The Rule Book or
Constitution of
Umeewarra Aboriginal
Media Association Incorporated
Complete
set of rules
Adopted
by a General Meeting of the Members held on:- 21/9/2022
5) Rights and Liabilities of Members
10) Application for Membership
11) Membership Application Rejected
12) Grounds for Rejecting an Application for Membership
17) Powers of the Board of Directors
30) Alteration to the Constitution of the Association
1.1
The name of the Association is:
Umeewarra Aboriginal Media Association Incorporated (“the Association”).
In this Constitution:
2.1
"Aboriginal"
means a person who is of Aboriginal or Torres Strait Islander descent and who
identifies as such and who is accepted as such by the Aboriginal community in
which he or she lives
2.2
“AGM”
means
Annual General Meeting
2.3
"Act"
means the Associations Incorporation Act 1985, South Australia (“the Act”);
2.4
"Board"
means the Governing Board of Directors as provided for in this Constitution;
2.5
“Constitution”
or “Rule Book” or “Constitution and Objects” are
interchangeable terms and mean this document which sets out the Name, the
Objects, the Composition and the Rules which govern the Association. The traditional name of “Constitution” is generally used in this document.
2.6
“Day
of the Notice” means:-
a
if hand delivered, the day of the
delivery.
b
By email or fax, the day on which it was
sent
c
By Australia Post, to Port Augusta or
Stirling North, the day after posting, to anywhere else 2 days after posting.
d
By broadcast on Umeewarra Radio, the day
on which the notice is first broadcast.
2.7
“Employee”
means
anyone employed by the association either directly or through a staff hire
organisation on a contract of more than one month’s duration or who has been
employed on a number of contracts which total more than one month in any 12
month period.
2.8
“Hand
delivered” means given to the recipient or delivered to the last known
address
2.9
“Meeting”
in addition to its normal meaning shall include an individual or groups of members
present by means of technology such as telephone or cloud platforms such as
Zoom. The Board may decide to extend the
meeting using technology at its absolute discretion and may decide to extend it
to some places and not others.
2.10
“Notice
days” means the number of clear days between the service of the notice and
the event described in the notice. Neither the day of service nor the day of
the event shall count towards the notice requirement, e.g. 14 days means 16 days
from the day on which the notice is served.
2.11
“Notice
to a Member” means a written document which may be delivered by hand, by
Australia Post or other commercial courier to the last known address or by
email to the last known email address of the Member
2.12
"Public
Officer" means the person appointed by the Board
to be the Public Officer as required by the Act;
2.13
"Region"
means within 40 kilometres of Port Augusta
2.14
“Special
General Meeting” means any meeting of members other than
the AGM, the word “special” does not imply that a “Special Resolution” is to be considered by the meeting unless the
notice of meeting provides otherwise.
2.15
“Special
Resolution” has the same meaning as described in the
Act.
2.16
Expressions used in this Constitution
have the same meanings as those given in the Act.
2.17
Unless otherwise stated
2.18
words in the singular number include
the plural and vice versa; and
2.19
any
inconsistency between this Constitution and the Act shall be resolved in favour
of the Act.
3.1
The
Association is an Incorporated Association under the Act.
4.1
The
registered office of the Association is 5 Jervois Street Port Augusta South
Australia 5700. Should the physical
address change, this rule shall be changed by the Public Officer without
reference to the Directors or Members
5.1
The
members of the Association shall not be liable to contribute towards the
payment of the debts and liabilities of the Association.
5.2
Membership
of the Association does not confer on a member any right, title or interest in
any real or personal property of the Association.
5.3
All
members have the right to participate in the affairs of the Association in
accordance with the provisions of this Constitution.
5.4
This
Constitution shall bind the Association and every member to the same extent as
if they had respectively signed and sealed it, and agreed to be bound by all of
its provisions.
6.1
The
Association is formed in recognition of the critical need for Aboriginal people
to have access to media and information services relevant to their cultural
foundations. The objects for which the Association is established are to:
6.2
provide
full radio and television broadcast services to Aboriginal and non-Aboriginal
people of the region , with emphasis upon the needs and aspirations of
Aboriginal people;
6.3
provide
Aboriginally produced programs with a content of languages and emphasis on
promoting Aboriginal culture, lifestyles and values;
6.4
provide
employment, education and training programs for Aboriginal people, covering
every aspect of radio, video and multi media production;
6.5
promote
knowledge and understanding among the wider Australian community of Aboriginal
culture and of the specific difficulties experienced by Aboriginal people as
the indigenous minority within that community;
6.6
promote
the ideal of reconciliation within the local community.
