WINGECARRIBEE TENNIS ASSOCIATION
Incorporated under the Associations Incorporation Act 2009 (NSW)
CONSTITUTION AND BY-LAWS
Adopted on 10 March 1994
Revised 23 November 2021
INDEX
CONSTITUTION
PART 1: PRELIMINARY
Clause no. Page no.
1. Name …………………………………………………. 3
2. Definitions ……………………………………………3
3. Objectives ……………………………………………..3
PART II: MEMBERSHIP
4. Membership categories ………………………… 4
Fees and registrations …………………………… 4
Responsibilities of member clubs and members ………. 4
PART III: MANAGEMENT OF THE ASSOCIATION
5. Management including powers…………………………… 4/5
6. The Executive ……………………………………………. 5
7. General meetings ………………………………………. 6
PART IV: GENERAL
8. Public Officer; Insurance ………………………………………7
PART V: ANNUAL GENERAL MEETINGS
9. AGM notice, voting and business …………………………… 7
10. Special general meetings ……………………………………… 7
PART VI: FINANCE
11. Financial year, funds management ……………………………. 8
PART VII: MISCELLANEOUS
12. Custody of books; serving of notices; inspection of books … 9
PART VIII: WINDING UP
13. Winding up …………………………………………………. 10
PART VIX: BY-LAWS
14. Clause re by-laws …………………………………………. 10
BY-LAWS …………………………………………………… … 11
CONSTITUTION
PART I
PRELIMINARY
1. Name
The name of the Association is the Wingecarribee Tennis Association, Incorporated (“The Association”).
2. Definitions
1. In this Constitution:
Member club means a tennis club that is affiliated with the Association and with Tennis NSW, whether incorporated or unincorporated, operating within the Wingecarribee Shire, the names of which are set out in Appendix 1 of the By-Laws; together with such other Tennis Clubs as the Association from time to time agrees to admit, having regard to applications received under the By-laws.
The Executive is composed of the President, Vice-President, Secretary, Treasurer and Member Protection Officer.
A General Meeting means a meeting of the Executive, the delegates of the member clubs and the members of the member clubs, where only the delegates and the Executive have voting rights.
A Special General meeting means a general meeting of the members of the Association other than an annual general meeting, where all members have a vote
The Act means the Associations Incorporation Act 2009 (NSW).
The Regulation means the Associations Incorporation Regulation 2016 (NSW).
3. Objectives
The objectives of the Association are:
i.to foster the development of tennis throughout the Wingecarribee Shire;
ii.to organize and control competitions between the member clubs of the Association;
iii.to conduct or organise and control district championships, inter-club tennis competitions, tournaments, matches or any other tennis event considered practicable and desirable.
PART II
MEMBERSHIP
4.1 The categories of membership of the Association are:
(i) Member Clubs
(ii) Individual members – any person who is a financial member of their member club and has paid the Association registration fee.
(iii) Life members: where a member has given the Association outstanding service over a number of years, a life membership may be bestowed, as agreed by the membership at an Annual General Meeting of the Association. An individual may be nominated for life membership, in writing, by any two members of the Association: the nomination to be received by the Secretary at least fourteen (14) days prior to the Annual General Meeting. Life Members are listed in Appendix 2 of the By-laws.
4.2 The non-voting members of the Association at general meetings are those persons who are not delegates appointed by their club.
Membership Fees and Registrations
4.3 Membership fees for each category of membership are:
(i) The annual affiliation fee for each financial year, to be paid by member clubs, is determined at a general meeting. Such fee is payable by the 30th June in each year.
(ii) The registration fee, to be paid by individual members, is determined at the last general meeting of each year and covers the following calendar year 1st January to 31st December and may be paid at any time during the year but must be paid before an individual plays in a competition conducted by the Association.
(iii) Life members do not pay fees.
4.4 The responsibility of member clubs and individual members toward payment of any debts and liabilities of the Association in the event of it winding up is limited to outstanding membership fees which may be due.
PART III
MANAGEMENT OF THE ASSOCIATION
5.1 The Association is managed by the Executive and two (2) delegates from each member club, to be referred to as “the delegates”.
