Constitution
Second edition, August 2006 amendment
Name of Incorporation
“The Advantage Group Carpet Cleaners (Inc)”.
Objectives
(1) To promote, market and encourage cleaning Standards (AS/NZS- 3733).
(2) To use our numbers to group purchase consumable products to our members’ advantage.
(3) Open and operate a bank account.
(4) To settle any disputes arising between our members and customers.
(5) The assets and income of the Incorporation shall be applied solely in furtherance of its above-mentioned objects and no portion shall be distributed directly or indirectly to members of the Incorporation except as bona fide compensation for services rendered or expenses incurred on behalf of the Incorporation.
Membership
Each member (individual) must;
(1) have achieved Certificate II in Asset Maintenance (PRM 20604) as a minimum standard for full membership.
(1a) NOTE: New applicants may be accepted on a provisional basis, and they must agree to the terms stated below (see PROVISIONAL MEMBERSHIP).
(2) apply in writing to the managing committee, and be subjected to an audit of the information supplied to the committee by the committee.
(3) have their application considered by the committee at the next management committee meeting.
(4) present a current National Police Certificate each year, together with membership application or renewal.
(5) be able to demonstrate the ability to achieve a standard of cleaning acceptable to the managing committee.
(6) have equal voting rights, and be entitled to one (1) vote as a financial member of the incorporation.
(7) possess and maintain a suitable Safety & Environmental Management Plan.
(8) adhere to the AGCC Code of Ethics, and sign a copy of the same when renewing membership annually.
(9) be covered by a Public Liability Insurance policy to the minimum value of $10 million, and provide a certificate of currency as required by the committee.
(10) present a current WA carpet cleaning industry ‘license’ or ‘registration card’.*
Provisional Membership
A provisional membership applies to a new applicant to the AGCC, that has not yet achieved Certificate II in Asset Maintenance (PRM 20604). A Provisional Member can expect assistance and support from the AGCC in attaining their PRM20604 qualification as well as their Safety and Environmental Management Plan so as to full membership as soon as possible.
The following terms apply to provisional members until such time as they fulfil all conditions for full membership. Provisional members;
(1) shall be bound to all conditional items listed under MEMBERSHIP, with the exception of items 1, 6, 7 and 10.
(2) commit to achieving Certificate II (PRM 20604) and a WA carpet cleaning industry ‘license’ within one year of their application being accepted. If this is not fulfilled within the prescribed period, their membership may be terminated. If however, these requirements are in progress, the provisional member may apply to the management committee for an agreed time extension, by which time these requirements must be fulfilled.
The member may enjoy all rights as a full member, after evidence of fulfilment of the stated requirements are submitted to the management committee and accepted.
(3) have no voting rights.
(4) Promotional activities or items published by the AGCC (including its web-site) will not list contact details of provisional members. Personal names only, (not trading names) of provisional members may be stated in AGCC material.
(5) may not include references to the AGCC in any advertising material, and may not claim to be a full AGCC member.
(6) may benefit by participation in discounts negotiated by the AGCC for its members, with the exception of its discounts on Insurances.
(7) may enjoy assistance from the AGCC with compliance to Risk Management and Occupational Health & Safety documentation, (for a nominal fee) if required.
Registration of Members
The secretary shall, on the behalf of the Incorporation keep and maintain the register of members. The register shall be kept at his or her place of residence or business premise.
Subscriptions Of Members
(1) The members shall from time to time at the annual general meeting determine the amount of the subscription paid by each member.
(2) Each member shall pay to the Treasurer, annually on or before 31st October, the amount of the subscription determined under sub rule (1)
(3) Subject to sub rule (2), a member whose subscription is not paid within 1month after the fixed date shall cease to be a member, unless the committee decides otherwise.
Honorary Members
Bestowed upon a person & confirmed by members at an Annual General meeting.
(1) Non-financial person who carries out elected duties or services for the benefit of incorporated members.
(2) May be bestowed upon a person for one (1) year for services considered to be greater than normally expected.
(3) Honorary members are not subject to annual subscriptions.