6.7
conduct
research into any and all areas of concern or interest to Aboriginal people and
to prepare and broadcast programs and prepare multimedia productions based on
such research;
6.8
record
and preserve Aboriginal culture, history, languages, music, dance, art and
craft;
6.9
promote
and assist in the establishment of Aboriginal enterprises that arrest social
disintegration and alleviate the social and economic problems that exist within
Aboriginal communities;
6.10
elevate
the status of Aboriginal people by actively involving them in the research,
production, direction and editing of programs and productions for Aboriginal
people and the community;
6.11
encourage
and provide for the participation of Aboriginal youth in the production of
programs for youth;
6.12
encourage
and provide for the participation of Aboriginal disabled people throughout all
areas of the media industry.
7.1
The
Association and its members in pursuit of the objects of the Association shall
act in accordance with the following principles:
7.2
the
Association is based upon the principle of the equality of all its members;
7.3
all
members in order to ensure to all of them the rights and benefits resulting
from membership shall fulfil in good faith the obligations assumed by them in
accordance with this Constitution;
7.4
all
members shall settle their disputes by peaceful means in such a manner that
community peace is not disturbed and without disruption to the normal
operations of the Association or to the ability of persons employed or engaged
by the Association to continue to discharge their duties and obligations and
shall refrain from giving assistance to any Government, authority, company,
association or organisation of any sort whose activities are detrimental to the
Association in pursuit of its lawful and peaceable objectives;
7.5
nothing
contained in the Constitution shall authorise the Association to intervene in
matters which are outside its lawful jurisdiction;
7.6
all
members shall refrain in their international relations from the threat or use
of force against the territorial integrity or political independence of any
other indigenous people or in any other matter inconsistent with the objects of
the Association;
7.7
the
Association shall insist that persons not members shall act in accordance with
these principles so far as may be necessary for the lawful maintenance of
general peace and security.
8.1
The
Association shall, subject to the provisions of the Act, have power to do all
such lawful things as may seem to the Board necessary to carry out the objects
of the Association. These powers include
a power to:
a
engage,
contract or employ by any lawful means the services of persons in any manner
and to remunerate those persons, whether or not those persons are qualified or
skilled in any particular, and to remove, suspend or dismiss those persons or
otherwise terminate such arrangements;
b
accept,
hold, acquire, maintain, deal with and dispose of land, buildings, rights and
liabilities and any other real and personal property;
c
invest
or otherwise deal with any money of the Association not immediately required
for the purpose of carrying out the objects of the Association;
d
open
and operate on any current account at any bank and conduct any other lawful
activity with a bank;
e
enter
into any arrangements with any Government or authority that are conducive to
the attainment of the objects of the Association and obtain from any such
Government or authority any rights, privileges and concessions which the
Association may think it desirable to obtain and exercise and comply with any
such arrangements, rights, privileges and concessions;
f
enter
into partnership with, collaborate with or otherwise enter into any arrangement
for sharing of information, union of interest, cooperation, joint venture,
reciprocal concession or otherwise with any person, body corporate, institution
or other entity or engage in any transaction or activity for the purpose of
promoting the objects of the Association;
g
receive
money from any lawful source whether public or private including gifts and
bequests, and expend the same;
h
conduct
any undertaking on a non-profit basis which is incidental or conducive to the
Association’s objects, powers and functions, particularly any radio or
broadcasting station or multimedia organisation;
i
do
all such things as are incidental or conducive to the attainment of the
Association’s objects, powers and functions;
j
exercise
such rights, powers, authorities, functions, duties and obligations in addition
to those provided in this Constitution as may be prescribed by the Act.
9.1
Membership
of the Association shall consist of an unlimited number of members who shall be
Aboriginal persons as defined by this Constitution, who shall be at least 15
years of age and who shall also be resident in the Region or any other location
as the Board may from time to time determine.
10.1
Application
for membership shall be made in writing to the Board.
10.2
The
Board shall deal with any written application at the next Board meeting
following receipt of application.
10.3
Each
application for membership dealt with at a Board meeting must be moved and seconded
by two Board members respectively and approved by a simple majority of Board
members present at the meeting.
