CONSTITUTION OF THE HENRY LAWSON CAMERA CLUB
EFFECTIVE AS FROM THE FIRST OF AUGUST 1999
REVISED MAY 2004
1. A photography club with a constitution and membership as provided below and which shall be called "the Club" has been formed.
2. The name of the Club shall be "THE HENRY LAWSON CAMERA CLUB".
1. "Application for membership" includes readmission to membership.
2. "Body" means where the context reasonably admits, a club, society or association, company or group of persons.
3. "Constitution" means the Constitution for the time being of the Club.
4. "Exhibition" means a display of photographic images.
5. "Competition" means a display of photographic images where a selection of the displayed images are awarded with some form of recognition.
6. "Financial Member" means a member of the Club who shall not be in default in the payment of his/her annual subscription or any fees or other monies payable by him/her in accordance with the Constitution. Unfinancial shall have the opposite meaning.
7. "Financial Year" means the financial year of the Club as defined by rule 67.
8. "Honorary Member" or "Honorary Life Member" means a person who is not a member, who upon the recommendation of the Committee or upon a written nomination signed by no less than five members is elected by resolution in General Meeting by a majority of not less than three-fourths of the members voting in person at that meeting as an Honorary Member for life or for such lesser period as may be so determined and who in the opinion of such Meeting has rendered outstanding services to Photography or to the Club or for other good and sufficient reason and who need not comply with the provision of rule 5.
9. "Member" means a person who has been admitted as an ordinary Member of the Club and where the context otherwise so admits, shall include a person admitted to any other category of membership and the word "Member" where the context so admits, shall mean and include persons who have been admitted to any category of membership.
10. "Member of the Committee" shall be deemed to be the Office Bearers.
11. "Office" means the Office of the club, and shall be a place as determined from time to time at which the records of the Club are to be kept.
12. "Office Bearers" means the President, the Vice-President, Treasurer, Secretary and Publicity Officer for the time being of the Club.
13. "Period of Membership" in relation to a member, denotes the twelve months commencing from the date of joining and terminating one day prior to the day of joining for which such member is for the time being elected to membership of the club.
14. "Person" means an individual.
15. "Regulations" means the Regulations made by the Committee with the approval of the members pursuant to the Constitution and from time to time in force.
16. "Rule" means a provision of the Constitution and where the context so admits, includes a paragraph or sub-paragraph.
17. "Secretary" means the Honorary Secretary or Secretary of the Club, and where the context reasonably permits, includes the Assistant Secretary and any other person for the time being appointed by the Committee to exercise the function of the Secretary.
18. "Writing" includes printing and roneo and any other like recognised means of communication or of reproducing words in visible form.
19. Words used in the Constitution and Regulations where the context reasonably permits shall have the same meaning as the definition, as set out in the Constitution and Regulations of THE HENRY LAWSON CLUB LTD.
4. The objectives of the Club are:
(a) to promote and encourage the knowledge and uses of photography;
(b) to promote the holding of exhibitions and competitions and to conduct exhibitions and competitions;
(c) to collect, verify and publish information relating to photography;
(d) to promote good fellowship amongst Members and those participating in exhibitions and competitions;
(e) to hold functions and lectures relating to photography and to the objectives of the Club generally;
(f) to hold workshops relating to photography;
(g) to make awards and donate prizes for competitions and exhibitions;
(h) to foster relations with other clubs and bodies having similar objectives;
(i) to invest funds of the Club not immediately required in such manner as the Members shall determine;
(j) to promote the growth and development of the individual member as a person and as a photographic artist.
5. Every Member shall be a member of the Henry Lawson Club Ltd.
CLASSIFICATION OF MEMBERS
6. Membership of the Club shall be divided into the following categories:
(b) Honorary member;
(c) Honorary life member;
and every person elected to membership shall be and be deemed for all purposes to have agreed to be bound by the Constitution and Regulations for the time being in force of THE HENRY LAWSON CLUB LTD. and of the Club.
ROLL OF MEMBERS
7. (a) A roll of members shall be kept by the Committee and shall contain the name and address and the date of admission to and the category of membership of each member.
(b) The roll of members shall be kept at the Office of the Club and shall be made available by the Secretary for inspection by a Member at all reasonable times.
APPLICATION FOR MEMBERSHIP
8. (a) An application for membership shall be in such form as the Committee may from time to time prescribe and shall be signed by the applicant and two members as referees and lodged with the Secretary.
(b) Any person, not being a member of the club, who in the opinion of three-fourths of the Committee has consistently demonstrated behaviour which is contrary to the interests and objects of the Club, shall be refused entry to the Club premises.
