AUSTRALIAN NATIONAL ASSOCIATION
OF TEACHERS OF SINGING
(ANATS)
CONSTITUTION
INDEX OF CLAUSES
PART I PRELIMINARY
1.
Name and
Title
2.
Definitions
PART II OBJECTIVES AND POWERS
3.
Objectives
4.
Powers.
PART Ill MEMBERSHIP
5.
Categories
of Membership
6.
Qualifications
for Membership
7.
Membership
Fees
8.
Application
for Membership
9.
Cessation
of Membership
10.
Membership
Entitlements Not Transferable
11.
Resignation
of Membership
12.
Register of
Members
13.
Register of
Members
14.
Register of
Members
15.
Disciplining
of Members
PART IV MANAGEMENT
16.
National
Council
17.
Functions
of the National Council
18.
Election of
the National Council
19.
Executive
of the National Council
20.
Filling of
Vacancies
21.
Delegation
of Powers of National Council
22.
President
23.
Deputy
President
24.
Secretary
25.
Treasurer
26.
Public
Officer
27.
National
Office
28.
Committees
29.
Meetings of
the National Council and the Executive
30.
General
Meetings
31.
Annual
General Meetings
32.
Special
Resolutions
33.
Special
Resolutions
PART V MISCELLANEOUS
34.
Registered
Officer
35.
Common Seal
36.
Winding up
of the Association
AUSTRALIAN NATIONAL ASSOCIATION OF TEACHERS OF SINGING
Incorporated
CONSTITUTION
(Adopted by Special General
Meeting on 13 March 1993)
(Last amended by Special General
Meeting on
PART I PRELIMINARY
Name and Title
1)
The name of
the association is Australian National Association of Teachers of Singing
Incorporated.
Definitions
2)
In this
Constitution unless the contrary intention appears:
'Association' means
Australian National Association of Teachers of Singing Incorporated.
'Annual Meeting'
means the Annual General Meeting of the Australian National Association of
Teachers of Singing Incorporated convened in accordance with Clause 31 of this
Constitution.
'Special General
Meeting' means a meeting convened in accordance with Clause 30 of this
Constitution.
'Chapter’ means a
group of members in a specific region.
'Council' means the
National Council of the Australian National Association of Teachers of Singing
Incorporated as defined in Clause 16 of this Constitution.
'Executive’ means
the Executive Committee of the National Council as defined in Clause 19 of this
Constitution.
'The Act' means the
New South Wales Associations Incorporations Act 1984 as amended.
'Seal' means the
Common Seal of the Australian National Association of Teachers of Singing
Incorporated.
'Secretary' means
the person, persons or business appointed as Secretary of the Australian
National Association of Teachers of Singing Incorporated in accordance with
Clause 19 of this Constitution.
'Treasurer’ means
the person appointed as honorary Treasurer of the Australian National
Association of Teachers of Singing Incorporated in accordance with Clause 19 of
this Constitution.
PART II OBJECTIVES AND POWERS
Objectives
3)
The
Objectives of this Association are:
a)
To
encourage the highest standards in the vocal art of singing and of ethical
principles in the teaching of singing and to promote vocal education and
research at all levels, both for the enrichment of the general public and for
the professional advancement, development and interest of the talented.
b)
To maintain
a register of teachers of singing deemed to be qualified in terms of Clause 12.
c)
To provide
a means for all members to meet together regularly on a national, state,
territory or regional basis.
d)
To provide
regular communication to members through journals, newsletters, magazines or
any other means deemed appropriate.
e)
To
encourage teachers of singing to achieve excellence in their profession through
the provision of scholarships and awards.