10.4
Upon
acceptance of membership of any person, the Chairperson of the meeting shall
ensure that such decision of that meeting is immediately recorded in the
minutes and the new member shall be immediately entitled to the privileges of
membership and shall be immediately bound by the terms and conditions of this
Constitution.
10.5
All
members shall be entitled to attend, speak and vote at general meetings of the
Association but shall not be eligible for appointment or election as Directors
or office bearers until they have been members of the Association for three
years.
10.6
Applications
for membership shall not be considered where they are lodged after notification
has been given of a General Meeting until after the General Meeting has taken
place.
11.1
Where
a person's application for membership is rejected by the Board such person
shall be entitled to appeal to the next general meeting of members, whether it
be an annual or special general meeting.
11.2
The
person shall be furnished with a “Notice
to a Member” containing details of the reasons as to why the application
was rejected and the meeting at which the appeal is to be heard at least 21
clear days prior to the meeting.
11.3
At
the general meeting the applicant shall be entitled to be present in the
meeting only for the time when the appeal is to be heard.
11.4
When
the matter of the appeal is before the meeting the applicant shall speak first.
11.5
A
nominee of the Board shall then present to the meeting the reasons for
rejection of the applications.
11.6
Members
may then ask questions of the applicant or the nominee of the Board or make
statements in support of either.
11.7
The
applicant shall then have the right to close the discussion, after which he/she
will leave the meeting.
11.8
The
nominee of the Board shall then move a motion that the appeal be rejected and
voting shall take place without further discussion or debate.
11.9
The
decision of the general meeting shall be final.
11.10
At
the request of any member the voting shall be by secret ballot.
11.11
The
nominee of the Board shall immediately inform the applicant of the outcome and
a
if the appeal was successful the applicant
will be entitled to enter and participate in the remainder of the meeting and
the Chairperson will cause the applicants name to be entered into the
membership roll of the association.
b
If
the appeal was unsuccessful the applicant will be permitted to reapply after a
period of one year has elapsed. If the
subsequent applications is also rejected, the applicant shall not be permitted
to reapply without the expressed permission of the Board.
11.12
Where
an application is rejected by either the Board or the General Meeting of
Members, the applicant shall be furnished with a “Notice to a Member” containing the reasons for rejection within 14
days.
12.1
An application for Membership may be
rejected on any or all of the following grounds
12.2
The
applicant fails to satisfy the Aboriginality requirement
12.3
The
applicant fails to satisfy the residency in the Region requirement
12.4
The
applicant has previously been removed from Membership and are considered likely
to repeat the behaviour which resulted in the expulsion.
12.5
The
applicant has a history of aggression against Community Members, other
organisations or the staff, officials or members of the association.
12.6
The
applicant has a personal animosity to particular members, officials or staff of
the association.
12.7
The
applicant has a history of acting against the best interests of the Association
or it officials or staff, or has a history of this behaviour with other
community organisations.
12.8
The
applicant actively demonstrates behaviour that fails to meet community
standards or mores in relation to racism, sexism, religious intolerance and anything
else normally considered unacceptable in the Aboriginal or wider community.
13.1
A
member shall cease to be a member if that member:-
a
shall
die;
b
shall
by notice in writing resign from membership;
c
fails
to respond to a written notice sent to the last known address or sent to the
last known email address within 21 days;
c:1
Where
a member who has been removed under this rule, contacts the Association at a
later date and indicates a wish to regain membership, membership shall be
restored without further application and the Board shall be advised
accordingly.
14.1
A Member may be expelled from
membership on any or all of the following grounds
a
The
member fails to satisfy the Aboriginality requirement
b
The
member fails to satisfy the residency in the Region requirement
c
The
member has previously been removed from Membership and has repeated the
behaviour which resulted in the former expulsion.
d
The
member has displayed aggression against Community Members, other organisations
or the staff, officials or members of the association.
e
The
member has displayed personal animosity to particular members, officials or
staff of the association.
f
The
member acted against the best interests of the Association or it officials or
staff.
g The member actively demonstrates behaviour that fails to meet community standards or mores in relation to racism, sexism, religious intolerance and anything else normally considered unacceptable in the Aboriginal or wider community.