9. (a) The Secretary shall submit such application to the first meeting of the Committee next succeeding its receipt, and if such applicant is approved by a resolution passed by a three-fourths majority of Members voting in person at that meeting, the applicant shall then become a member of the Club provided that he/she shall pay within fourteen days of the date of such meeting such entrance fee and subscription in respect of his/her category and period of membership or a part of such period, as shall be determined from time to time.
(b) The applicant shall apply for membership of THE HENRY LAWSON CLUB LTD., if not already a member, and if such applicant is approved by Board of THE HENRY LAWSON CLUB LTD the applicant shall then become a member of the Club.
10. A member may, prior to the expiry day of his/her membership, make application to the Committee for re-admission as a member to his/her category of membership and upon payment of his/her annual subscription with such application shall be deemed for all purposes to have been re-elected as such a member. Upon the satisfactory completion of the foregoing the Secretary will ensure that each new member receives a copy of the current Club Constitution as amended.
TERMINATION OF PERIOD OF MEMBERSHIP
11. A Member shall cease to be a Member of the Club:
(a) upon the termination of his/her period of membership(whether by the expiry of the period of time or otherwise) unless he/she shall be re-admitted in accordance with Rule 10 as a Member of the Club for a further period of membership;
(b) if he/she resigns by notice in writing addressed to the Secretary;
(c) if his/her annual subscription has not been paid on or before the day it is due;
(d) if in accordance with the Constitution, he/she shall be expelled from the Club.
ENTRANCE FEE AND ANNUAL SUBSCRIPTION
12. The members in General Meeting at any time and from time to time may fix the amount of the annual subscription payable by each category of membership and may in like manner determine that an entrance fee shall be paid and the amount of the fee. Provided always that any such alteration to the Annual Subscription or Entrance Fee must be by notice of motion and included on the notice paper for decision by the Members at the next General Meeting.
PRIVILEGES OF MEMBERSHIP
13. Subject to the restrictions and limitations prescribed by or in accordance with the Constitution, the privileges of a Member shall be:
(a) the right to attend and vote at all General Meetings of the Club;
(b) to submit himself/herself as a candidate for any Office of the Club;
(c) to receive any publication issued by the Club;
(d) to exhibit at any exhibition or competition conducted by the Club and compete for prizes (including trophies) available for members of the Club.
14. An Honorary Member or Honorary Life Member shall not be entitled to vote or to take part in the proceedings of a General Meeting and shall not be eligible to hold office, but shall be entitled to exercise all other privileges of membership.
CONDUCT OF MEMBERS
15. A Member, upon election to any category of membership, shall strictly observe and act in conformity with and not otherwise than in accordance with the Constitution and Regulations of the Club and of THE HENRY LAWSON CLUB LTD. and will uphold the honour of and use his/her best endeavours to further the objectives of the Club.
16. A Member shall furnish to the Committee such information within the knowledge of the Member as the Committee may from time to time require and within such time as the Committee may specify in respect of any omission on his/her and about his/her conduct at any exhibition or competition or in respect of any matter dealt with or regulated by the Constitution and/or the Regulations of the Club or of THE HENRY LAWSON CLUB LTD.
17. If called upon to do so by the Committee, a Member shall supply any information to the Committee in accordance with Rule 17.
18. If upon such inquiry, the Committee is of the opinion that a Member has wilfully infringed any of the Rules of the Club or has been guilty of any conduct prejudicial to the Club or to a member of the Club, the Committee may call his/her attention to such infringement or conduct by notice in writing addressed to such Member to show cause why he should not be expelled from the Club or have his membership suspended.
19. If such a Member does not within a period of twenty-one days of the date of the notice, either resign his/her membership or offer an explanation of the circumstances, either in person or in writing as he /she may elect, to the Committee at a meeting of the Committee convened for that purpose, and if such explanation is not acceptable to the Committee, it may recommend to the Members at the first General Meeting convened subsequent to such an inquiry that the Member be suspended from membership for such a period as the Committee may think fit or that such Member be expelled from the Club. At such meeting, the Member shall be entitled to be heard and to give his/her explanation of the circumstances and to call witnesses on his/her behalf.
20. If the recommendation of the Committee or an amendment the recommendation is approved by a Resolution passed by a majority of three-fourths of the Members voting in person the meeting, such Member shall immediately be suspended from membership or expelled as the case may be, and he/she shall have no claim whatsoever against the Committee or any Member the Committee or against any Member so voting.
Any Member so dealt with shall have the right to appeal to the
(a) the Secretary/Manager of THE HENRY LAWSON CLUB LTD.;
(b) the Board of THE HENRY LAWSON CLUB LTD.
21. The Office Bearers of the Club shall be:
(a) the President for time being of the Club, who shall not hold office for more than two years in succession, except that if there is no other candidate for President at the Annual General Meeting, then the Members by a resolution passed by a simple majority may elect the retiring President;
(b )one Vice-President;
(c) the Treasurer;
(d) the Secretary.