Powers
4)
The powers
of the Association are:
a)
To affiliate,
co‑operate, associate with or represent any national or international
body as deemed fit from time to time by Council.
b)
To print,
publish, sell, lend or distribute the proceedings or reports of the Association
or papers, communications or treatises relevant to the teaching of singing.
c)
To acquire
by purchasing, taking on lease, or otherwise lands and buildings and any other
property and to sell, lease, sub‑lease, rent, surrender, turn to account
or dispose of the same or any part thereof and to erect any building on any
such real property and to maintain, improve, alter, add to or demolish any
buildings on any such real property.
d)
Generally
to purchase, take on lease or in exchange, hire or otherwise acquire any real
or personal property and any rights and privileges, patents or trademarks which
the Association may think necessary or convenient for furtherance of its
objectives.
e)
To invest
and deal with the monies of the Association not immediately required in such a
manner as may be determined from time to time by Council.
f)
To borrow
or raise money on such terms and in such manner as the Association deems
appropriate and to secure the repayment of money so raised or borrowed or the
payment of a debt or liability of the Association by giving mortgages, charges
or securities upon or over all or any real or personal property of the
Association.
g)
To draw,
make, accept, endorse, discount, execute and issue cheques, bills of exchange
and other negotiable or transferable instruments.
h)
To
undertake and execute either gratuitously or otherwise any trust the
undertaking of which may seem desirable.
i)
To sell,
improve, manage, develop, exchange, lease, mortgage, enfranchise, dispose of,
turn to account or otherwise deal with all or any part of the real or personal
property and the rights of the Association.
j)
To do all
such other things as are incidental to or conducive to the attainment of the
objectives and to the advancement of the art and teaching of singing.
k)
Provide
that nothing herein contained shall prevent the payment in good faith of
remuneration to any Officers or Servants of the Association or any other person
in return for any service actually rendered to the Society.
l)
To import
goods.
PART
Categories of Membership
5)
There shall
be eight (8) categories of membership.
(i)
Full Member
(ii)
Associate
Member
(iii)
Affiliate
Member
(iv)
Life Member
(v)
Student
Member
(vi)
Joint
Member
(vii)
Corporate
Member
(viii) Friend
Qualifications for Membership
6)
(i) Full Member
a)
A person
holding a degree or diploma appropriate to the teaching of singing and who has
had three years of singing teaching experience; or
b)
A person
with five years of private music study and three years of singing teaching
experience.
(ii) Associate
A beginning
teacher of singing whose training and/or teaching
experience does not meet the requirements for Full Membership.
(iii) Affiliate
A
person who is involved in activities allied to the teaching of singing.
(iv) Life Member
a)
Life
Membership may be conferred by Council on any person without payment of any
fee.
b)
Any Full
Member may apply for Life Membership which will be granted on payment of a one‑time
Life Membership fee equal to ten (10) times the appropriate annual Full
Membership fee applicable at the time of application.
(v) Student Member
Any
person who holds a full‑time student identification card and who is
involved in activities allied to the teaching of singing.
(vi) Joint Member
Any persons in a professional partnership of no more than two
people where at least one member of the partnership is entitled to Full
Membership of the Association.
(vii) Corporate Member
Schools,
music schools (not colleges or tertiary institutions) and choirs, entitling any
employee of the Corporate Member to attend ANATS functions
and workshops at the rate offered to Full Members and other benefits as
considered appropriate by the National Council.
(viii) Friend
Any
person who supports the objectives of the Association but who does not qualify
for admission under any other category, including students of singing teachers
who do not hold full‑time student identification cards.
6A Full
Members, Affiliates and Life Members have the right to vote and hold office in
the Association.
Membership Fees
7. The annual
membership fee payable by the various categories of members shall be determined
by resolution of the Annual Meeting on the recommendation of Council.
Application for Membership
8. All
applications for membership of the Association must be in writing, addressed to
the Secretary, proposed by a member of the Association and accompanied by the
appropriate membership fee.
Cessation of Membership
9. A person
ceases to be a member of the Association if the person:
a)
dies,
b)
resigns
that membership,
c)
fails to
pay the annual membership fee within six (6) months of the fee becoming payable,
or
d)
is expelled
from the Association.
Membership Entitlements Not Transferable
10. A right,
privilege or obligation which a person has by being a member of the
Association:
a)
is not
capable of being transferred or transmitted to another person; and
b)
terminates
upon cessation of the person's membership.
