Australasian Society of Occupational Scientists

Constitution

Association for the Australian Society of Occupational Scientists

1. Name
   The name shall be Association for The Australasian Society of Occupational Scientists Inc.
   Definitional statement: Occupational Science is defined as the interdisciplinary study of humans as occupational beings.
2. Objectives
   The aims of the Association are to:
   • 2.1. Promote occupational science to professional, community and political groups
   • 2.2. Facilitate interdisciplinary discussion and debate about the relationship of occupation to health, wellbeing and social justice
   • 2.3. Support basic and applied research into all facets of occupation
   • 2.4. Maintain an organisational structure, which will promote these aims and facilitate communication between other like groups.
3. Income and property
   The income and property of the Association is to be applied solely towards the promotion of the objectives of the Association.
   • 3.1. No proportion is to be paid or transferred to persons or relatives of persons representing members of the Association except for the payment in good faith of remuneration to any officer or servant of the Association in return for any services actually rendered to the Association or reasonable and proper rental for premises let by any member servant or officer to the Association or the payment of interest on any moneys borrowed from any member of the Association.
   • 3.2. For the purpose of carrying out its objectives, the incorporated association may, subject to the Associations Incorporation Act 1985 and the association rules:
     • a) acquire, hold, deal with and dispose of, any real or personal property; and
     • b) administer any property on trust; and
     • c) open and operate bank accounts; and
     • d) invest it’s moneys:
       • i) in any security which trust moneys may, by Act of Parliament, be invested; or
       • ii) in any other manner authorised by the rules of the association
     • e) borrow money upon such terms and conditions as the association thinks fit; and
     • f) give such security for the discharge of liabilities incurred by the association as the association thinks fit; and
     • g) appoint agents to transact any business of the association on its behalf; and
     • h) enter into any other contract it considers necessary or desirable.
4. Membership
   • 4.1. Membership shall consist of individuals or institutions in Australia and New Zealand who support the aims of the Association.
   • 4.2. Application for membership
     • 4.2.1. Membership shall be effective forthwith upon the proposed member completing a membership application form (in a form approved by the Executive) declaring that the proposed member shall abide by the constitution of the Association and paying the membership fee (which is set annually by the Executive). A person shall remain a member until such time as the membership lapses, or is discontinued, as detailed in 4.3, or that person resigns as a member of the Association in writing and delivers that written resignation to a member of the Executive
   • 4.3. Continuity of membership
     • 4.3.1. Membership terminates upon resignation from the Association or if payment of annual membership fee is more than 2 months in arrears.
     • 4.3.2. A member may be expelled if in the opinion of the Executive that person has brought disrepute upon the Association or has been dishonest in the conduct of the affairs of the Association.
     • 4.3.3. Before considering any motion to expel a member, the executive shall give a member 14 days notice of the time and place at which the executive propose to consider the motion for the members expulsion and invite the member to attend the meeting to show cause why the member should not be expelled.
   • 4.4. Register of Members
     The Secretary of the Association will keep and maintain a Register of Members containing such information as may be determined by the Executive.
5. Executive
   • 5.1. Management of the Association
     • 5.1.1. The affairs of the Association will be managed by a management committee to be known as “the Executive”.
     • 5.1.2. Any powers of the Association not specifically referred to in the Constitution, and not required by law to be exercised by the Association in general meeting, may be exercised by the Executive.
     • 5.1.3. Subject to this Constitution, at a general meeting of the Association any powers of the Association not specifically referred to in this Constitution may be regulated by the Association.
     • 5.1.4. Any such regulation will not invalidate any act of the Executive which, prior to the regulation, was valid.
   • 5.2. Powers of Executive
     Without limiting the generality of the foregoing the Executive has the power to do any one or more of the following:
     • 5.2.1. Purchase or otherwise acquire any books, newspapers or periodical and dispose of them as it may think fit.
     • 5.2.2. Determine from time to time the conditions on which, and times when, members may use the property of the Association or part or parts thereof and when and under what conditions the premises of the Association or any part or parts thereof are to be used by members.
     • 5.2.3. Appoint other officials or servants of the Association and for that purpose to enter into contracts of employment or contracts of service upon such terms and conditions as the Executive deems fit.
     • 5.2.4. Delegate (subject to such conditions as it thinks fit) any of its powers to sub-committees consisting of such members of the Executive and/or other members of the Association co-opted for that purpose as it may determine, and to make such regulation as to the proceedings of such sub-committee as may be appropriate.
     • 5.2.5. Regulate and control its own meetings and the transaction of business at its meetings.
     • 5.2.6. Enter into and accept any lease or tenancy of any premises for such time or term, on such conditions and at such rent as it may deem expedient.
     • 5.2.7. Operate bank accounts where, and as it may deem expedient, to draw, make, accept, endorse and issue negotiable securities or instruments of whatsoever kind or nature and to determine what officers of the Association may sign or endorse such negotiable securities or instruments.
     • 5.2.8. Take and defend all legal proceedings by or on behalf of the Association and to obtain all necessary legal advice and retain legal advisers for any such purpose.
     • 5.2.9. Borrow, raise or secure the payment of money and to sell and dispose of assets of the Association subject to Clause 9.