(e) the Publicity Officer.
A Member shall not hold more than one such office at any one time.
DUTIES OF THE PRESIDENT
22. The President shall:
(a) uphold the constitution;
(b) be the public spokesperson of the Club;
(c) preside over all Club meetings;
(d) submit a report to the Annual General Meeting reviewing the activities of the Club since the last Annual General Meeting;
(e) prepare in advance for each Club meeting;
(f) maintain an impartial attitude in all discussions on all matters at meetings where a vote is to be taken;
(g) coordinate all Club activities;
(h) always act in a manner that will bring credit to the Club and its Members.
DUTIES OF THE VICE-PRESIDENT
23. The Vice-President shall:
(a) take over the duties of the President in the absence of the President or if he/she is unwilling to act;
(b) be the hospitality coordinator for visitors;
(c) assist the President in his/her duties.
DUTIES OF SECRETARY
24. The Secretary shall exercise and perform all the usual secretarial functions and generally attend to the secretarial work of the Club and in particular shall keep and maintain:
(a) the roll of Members;
(b) Minutes of all proceedings of the Committee and of the Club;
(c) all necessary records of the Club;
(d) shall receive all correspondence from all individuals and organisations who have business with the Club; and
(e) shall write the correspondence on behalf of the Club.
DUTIES OF TREASURER
25. The Treasurer shall
(a) receive all monies paid to the Club and cause the same to be paid into the banking account of the Club kept for such purpose within fourteen days of the receipt of the monies;
(b) keep all necessary books of account and financial statements as shall be required by the Auditors;
(c) prepare the Annual Balance Sheet and Accounts and accompanying reports;
(d) submit financial statements to all ordinary meetings of the Committee and of the Club;
(e) produce to the Members in General Meeting the cash books and Bank pass book and cheque books and bank Statements and any other financial document when requested to do so;
(f) keep vouchers for payments authorised by the Club and the Committee and
(g) keep a true and correct inventory of all property of the Club;
(h) provide the Bank with new signatories as required within fourteen days.
26. There shall be a Committee consisting of the Office Bearers.
27. The Committee shall manage and have the entire control of the affairs of the Club subject to and in accordance with the provisions of the Constitution.
28. Notwithstanding the foregoing, the Members in General Meeting by resolution passed by a majority of not less than three-fourths of the Members voting in person at the meeting may overrule a decision of the Committee, except a decision of the Committee to pay an account payable by the Club, or by a resolution passed by a simple majority of the Members voting in person at the meeting may instruct the Committee in the light of objections expressed by any Member to any such decision to review the decisions at its next meeting and make its further recommendation to the Members at the next General Meeting .
MEETINGS OF THE COMMITTEE
29. Meetings of the Committee shall be held at least bi-monthly at such place and at such times as the Committee from time to time shall determine.
30. The Secretary or his/her representative shall attend all meetings of the Committee. The Minutes of such meetings signed by the Chairperson of that meeting or by the Chairperson of a confirmatory meeting shall be accepted as sufficient evidence of the proceedings of such meeting.
31. The quorum for a Committee Meeting shall be 3 of the Members of the Committee present in person.
32. The Secretary shall call a meeting of the Committee whenever requested to do by the President or by three Members of the Committee.
33. The President, or in his/her absence, or if he/she shall be unwilling to act, the Vice-President present or if present he/she shall be unwilling to act, then a Member of the Committee elected by the Members of those present in person shall be the Chairperson of a meeting of the Committee.
34. A Member of the Committee shall not vote in respect of any contract or proposed contract with the Club in which he/she is interested or in respect of any matter arising from the contract or proposed contract and if he/she does so vote, that vote shall not be counted.
35. If a Member is subsequently found to have been appointed invalidly to the Committee or to a Sub- Committee all acts by that Member shall be regarded as valid.
36. A Resolution in writing signed by all Members of the Committee for the time being entitled to receive notice of a meeting of the Committee shall be as valid and effectual as if it had been passed at a meeting of the Committee duly held and convened. Any such Resolution may consist of several documents in like form each signed by one or more Members of the Committee.
37. A Member of the Committee absenting himself/herself from three consecutive meetings without leave of the Committee shall immediately cease to be a Member of the Committee, and to hold his/her Office.
38. A casual vacancy occurring amongst Members of the Committee caused by the death or resignation of a Member of the Committee or by a Member ceasing for any reason to be a Member of the Committee, shall be filled by the Committee at its next meeting and the Member so appointed shall hold Office until his/her appointment is confirmed by the Members at the next General Meeting or the vacancy is otherwise filled by the Members.
ELECTION OF OFFICE BEARERS
39. The Office Bearers shall be elected annually at the Annual General Meeting and shall take office at the close of the Annual General Meeting at which they are elected.