14.2
Where
the Board forms a view that a member should be expelled from membership the
following shall apply:-
14.3
The
member shall be furnished with a “Notice
to a Member” containing details of the reasons as to why the Board has
formed this view and invited to provide a written submission as to why the
Board’s view is in error or why the member should not be expelled.
a
Should
the Board accept it was in error in forming the view on the basis of the
submission the Board shall resolve to take no further action and shall take no
further action.
b
If
later evidence emerges suggesting the Board was not in error, the Board may
recommence the action by the issuing of a “Notice
to a Member”
14.4
If
the Member fails to respond within 90 days of the “Notice to a Member”, the Board shall resolve that it’s view was
correct and shall remove the person from membership.
a
Where
a member who has been removed under this rule, contacts the Association at a
later date and indicates a wish to regain membership, the person must respond
to the “Notice to a Member” and the
Board shall proceed as if the person had responded within the 90 days.
14.5
If,
after considering the submission, the Board continues to hold the view that the
member should be expelled, the following shall apply:-
a
The
person shall be furnished with a “Notice
to a Member” advising that the Board intends to proceed with the expulsion
and advising the member to provide a written notice of an appeal to the
membership of the Association.
b
If
the Member fails to respond within 90 days of the “Notice to a Member”, the Board shall resolve to remove the person
from membership
14.6
If
the member lodges an appeal to the membership, the Board will place the matter
on the agenda for the next meeting of the membership, this may be a Special
General Meeting or the Annual General Meeting at the discretion of the Board.
The member’s rights shall continue until the Membership shall resolve
otherwise.
a
At the general meeting the appellant shall be
entitled to be present in the meeting only for the time when the appeal is to
be heard.
b
When
the matter of the appeal is before the meeting the appellant shall speak first.
c
A
nominee of the Board shall then present to the meeting the reasons for the
Board’s decision to expel the member.
d
Members
may then ask questions of the appellant or the nominee of the Board or make
statements in support of either.
e
The
appellant shall then have the right to close the discussion, after which the
appellant shall leave the meeting.
f
The
nominee of the Board shall then move a motion that the appeal be rejected and
voting shall take place without further discussion or debate and be resolved by
a simple majority of the members in attendance at the meeting.
g
The
decision of the general meeting shall be final.
h
At
the request of any member the voting shall be by secret ballot.
i
The
nominee of the Board shall immediately inform the appellant of the outcome and
j
if the appeal was successful the appellant
will be entitled to enter and participate in the remainder of the meeting and
continue with no interruption to membership.
j:1
If
it should later emerge that the appellant may have mislead the Membership
during the appeal, the Board may give the appellant a “Notice to a Member” of its intention to refer the matter to a
General Meeting of the Membership to be held at least 14 days after the notice.
j:2
The
process will be the same as applied to the original appeal.
k
If
the appeal was unsuccessful the appellant will be removed from the membership
and may reapply for membership after a period of 3 years unless the Board agree
to accept an earlier application.
15.1
The
Governing Committee of the Association (“the Board”) shall comprise members of
the Association
a
who
have been continuous members for three years
b
who
reside in the region (rule
2.12)
15.2
Election of Directors
a
Where
the Public Officer is not a Director, the Public Officer shall be the Returning
Officer and conduct the election.
b
If
the Public Officer is a Director or is unable to conduct the election, the
Board shall appoint someone else to be the Returning Officer, this may be a
non-member of the Association or a member of the Association who is not a
Director nor a candidate for election as a Director.
c
The
Board shall consist of Five (5) Directors elected by a simple majority of the
members of the Association at the AGM
d
A
member offering themselves for election to the position of Director must sign a
written consent to act as a Director and deliver it to the Association’s office
48 hours prior to the date and time set for meeting at which the election is to
take place. For the sake of clarity, this means the date of the original
meeting and not the date of an adjourned meeting.
e
Voting
shall be on the “first past the post” method
f
To
be elected a candidate must receive a simple majority of the votes of the
members present at the meeting.
f:1
For
the sake of clarity, 51% of the members present at the meeting must vote in
favour of a candidate or the candidate shall not be elected.
g
Where
there are more candidates elected than there are vacancies the members will be
asked to vote in a tie breaker election, if, after three attempts the members
fail to reduce the successful candidate numbers to the number of vacancies the
successful candidates shall draw lots.
h
If
the elections fail to provide the required number of Directors,
h:1
the
remaining Directors shall appoint sufficient eligible members to allow the
Board to have a quorum, save that a candidate who failed to obtain a simple
majority of the votes of the members present at the meeting shall not be
appointed under this provision.