(4) Honorary members have no voting rights.
Management Committee
The management committee of six financial members shall govern the Incorporation and have equal voting rights of one vote, consisting of office bearers of the Incorporation and three other members.
The three office bearers are;
(1) President.
(2) Secretary.
(3) Treasurer.
(4) General committee members, (maximum quantity 3 persons).
(4a) The roles of media co-ordinator and OH&S co-ordinator shall also be carried out as determined by the management committee.
(4b) Members of the management committee shall form a quorum (minimum 4) to conduct a management meeting as or when called upon.
(B) The management committee shall have the power to make by-laws not inconsistent with the objectives of the incorporation, appoint sub-committees, enforce the guidelines, authorise all expenditure and suspend any members for breach of rules or guidelines of the Incorporation. The management committee shall not have the power to borrow in the name of the Incorporation without the authority of an extraordinary or annual general meeting.
(C) Purchasing capital equipment or consumables for member’s requests is to be carried out by the management committee and will;
(1) Inform all members to determine expressions of interest in participation.
(2) Obtain competitive prices and inform members.
(3) Have members pay in advance before the Incorporation orders the requested goods.
(D) Management committee meetings will be held monthly from April to August & every six (6) weeks from September to March, with the date for the following meeting decided at the end of each meeting.
(E) Management committee discussions are final. However they can be overturned by;
(1) Next management committee meeting.
(2) Committee members discussing the matter over internet (e-mail), phone or correspondence subject to all agreeing to the change, and ensuring the discussion is recorded at the next committee meeting minutes.
(F) The management committee shall be elected at the annual general meeting.
(G) The management committee shall have the power to invite members for special purposes.
(H) Management committee members shall be of good character, and not have a criminal record.
(I) Management committee meetings are open to all financial members of the Incorporation for verbal input, however non-committee members shall have no voting rights at management committee meetings.
(J) In the event of absence of the President, the members present may elect a substitute chairman.
(K) The management committee shall fill any casual vacancy in the management committee.
(L) The management committee shall communicate to members by monthly newsletters via internet (e-mail) or by mail if members are unable to receive emails.
(M) At all meetings the President can have the casting vote in the case of a tied vote.
Duties of Office Bearers
(A) The President shall chair all meetings of the Incorporation, and provide the second signature on cheques, prepare monthly News Letters & shall oversee and guide all operations of the Incorporation.
(B) The Secretary shall keep minutes of all meetings, register of financial members of the Incorporation and handle the official correspondence of the Incorporation.
(C) The Treasurer shall be responsible for all financial affairs, providing statements and receipts when called for. The Treasurer will operate the Incorporations bank account & present outstanding accounts for payment. The Treasurer shall with the President sign & endorse all cheques and other documents on behalf of the Incorporation, one other committee member shall be appointed to sign cheques if the President is not available.
(D) General Committee members are to assist office bearers, oversee sub-committees and perform delegated responsibilities, including organising social activities for the members.
(E) Book keeper (if employed) will work with the Treasurer and President and assist to prepare;
(1) Financial statements.
(2) Bank reconciliation.
(3) Expenditure.
(4) Special Incorporations members’ promotion funds records.
(F) Auditor will be a Certified Practicing Accountant. He/she will once every two (2) years, examine the correctness of the balance sheets, and present a report to the management committee. The report shall be presented at the next annual general meeting.
Extraordinary Meeting
(A) An extraordinary meeting shall be held four (4) weeks after the Secretary receiving a written request from at least six (6) members.
(B) At least seven (7) days notice of the meeting must be given to members.
(C) Only the business for which the meeting was called shall be discussed.
PROPERTY:
The property of the Incorporation shall belong to the general body of members and no person who resigns, is expelled from the Incorporation, or otherwise ceases to be a member, shall have any claim what so ever on the assets of the Incorporation.
Annual General Meeting
(A) The Annual General Meeting shall be held in September each year, the date to be decided by the management committee. One month notice to be given to members.