5.2 Each member club must notify the Secretary by the 31st July of each year the names of its delegates for the ensuing year. The delegates must be financial members of the club they represent. If a delegate resigns or withdraws during the year, the member club must nominate another delegate as substitution for the outgoing delegate.
5.3 All delegates or an authorised proxy are expected to attend all association meetings, except where a club has only one team in a competition, in which case only one delegate need attend. If, in this case, both delegates attend, they each have voting rights. Penalties may apply for non-attendance of delegates at Association meetings.
Powers
5.4 Subject to any decision of a Special General Meeting or the Annual General Meeting of the Association, the Executive and the delegates are responsible for the entire management and control of the business of the Association and have the power to do anything necessary or convenient to achieve the purposes of the Association.
5.5 They may set up any sub-committee to deal with specific matters in line with the purposes of the Association, e.g a Match Committee for each competition it conducts. The membership, purpose and rules of such Committees may be included as an Appendix to the By-Laws.
Resolution of Disputes
5.6 The Association generally will refer to his/her Club any individual who fails to comply with the rules of tennis and the conditions of the By-Laws of this Association, or who have in any other way acted contrary to the best interests of the game. In extreme cases, the Association may refer the matter to the Member Protection Officer, who will instigate a process whereby an independent panel will consider the case and where the individual will have a right to respond. The Association maintains the right to impose a penalty such as excluding the individual member from all competitions conducted by the Association.
6. The Executive
6.1 The Executive must be composed of financial members of the Association and is elected by the members at the Annual General Meeting.
6.2 The President provides overall direction for all the Association’s activities and chairs meetings.
6.3 The Vice-President supports the President and assumes the President’s role in his/her absence.
6.4 The Secretary supports the Chair in ensuring the smooth functioning of the Committee and is responsible for ensuring meetings are effectively organised and minuted and for maintaining effective records and administration.
6.5 The Treasurer oversees the financial administration of the Association, reviews procedures and financial reporting and advises the Executive on financial strategy.
6.6 The Member Protection Officer provides information to Association members about the rights, responsibilities and options available to an individual making a complaint, the nature of which arises during the activities run by the Association.
6.7 The Public Officer is responsible for: notifying the Department of Fair Trading of any change in the Association’s official address within 28 days; collecting all Association documents from former Executive members; and delivering the documents to the new Executive member.
Election of Office Bearers
6.8 Written nominations may be lodged with the Secretary seven (7) days before the Annual General Meeting, using the appropriate Nomination Forms. Further nominations for candidates who are present may be received at the Annual General Meeting. If there is only one nomination for a position, the nominee is considered elected. A secret ballot is held if there is more than one nomination for a position. If there is a tied vote at the election of any office bearer, the person presiding has a casting vote.
Period of Office of Executive Members
6.9 The members of the Executive take office at the conclusion of the Annual General Meeting and hold office for a period expiring at the conclusion of the Annual General Meeting the following year.
Casual Vacancies on the Executive
6.10 A casual vacancy in any of the office bearer positions may be filled by a delegate elected at a general meeting.
Powers of the Executive
6.11 The Executive has the power to conduct the routine business of the Association between general meetings and to fill any vacancy arising on any sub-committee.
6.12 If the persons elected as President, Secretary or Treasurer are the nominated delegates for their clubs, they must resign as delegates and the club must nominate a delegate in their place. Members of the Executive have voting rights at all Association meetings. In the event of a tied vote, the President has a (second) casting vote.
7. General Meetings
7.1 The quorum at a general meeting is three-quarters of the number of delegates entitled to be present in person or by proxy.
7.2 A general meeting must be convened at least four (4) times in each period of twelve (12) months at such place and time as the Executive may determine.
7.3 Additional meetings may be proposed by any delegate or a member of the Executive for a specific purpose and convened by the President if deemed appropriate.
7.4 The Secretary shall give one (1) month’s notice of a general meeting to the Secretaries and delegates of all member clubs, advising of the time, date and location of the meeting.
7.5 Notice of a meeting shall specify the general nature and business to be transacted at the meeting.
7.6 No business shall be transacted unless a quorum is present and, if within half an hour of the time appointed for the meeting a quorum is not present, the meeting stands adjourned to the same place and at the same hour and same day of the following week, or a time agreed to by those present.