Directors appointed under this provision shall hold office until the AGM
in five years unless the members decide to hold a meeting to fill the vacancy.
h:2
The
members may resolve to hold a Special General Meeting within 120 days to
conduct an election for the unfilled vacancies.
This motion must be passed at the meeting which failed to elect the
required number of Directors.
h:3
Directors
appointed at later meetings shall hold office for the remaining period of the
original vacancy.
h:4
Employees
may not be appointed as Directors unless the application is approved by the
C.E.O.
h:5
A
Director who is also an employee may be removed as a Director by the Board on
the recommendation of the C.E.O. A
removal under this rule is effective immediately, is absolute and has no appeal.
15.3
The
Board shall elect one of the Directors to the position of Chairperson who shall
hold the office until the Board direct otherwise, or the person ceases to be a
Director, or until the expiry of the Director’s term of office. The Chairperson shall chair all meetings of
the Board and of the Members. Where the
Chairperson is not present the Board shall appoint another Director to act in
the position, failing which, the persons present shall elect one of those
present at the meeting to chair the meeting.
15.4
Term of Appointment.
a
Directors
shall hold office for a period of 5 years unless their term expires earlier.
b
Elections
for Directors shall be held at the AGM of 2019 and every year thereafter.
c
The
term of one Director shall expire at the AGM of 2020 and one of the remaining Directors
shall expire at each AGM thereafter .
The term of appointment shall then be 5 years with one position becoming
vacant at each AGM
d
Vacancies
on the Board shall be filled from members who qualify for election by the remaining
Board members.
e
When
the Director’s term of office expiries, the person shall be eligible to be
re-elected.
f
Should
vacancies on the Board result in there being insufficient Directors to form a
quorum, the remaining Directors shall appoint sufficient eligible members to
allow the Board to have a quorum. The
Board may then appoint additional Directors to fill all vacancies under these
rules.
g
Should
the remaining Directors be unable or unwilling to appoint additional Directors
the Public Officer shall call a Special General Meeting as soon as practicable
but within 35 days, to elect the required number of Directors.
h
Until
the Members elect new Directors the Public Officer shall have all the Powers of
the Board to manage the affairs of the Association but such Powers shall be
limited to those conventions applying to a “Caretaker” government of South
Australia.
i
Directors
appointed to fill vacancies by the Board or by a Special General Meeting, shall
hold office only for the remaining period of the appointment of the Director
they are replacing.
i:1
16.1
A
person cannot be elected or hold office as a member of the Board if that person
is disqualified by the Act or has been convicted of an offence against a
Commonwealth, State or Territory law and sentenced:
a
to
imprisonment for 3 months or longer if the offence involved fraud or
misappropriation of funds;
b
to
imprisonment for one year or longer in the case of any other offence.
c
A
conviction does not prevent the person from standing for election or being
elected if at least 5 years have passed since the date of conviction and the
person is not serving a term of imprisonment or if the person has been granted
an exemption by the Commission.
16.2
A
person ceases to be a member of the Board if the person:
a
becomes
bankrupt or insolvent under administration;
b
becomes
incapable of holding office because of a civil penalty disqualification by a
Court.
c
ceases
to be a member of the Association, or if resigns as a Director, or fails to
attend three meetings of the Board without providing a reason for absence
acceptable by the Board or is removed by the members
16.3
Removal
by the Members.
a
Members
may seek to remove a Director by use of a Valid Petition as defined elsewhere
in these rules.
b
The
process to remove a Director shall be the same as that applying to the
expulsion of a member.
(a) The Board may, at its absolute discretion, suspend the Director until the decision of the Members is known, in which case the Director shall have only those rights applying to a member. Advice of the suspension must be included in the “Notice to a Member” sent to the Director.
17.1
The
Board shall manage and control the affairs of the Association in accordance
with this Constitution and with the Act and for that purpose may exercise the
powers of the Association as if they had been expressly conferred on the Board
by a general meeting of the Association.
17.2
In
particular, the Board shall have the following powers:
a
to
appoint such officers, employees and agents as are required to carry out the
objects of the Association including the Public Officer required by the Act;
b
to
remove or suspend such officers, employees and agents
c
to
determine the powers, duties, conditions of engagement and remuneration of such
officers, employees and agents;
d
to
delegate any or all of its powers to any such officers, employees and agents.
17.3
No
person may make any public statement on behalf of the Association unless
authorised by the Board.