     • 5.2.10. Make, alter and repeal regulations not inconsistent with this Constitution regulating the use and management of the Association’s premises and admission of members and the conduct of the Association and its affairs generally.
     • 5.2.11. Appoint a convenor
     • 5.2.12. Do and perform any other act, matters and things in connection with or relative to the management of the Association as are not by this Constitution or by law required to be done by the Association in general meeting.
     • 5.2.13. Appoint the Public Officer for the Association.
   • 5.3. Composition of Executive
     • 5.3.1. The executive is to consist of the President, Secretary, and Treasurer, who are to be elected by the members of the Association at the Annual General Meeting.
     • 55.3.2. Only current members of the Association are eligible to be nominated for election to the Executive.
     • 55.3.3. Association members may nominate themselves for executive positions. If there is more than one nomination for each position, Association members will vote in a secret ballot.
     • 55.3.4. Term of office in the Executive will be for a period of three years.
     • 55.3.5. In the event of a casual vacancy occurring due to resignation, a special general meeting will be held as soon as practicable to fill the vacancy
   • 5.4. Meeting of Executive
     • 5.4.1. The Executive will hold teleconferences for the dispatch of business so often as the President, or in his/her absence, the Secretary, shall deem necessary, but not less than twice a year. Except as provided in this Constitution at least five (5) days’ prior notice is to be given to each Executive member of a Executive Meeting and the Executive may adjourn and otherwise regulate its meetings as it thinks fit.
     • 5.4.2. A quorum at meetings of the Executive is two thirds of the executive.
     • 5.4.3. At every meeting of the Executive the President, and in the President’s absence the Secretary is to preside.
     • 5.4.4. Questions arising at meetings of the Executive are to be decided by a majority of votes.
     • 5.4.5. Any member of the Executive may at any time summon a meeting in addition to the meetings referred to in Clause 5.4.1 on not less than 48 hours notice.
     • 5.4.6. The Executive or a quorum may act notwithstanding any vacancy in its number. When by reason of the absence of the quorum at any meeting of the Executive no business can be transacted, the next consideration of such business is to be adjourned until the next meeting and the Chair and the Secretary or other person acting in his or her place is to make a note in the minute book of such adjournment and the reason for it.
   • 5.5. Minutes
     • 5.5.1. The Executive will keep and maintain a minute book showing the resolutions proposed and passed and all other proceedings at proceeding at all Executive and General meetings.
     • 5.5.2. The minutes entered in the minute book and confirmed by resolution of the executive and duly signed by the Chair of the meeting at which the minutes are confirmed will be conclusive evidence that the proceedings minuted were regular and actually took place.
6. General Meetings
   • 6.1. The Annual General Meeting will be held by means of an electronic meeting in the month of July in each year.
   • 6.2. All other general meetings of the Association will be Special General Meetings.
   • 6.3. The Secretary will whenever required by the President, or the Executive, convene a Special General Meeting of the Association. Such meeting is to be convened not less than seven days and not more than thirty days after receipt by the Secretary of such request.
   • 6.4. Notice of General Meetings
     • 6.4.1. Not less than fourteen days’ notice of every general meeting including the Annual General Meeting is to be given electronically or in writing to every member.
     • 6.4.2. Any member desiring to bring forward any business may give notice electronically or in writing to the Secretary who will include such notice in the Notice calling the next general meeting to be called after the receipt of such notice.
   • 6.5. Proceedings at General Meetings
     • 6.5.1. Fifty percent of Members responding electronically shall constitute a quorum for the transaction of business at any general meeting.
     • 6.5.2. The President or Secretary shall preside as Chair-person at a General Meeting.
     • 6.5.3. Every resolution at any general meeting is to be decided by a majority of the members entitled to vote and who respond electronically. Every member shall be entitled to one electronic vote and in the case of an equality of votes the Chair shall have the second or casting vote.
7. Audit
   • 7.1. The executive may appoint an auditor from time to time as deemed necessary.
8. Dissolution
   The Association may be dissolved or wound up by a Special Resolution carried by a majority of three quarters of the members entitled to vote an any general or special meeting called for such purpose.
9. Disposition of Assets
   • 9.1. If upon the dissolution or winding up of the Association there remain after the satisfaction of all its debts and liabilities any property or assets whatsoever the same is not to be paid to or distributed among the members of the Association but should be given or transferred to some other Association or Institution having objects similar wholly or in part to the objects of the Association and which also prohibits the distribution of its or their income and property among its or their members, or , alternatively to such charitable organisation/s approved under Section 78(1) (a) of the Income Tax Assessment Act which charitable organisation/s are to be determined by the members of the Association at or before the time of dissolution or winding up or in default or if and in so far as effect cannot be given to such determination then such payment or distribution shall be determined by a Judge of the Supreme Court of Australia
10. Interpretation of Constitution
    The Executive is to be the sole authority for the interpretation of this Constitution and of all regulations and codes of ethics made under if and the decision of the Executive on all matters including any matter not provided for by this Constitution or by any regulation or provision of any code of ethics made hereunder shall be final and binding on the members.
11. Date Constitution Passed
    The Date on which this Constitution is passed by Special Resolution of a special general meeting will be known as the 2002 Constitution Meeting – 24 September, 2002.