7.7 If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the meeting shall be dissolved.
Conduct of meetings
7.8 The President, or, in the President’s absence, the Vice -President shall preside.
7.9 If the President or Vice-President is absent or unwilling to act, one of the remaining members of the Executive as chosen by the delegates present at the meeting shall preside.
7.10 All decisions are made by a simple majority of votes cast. If votes are tied, the person presiding has a casting vote.
PART IV
GENERAL
8.1 The President of the Association shall be the Public Officer, unless another member of the Executive is agreed to by a general meeting or the Annual General Meeting.
8.2 The Association shall ensure that the member clubs have insurance for their members.
PART V
ANNUAL GENERAL MEETINGS
9.1 The Annual General Meeting must be held within 6 months of the end of the financial year, the date and place to be determined at a general meeting.
9.2 Notice of the Annual General Meeting is to be given to the Secretaries of the member clubs and to the delegates one (1) month prior to the date thereof, inviting all members of those clubs.
9.3 All Association members present at the Annual General Meeting are entitled to vote.
9.4 The business of the Annual General Meeting is to:
(i) confirm minutes of the last Annual General Meeting and of any Special General Meeting held since that date;
(ii) discuss any business arising from those Minutes;
(iii) receive the reports of the Secretary and President;
(iv) receive and consider financial statements required by Section 26 (6) of the Associations Incorporation Act, 2009 (NSW);
(v) elect the office bearers;
(vi) determine the amount of any honoraria for the following calendar year;
(vii) appoint an auditor;
(viii) consider such other business of which at least fourteen (14) days notice has been given.
9.5 A member may nominate another member as a proxy using the “Form of Appointment of Proxy”
Special General Meetings
10.1 Special General Meetings are those in addition to the Annual General Meeting, where all members of the member clubs are invited and entitled to vote.
10.2 A Special General Meeting must be called if three (3) delegates request one or if a member club has given notice of its wish to withdraw from the Association.
10.3 Unless so requested or advised, it is not necessary to hold any Special General Meeting other than the Annual General Meeting in any year.
10.4 The only business which can be considered at a Special General Meeting is that set out in the Notice of the Meeting.
10.5 Notice of a Special General Meeting must be given within one (1) month of the receipt of the request or advice of the intention to withdraw.
Form of Notice
10.6 A notice stating:
(i) the date, place and time of the Special General Meeting;
(ii) the nature of the business to be considered;
(iii) if any special resolution is being proposed, the text of any such proposed motion.
10.7 A statement that it is intended to propose the motion as a Special Resolution must be sent to the Secretary of each member club and to each delegate.
Proxies at Special General Meetings
10.8 A delegate may be a signed authority produced to the Secretary to grant a proxy.
Decisions at Special General Meetings
10.9 All decisions at Special General Meetings other than a resolution to alter the name, statement of objectives or rules of the Association, or any other resolution required by the Associations Incorporation Act, 2009 to be a special resolution shall be as decided by a simple majority of votes cast.
PART VI
FINANCE
Financial year
11.1 The financial year of the Association commences on 1st July and ends on the 30th June each year.
Derivation of funds
11.2 The funds of the Association are derived from affiliation fees, registrations, grants, competition fees and such other sources as agreed at a general meeting.
Management of funds
11.3 All monies received by the Association must be deposited in a bank account or accounts in the name of the Association.
11.4 All payments made by cheque must be signed by two (2) persons of three (3) signatories, being members of the Executive. Payments made via an internet banking function must be authorised by two (2) out of three (3) authorities drawn from members of the Executive.
11.5 Subject to any resolution passed by the Association in a general meeting, the funds of the Association shall be used in pursuance of the objects of the Association in such manner as is determined a General Meeting.
PART VII
MISCELLANEOUS
Custody of Books, etc.
12.1 Except as otherwise provided by these rules, the Secretary shall keep in his or her custody or under his or her control, all records, books and other documents relating to the Association.
Serving of Notices
12.2 For the purposes of these rules, notice may be served by or on behalf of the Association upon any member, either personally, by post or by email.
12.3 Where a document is sent to a person, the document shall, unless the contrary is proved, be deemed for the purposes of these rules to have been served on the person.