Resignation of Membership
11. A member of
the Association who has paid all amounts payable by the member to the
Association in respect of the members membership may resign from membership of
the Association by first giving notice (being not less than (1) month or not
less than such other period as Council may determine) in writing to the
Secretary of the member's intention to resign, and on expiration of notice, the
member ceases to be a member.
Register of Members
12. The
Secretary shall cause to be established and maintained a register of members of
the Association specifying the name and address of each member together with
the date on which the person became a member.
13. Where a member
of the Association ceases to be a member pursuant to Clause 11 and in every
other case where a member ceases to hold membership, the Secretary shall ensure
that an appropriate entry is made in the register of members recording the date
on which the member ceases to be a member.
14. The
register of members shall be kept at the principal place of administration of
the
Association
and shall be open for inspection, free of charge, by any member of the Association
at any reasonable hour.
Disciplining of Members
15. a) The National
Council may expel from membership any member deemed to be acting against the
interests of the Association.
b) Any such expulsion requires a two‑thirds
majority of the Council at a properly constituted meeting.
c) Any member aggrieved by a decision of
Council in accordance with Clause 15(a) may seek to overturn that decision by
resolution at the next Annual Meeting. To succeed, any such resolution must be
passed by a two‑thirds majority of those present and voting at that meeting.
PART IV
MANAGEMENT
The National Council
16. The supreme
governing body of the Association shall be the National Council, consisting of representatives
of each Chapter elected on the basis of one Council Member for each thirty (30)
Chapter members, with a minimum of one Council member for each Chapter. A
representative of a Chapter must reside in the region
associated with that Chapter.
Functions of the National Council
17. The
National Council shall:
i.
keep under
constant review the objectives of the Association as set out in Clause 3 and
recommend amendments as and when necessary;
ii.
establish
policies and set priorities for the year‑by‑year activities of the
Association;
iii.
establish
the means for the achievement of the Association's objectives in conformity
with the priorities set ‑ including setting up Chapters, committees,
working parties and ad hoc groups, employing staff, consultants or others, as
may be appropriate and setting the conditions of such employment;
iv.
monitor and
review the activities of the groups or individuals responsible for carrying out
the Council's directions;
v.
fulfil the
requirements of the law relating to incorporation, workers compensation and
other relevant matters;
vi.
appoint an
auditor.
Election of the National Council
18. a) Only Full
Members and Affiliates are eligible for election to the National Council.
b) Members of National Council shall serve
for two (2) years and shall be eligible for re‑election. Should a vacancy
occur through death, resignation, failure to renew membership or for any other
cause, a member shall be co‑opted from the relevant Chapter to serve the
balance of the term of the member replaced.
c) An election of members of National Council
shall be held annually to fill vacancies resulting from retirement of
councillors at the end of a two‑year term or for any other reason.
d) The Secretary shall advise all members in
writing at least two (2) calendar months prior to the date of an election of
all vacancies to be filled and call for nominations of members to fill those
vacancies. The number of vacancies shall be calculated on the basis of Chapter
membership at the date on which the notice is sent.
e) Nominations of members for election to
vacancies on National Council shall be in the hands of the Secretary at least
one calendar month prior to the election being held and shall be signed by the proposer who should be a member of the same Chapter as the
nominee and who must secure the agreement of the nominee to serve on National
Council, if elected.
f) Should the nominations received be equal
to or less than the number of vacancies to be filled, the members nominated
shall be deemed to be elected provided that the National Council as then
constituted will satisfy the requirements of Clause 16 relating to Chapter
representation.
g) Should the number of nominations received
exceed the number of vacancies to be filled, an election shall be held. The
National Council shall conduct the election by post with votes sought from all
members eligible to vote.
Executive of the National Council
19. The
Members of the National Council shall elect an Executive comprising:
President
Deputy President
Secretary
Treasurer
Two (2) other members (including, if
practicable, the immediate past President).