(B) To constitute a quorum at an annual general meeting or extraordinary meeting, two thirds or 16 financial members (whichever is the lesser) must be present.
(C) During this meeting the annual Presidents, Secretary, Treasurer & Auditor reports shall be given.
(D) The management committee to submit a running expense budget for the next 12months, and approved by the members of the Incorporation.
(E) Half of the management committee (the first year being the three longest serving committee members) shall retire at the annual general meeting, but can be eligible for re-election. The other half of the management committee shall emulate at the next annual general meeting.
(F) From the six (6) members of the management committee, a President, Secretary and Treasurer shall be elected by the financial members at the annual general meeting.
(G) The President, Secretary & Treasurer shall hold office until the next annual general meeting but can be eligible for re-election.
(H) Nominations for new office bearers can be submitted in writing and must be seconded by a financial member at the Annual General Meeting. Nominations should be submitted 14 days prior to the Annual General Meeting or if required, called for from the floor.
(I) Motions or elections requiring a vote shall be done by a show of hands or by secret ballot as seen fit by the chairperson of the day and the motion or election result will be carried by a majority vote.
Constitution
(A) The Constitution of the Incorporation shall be available to all members for reading.
(B) The Constitution is binding to all members.
(C) An alteration to the Constitution may be made at an annual general meeting provided that members receive one (1) month’s notice of the proposal.
(D) An alteration to the Constitution shall require approval of seventy five per cent (75%) of those members present and voting in person at the annual general meeting.
(E) The management committee shall have power to make, vary and repeal by-laws that bind members, but only if approved at the annual general meeting of the Incorporation.
Discipline
(A) Should any member violate the Constitution, divulge confidential Incorporation information, or for any reason be deemed to be an undesirable member, that member may be expelled, or cautioned, by the votes of a two-thirds majority of the management committee. The offending member is to be notified of this decision in writing.
(B) Any member so disciplined shall have the right to appeal at an extraordinary meeting or at the Annual General Meeting.
(C) Should a member have employees, the member is responsible for their staff’s actions.
Common Seal
The common seal of the Incorporation with its name shall be kept in the care of the President or Secretary. The seal shall not be used to any deed, instruments or other documents, except by a management committee resolution & in the presence of the President and two (2) members of the committee, both shall subscribe their names as witnesses.
Identification with the Incorporation
(A) No member shall act in the Incorporations name without the full knowledge and consent of the management committee.
(B) Any member selling his or her work vehicle shall remove all identification from that vehicle, unless the new owner is a financial member of the Incorporation.
(C) Use of the name and logo of “The Advantage Group Carpet Cleaners” is limited to financial members only.
Inspection of Records
A member may at any reasonable time inspect without charge the books, documents, records and securities of the Incorporation.
Dissolution Clause
(1) In the event of winding up or dissolution of the Incorporation, there remains after satisfaction of all debts and liabilities any property whatsoever, the same shall not be paid to or distributed among the members, but shall be given or transferred;
(A) To another association incorporated under the act, or
(B) To a charitable organisation.
The incorporated association or charity, as the case requires shall be determined by the resolution of the members when authorising and directing the committee under section 33(3) of the Act to prepare a distribution plan of the surplus property of the association.
(2) In the event of the winding up or dissolution of the incorporation, the commissioner of taxation shall be advised of the date of the dissolution within 30 days of the dissolution.
“THE ADVANTAGE GROUP carpet cleaners” CONSTITUTION CONFIRMED AND ADOPTED BY MAJORITY OF MEMBERS AT THE 2006 ANNUAL GENERAL MEETING,
DATED: 23rd September 2006
Addendum as voted in 11/04/11
Associate members shall:
- apply in writing to the managing committee, and be subjected to an audit of the information supplied to the committee by the committee
- have their application considered by the committee at the next management committee meeting
- have no voting rights
- be included on our website as a supporter of the Advantage Group (Inc)
- be subject to a yearly fee of $220
- be a registered business entity
- be able to supply evidence of all applicable insurances and indemnities
- be of a similar ethos to the Advantage Group (Inc)