17.5
Independent
advisors may supply paid goods or services to the association in the normal
course of business.
18.1
The
Board shall meet to attend to its business as often as it considers necessary,
but at least twice each year. Three members of the Board shall be a quorum.
18.2
Questions
arising at any Board meeting shall be decided by a simple majority of votes,
and in the event of an equality of votes, the Chairperson shall have a casting
vote.
18.3
The
Board shall ensure that proper minutes of the proceedings of the Board are
taken and maintained.
18.4
The
minutes shall be amended as required and confirmed at the next formal meeting
of the Board and the Chairperson shall sign them as a true and accurate record
of the meeting.
18.5
Notice
of Board Meetings may be given by phone, in person, by email, telephone text
messaging service or a private social media service group controlled by
Umeewarra to which some or all Directors subscribe, e.g. a Facebook Group. Individual Directors must advise the Public
Office of the methods which will work for them and keep the Public Officer up
to date with any changes.
18.6
Notice
given before 9:00pm shall be deemed to have been given on that day, notice
given after this time shall be deemed to have been given on the next day.
18.7
A
Board Meetings cannot be held until the same day of the following week unless
all Directors agree that a meeting be held earlier. A Director may agree to an earlier meeting
even if the Director is unable to attend.
18.8
Meetings
of the Board may be held in more than one location by the use of communication
technology.
18.9
Written
motions may be resolved by Directors without the need for a meeting provided
that a majority of the quorum vote in favour of the motion. Email or an
exclusive social media group may be used to obtain the vote. The emails or screen shots of the social
media vote will be confirmed as part of the minutes at the next formal meeting
of the Board.
18.10
Sitting
fees or other payments shall not be made in respect of Directors carrying out
the work of the Association. The Board
or delegate may approve the payment of “out of pocket” expenses if the Director
is required to travel beyond the Region on behalf of the association.
18.11
Directors
may be paid for work undertaken as a supplier of Goods or Services provided
that normal commercial rules apply and that the Director declares an interest
and does not vote on the matter.
18.12
A
Director must disclose any interest in a contract or arrangement, or proposed
contract or arrangement with the Association at a meeting of the Board and a
record of such disclosure shall be made in the minutes of that meeting.
18.13
A
Director who has disclosed an interest may not vote on any motion relating to
the contract or proposed contract or arrangement.
18.14
A
Director has a duty to act in that position with honesty, diligence and
reasonable care; and shall not make improper use of information or
opportunities received through that position.
18.15
A
Director has a duty to advise the Board if any circumstances arise which may
cause the Director to be disqualified from or cease to be entitled to be a
member of the Board on any ground set out in the Act or these rules
19.3
Where there is a change of address or
identity of the Public Officer, the Board shall, within one month give notice
to the Commission containing prescribed particulars of the change.
19.4 The Public Officer must be a resident of South Australia as defined in the South Australian Electoral Act 1985 section 29(a)(iii) or any substitution thereof in later Acts
21.1
The
Annual General Meeting shall be held between September and December each year.
21.2
The
order of business at the annual general meeting shall be –
21.3
to
confirm the minutes of the last general meeting, whether the annual general
meeting or a special general meeting;
21.4
to
receive from the Board, reports concerning the activities and business of the
Association during the preceding financial year ending 30 June, including the
Board's Report and the Auditor’s Report;
21.5
to
elect members of the Board to those positions which have fallen vacant due to
expiry of terms of appointment pursuant to the “Governing Committee” rule
above.
21.6
to
appoint an auditor qualified under the terms of the Act; and
21.7
to
conduct such other business as the meeting shall determine.
21.8
The
Board may call general meetings in addition to the annual general meeting.
21.9
Any
general meeting other than an annual general meeting shall be called a special
general meeting. The order of business
at a special general meeting shall be –
21.10
to
confirm the minutes of the last general meeting, whether the annual general
meeting or a special general meeting;
21.11
to
deal only with those matters for which the meeting was called.
21.12
Subject
to these Rules, the place, date and hour of every general meeting shall be
determined by the Board and notice of the meeting, including the purpose of the
meeting, shall be given to the members at least fourteen days prior to the date
of the meeting. (See Day of the Notice
in the Interpretation rule)
21.13
Members
may petition the Board to hold a Special General Meeting by use of a Valid Petition as defined elsewhere in
these rules.
21.14
The
Board shall cause proper minutes of all General Meetings to be recorded and
maintained.