Filling of Vacancies
20. All offices
shall automatically become vacant every two (2) years on the election of the
National Council. Casual vacancies occurring within the two‑year term of
the Executive shall be filled by the National Council by the election of
another member to fill the vacancy.
Delegation of Powers of the National Council
21. The
National Council may delegate to the Executive all its powers except:
(i) the power to delegate; and
(ii) the power to
recommend changes to the Constitution.
President
22. The
President shall:
(i) preside
at all general meetings of the Association, National Council meetings and
functions;
(ii) represent the
Association at conferences, official functions, hearings and on other public
occasions when it is necessary or appropriate for the Association to be
represented;
(iii) issue statements
to the media on major developments or policy changes;
(iv) act as a referral
point for all activities of the Association and between the Association and the
general community.
Deputy President
23. The Deputy
President shall:
(i) assist the President in his/her duties;
(ii) act on behalf of
the President when he/she is not available.
Secretary
24. The
Secretary shall:
(i) implement National Council and Executive decisions;
(ii) keep minutes of
general, National Council and Executive meetings;
(iii) ensure that the
register of members as required by Clause 12 is maintained;
(iv) attend to
correspondence;
(v) ensure that
meetings are called as required;
(vi) seek nominations
for vacancies on National Council in accordance with the provisions of Clause
18.
Treasurer
25. The
Treasurer shall:
(i) implement
the financial decisions of the National Council and the Executive;
(ii) ensure that all
money due to the Association is collected and received and that all payments
authorised by the Association are made;
(iii) operate the
Association's bank accounts and ensure that correct books and accounts are kept
showing the financial affairs of the Association including full details of all
receipts and expenditure connected with the activities of the Association;
(iv) prepare the annual
financial reports of the Association and after these returns have been audited,
present them to the Annual Meeting, and prepare any other financial reports or
budgets which may be required by Council or the Executive.
Public Officer
26. a) The National
Council shall appoint a Public Officer. The person appointed to this position
need not be a member of National Council but must be eighteen (18) years of age
or older and a resident of New South Wales and may hold that office until the
office is vacated in accordance with the provisions of sub‑clause (b) of
this Clause.
b) The Public Officer shall be deemed to have
vacated his or her position in any of the following circumstances:
(i) death;
(ii) resignation after
having given one month's notice;
(iii) removal from
office by the National Council or at a General Meeting;
(iv) bankruptcy or
financial insolvency;
(v) mental illness;
(vi)
residency
outside
c) When the position of Public Officer
becomes vacant, the National Council shall notify the Corporate Affairs
Commission in the manner and within time limits prescribed by the Act and appoint
a new Public Officer.
d) The Public Officer is required to provide
to the Corporate Affairs Commission such information as is required by the Act
in the form and within the time limits which the Act or the Corporate Affairs
Commission prescribes.
National Office
27. The
national office of the Association may be established in any State or territory
and may rotate between various locations if the National Council so determines,
provided that any such rotation shall not occur more frequently than once every
two years.
Committees
28. The
National Council may establish committees for any purposes deemed appropriate.
Meetings of the National Council and the Executive
29. a) The National
Council shall meet at least once in each calendar year in such locations and by
such means (for example in person or by mail, teleconference or
videoconference) as it determines.
b) The President shall chair all meetings and
in his or her absence, the Deputy President. If neither is able to be present,
a chairman to conduct the business of that meeting only shall be elected from
among those present.
c) Decisions of the Council, save as provided
in Clause 15(b), shall be by majority vote. No business shall be transacted
until a quorum is present. If no quorum is present, the meeting shall be
adjourned to another mutually suitable date as soon as possible after the
original date.
e) Notice of Council meetings shall be given
at previous Council meetings or by such other means as the Council determines
which in no case shall be less than twenty‑one days.
f) The Executive shall meet as often as
necessary to conduct the daily business of the Association.
g) The President, or in his or her absence
the Deputy President, shall chair all meetings of the Executive.
h) The quorum for an Executive meeting shall
be the President or Deputy President and two other members.
i) Decisions of
the Executive shall be by majority vote.
j) The chairman of a meeting of the
Executive shall exercise a deliberative vote only.