Inspection of Books
12.4 The records, books and other documents of the Association shall be open to inspection free of charge by a member of the Association at any reasonable hour.
Affiliation
12.5 Where deemed appropriate, the Association will affiliate with Tennis NSW, to have access to information and advice on the operation and management of tennis activities.
PART VIII
WINDING UP
13.1 In winding up the Association, the surplus property of the Association shall be distributed evenly amongst the clubs which are financial members of the Association .
PART VIX
BY-LAWS
14.1 The Executive shall recommend amendments to the By-Laws as required for the proper management and administration of the Association. Such By-Laws must be consistent with this Constitution. Any amendments are to be approved at an Annual General Meeting.
14.2 All By-Laws made under sub-clause 14.1 are binding on the member clubs and individual members of the Association.
WINGECARRIBEE TENNIS ASSOCIATION INC.
BY-LAWS
a. The Association shall apply as the rules of tennis those rules which are stated in the official Tennis Australia Rules for Matches Played Without a Chair Umpire, as specified at http://www.tennis.com.au/ectc/files/2010/11/TA-Rules-forMatches-Played-Without-a-Chair-Umpire.pdf or as amended from time to time, except where varied by these by-laws or the rules set out for a specific competition.
b. The Association shall comply with all relevant Tennis Australia policies.
c. The Association shall consider applications from groups of at least five (5) persons for designation as a Club and thereby obtain eligibility for membership of the Association. No group of players shall be required to incorporate under the Associations Incorporation Act, 2009 in order to become a member of the Association. In considering the application, the Association may take into account the standard of the tennis court upon which the Club proposes to play its matches and will require evidence that public liability insurance is in place.
e. By-Laws not inconsistent with the Constitution for the better management of the Association may be recommended and approved at a general meeting.
APPENDIX 1
MEMBER CLUBS OF THE ASSOCIATION
BOWRAL TENNIS CLUB
BUNDANOON TENNIS CLUB
BURRAWANG TENNIS CLUB
COLO VALE TENNIS CLUB
EXETER TENNIS CLUB
MITTAGONG BLUEBIRDS TENNIS CLUB
MOSS VALE TENNIS CLUB
PENROSE TENNIS CLUB
ROBERTSON TENNIS CLUB
TOURIST ROAD OVAL TENNIS CLUB
APPENDIX 2
LIFE MEMBERS OF THE ASSOCIATION
ANNE FORD
GORDON MUNRO
JOYCE CUPITT
TRISH KELLETT
APPENDIX 3
WOMEN’S THURSDAY COMPETITION MATCH COMMITTEE
1. Under clause 5.5 of the Constitution, a Women’s Thursday Match Committee has been established to:
i. confirm that the teams that have applied to participate in the Women’s Thursday Competition are from clubs affiliated with the Association;
ii. grade the teams into as many divisions as are deemed appropriate;
iii. determine the rules which apply to the competition, in line with any decisions taken by the delegates at general meetings;
iv. produce the draw for the competition;
v. check score-sheets and maintain point scores during the competition;
vi. inform the Secretary of competition progress for information to be placed in newsletter and website;
vii. advise the Executive of any issues deemed appropriate, with a view to taking to a general meeting for determination.
Membership of Match Committee
2.1 The Match Committee shall be elected at the Annual General Meeting of the Association from Association members.
2.2 The Match Committee consists of the Chair, the Registrar and three (3) Match Committee members. It is recommended that the Match Committee consist of current playing members, with a diversity of clubs and divisions represented where possible.
2.3 The Chair is responsible for:
(i) convening and chairing the Match Committee meetings;
(ii) providing the Secretary with the draw for the next competition;
(iii) providing a Match Committee report at general meetings.
2.4 The Registrar is responsible for checking scoresheets, including checking that all players are registered with the Association, and providing the Secretary with running details of the point scores in each division.
2.5 At Match Committee meetings, the members of the Match Committee have one vote each and, if the votes are tied, the Chair has the casting vote.
2.6 The Match Committee shall meet at least twice a year, before the scheduled commencement of each competition.
2.7 Members of the Executive may attend Match Committee meetings to provide advice where appropriate.