General Meetings
30. a) National
Council, whenever it thinks fit, may convene a Special General Meeting of the
Association. Notwithstanding, a Special General Meeting must be convened by the
Council within three months of receiving a written request to do so from at
least five percent of the membership of the Association.
b) At least twenty‑eight (28) days’
notice of all general meetings shall be given to members.
c) The quorum for a general meeting shall be
the number of members presently on the National Council plus one. If within
half an hour after the time appointed for commencement of a general meeting a
quorum is not present, the meeting, if convened upon the requisition of members
shall be dissolved. In any other case, the meeting shall be adjourned to
another mutually suitable date as soon as possible after the original date. If
at the adjourned meeting a quorum is not present within half an hour after the
appointed time for the commencement of the meeting, the members present ‑being
not less than seven (7) ‑ shall constitute a quorum.
d) Voting at general meetings shall be by
show of hands but a secret ballot may be requested by any member. Decisions
shall be made by a simple majority vote except for those matters set out in
Clause 32 which must be decided by special resolution in which case a two‑third
majority is required.
e) In the case of equality of votes, the
person appointed to chair the general meeting shall have a second or casting
vote.
f) Only financial members of the Association
are eligible to vote. Student Members or Friends shall not be eligible to vote
at annual or general meetings.
g) Those members unable to be present at a
general meeting may record a vote by post in relation to the election of
officers, special resolutions or motions of which prior notice has been given.
Any such vote is to be in the hands of the Secretary ten (10) days prior to the
meeting at which the issue is considered. The person conducting the meeting
must take account of postal voting before declaring the result of any such
election, special resolution or motion.
Annual General Meeting
31. a) An Annual
General Meeting of the Association shall be held once in each calendar year.
b) The following business shall be transacted
at the Annual General Meeting:
(i) confirmation of the minutes of the last Annual General
Meeting and any subsequent special general meeting;
(ii) receipt of the
President's report upon the activities of the Association in the last financial
year;
(iii) election of the
officers and members of the National Council in accordance with Clause 18 of
this Constitution;
(iv) receipt and consideration of an audited
statement from Council which gives a true and fair view of the last financial
year of the Association's income and expenditure, assets and liabilities,
mortgages, charges and other securities and trust properties;
(v) consideration of
any recommendations from Council regarding fees, budgets or other matters and
any matters of general business raised by members.
Special Resolution
32. A special
resolution must be passed by a general meeting of the Association to effect the
following changes:
(i) a change in the name of the Association;
(ii) a change in the
Constitution of the Association;
(iii) a change in the
objectives of the Association;
(iv) an amalgamation
with another Incorporated Association;
(v) to voluntarily wind
up the Association and distribute its assets.
33. A special
resolution shall be passed in the following manner:
(i) a notice must be sent to all members advising that a general
meeting is to be held to consider a special resolution;
(ii) the notice must
give details of the proposed special resolution and give at least twenty‑eight
days' notice of the meeting;
(iii) a quorum must be
present at the meeting;
(iv) at least two‑thirds
of the total of those present plus those voting by post must vote in favour of
the resolution for it to be carried.
PART V MISCELLANEOUS
Registered Office
34. The
registered office of the Association shall be at a place determined by the
Council as appropriate, provided that the place chosen shall be in accordance
with the provisions of the Act.
Common Seal
35. The Common
Seal of the Association shall be kept in the custody of the Secretary and shall
only be affixed to a document with the approval of the Council. The stamping of
the Common Seal shall be witnessed by two members of the Council whose
signatures shall be appended to the document.
Winding up of the Association
36. a) Should the
Association be wound up, the assets of the Association shall be distributed by
the Council to the body or bodies having similar aims and objectives to this
Association.
b) The members of the Association shall have
no liability to contribute towards the payment of debts and liabilities of the
Association or the costs, charges and expenses of winding up of the Association
except to the amount of any unpaid membership fees and an amount not exceeding
one hundred dollars ($100).