40. Nominations of Members proposed as Office Bearers shall be made in writing to the Secretary at least twenty-one days before the date of the Annual General Meeting, and shall be signed by at least one Member and the nominee.
41. If there is no nomination for the Office of President or Vice-President, or if a Member nominated for such Office declares at the Annual General Meeting verbally or in writing that he/she is unwilling to stand for that Office, or if the number of Members required for election as Members of the Committee are not nominated, the Members may propose and second orally at the Annual General Meeting, sufficient Members to fill any such Office.
42. If there are more than the required number of Members nominated for the election to any Office, an election by ballot shall take place, but if there are only the required number, the Returning Officer shall declare those nominated to be dully elected.
43. For the purpose of the ballot, a Returning Officer and not less than two scrutineers shall be appointed by the Members at, and as the first business of, the Annual General Meeting. Upon the appointment of the Returning Officer and scrutineers, the Secretary shall hand to the Returning Officer a list of the members of the Club entitled to vote.
44. The Returning Officer shall conduct the election of Office Bearers. Each Office Bearer shall be elected separately by ballot in the following order: President, Vice- President, Secretary, Treasurer, Publicity Officer.
45. The Returning Officer shall declare the result of the ballot immediately after the votes have been counted. In the event of an equality of votes for anyone position, the Members at the Annual General Meeting shall elect one of such candidates by a Resolution passed by a simple majority of Members. The Returning Officer shall deliver all ballot papers so counted to the Secretary in a sealed envelope or wrapper who shall keep the same for a period of ninety days from the date of the Meeting.
46. If any question shall arise as to the validity or invalidity of a voting paper, or whether any particular member has or has not been elected to any particular Office, a statement by the Returning Officer that the relevant voting paper is or is not valid or that a particular Member has or has not been elected to a particular Office shall be conclusive.
47. (a) On the recommendation of the Committee or a motion of a Member, the Members in General Meeting may at any time and from time to time appoint a Sub-Committee from amongst the Members of the Committee or of the Members for such purposes and with authority to exercise such powers and duties as the Committee in its discretion may recommend and the Members of the Sub-Committee shall hold office until otherwise determined by the Members.
(b) The Members in General Meeting may by resolution, remove from Office a Member of a Sub-Committee and may in like manner appoint another eligible person in his/her stead.
(c) The quorum for a Sub-Committee shall be one half of the Members at the time of its election.
(d) The Members of the Sub-Committee shall appoint one of their number to be Chairperson.
(e) Any such Sub-Committee may be empowered to exercise the powers and duties committed to it for a term extending beyond the term of office of the Committee recommending it, provided that such extended term is ratified by the Members in General Meeting.
(f) Subject to the consent of the Members any such Sub-Committee may co-opt additional Members to assist in its duties.
RULING AT MEETINGS
48. All questions arising at a General Meeting or at a meeting of the Committee or of a Sub-Committee, other than questions of order or practice which shall be decided by the Chairperson, shall be decided by the majority of votes cast at such meeting and in the case of an equality of votes shall be decided in the negative.
GENERAL MEETING OF MEMBERS
49. The Annual General Meeting of Members of the club shall be held within three months of the end of the financial year.
50. The business to be transacted at the Annual General Meeting shall be:
(a) To elect a Returning Officer and two scrutineers;
(b) to confirm the Minutes of the preceding Annual General Meeting;
(c) to receive and consider any reports;
(d) to receive and adopt the audited balance sheet and accounts of the club and the accompanying reports thereon which shall be circulated to members convening the Meeting;
(e) to elect Office Bearers
(f) to fix the amount of the Annual Subscription and/or the Entrance Fee for the ensuing year provided that due notice of motion for such purpose shall have been given and circulated to members with the Notice convening the Annual General Meeting;
(g) to transact any other general business.
51. A General Meeting shall be convened by the Secretary at the direction of the President or of the Committee or on the written request of five Members.
52. The business to be transacted at a General Meeting shall be set out in the notice governing the same, and no other business shall be transacted at that meeting or at any adjournment of the meeting.
53. The quorum at a General Meeting shall be 6 of Members present in person.
54. The President or in his/her absence or if he/she is unwilling to act, the Vice-President or if there shall not be a Vice-President present, or if present shall be unwilling to act then a Member elected by the Members present in person shall be the Chairperson of such a Meeting.
NOTICE OF GENERAL MEETINGS
55. Every General Meeting shall be convened by notice given by the Secretary to each Member of the Club specifying the date, time and venue of each meeting. The signature to any such notice may be written, stamped, impressed, typed or printed. Every such Meeting shall commence not later than 15 minutes from the time specified in the notice.
56. At least seven days prior notice shall be given in respect of each such meeting. Provided that with the sanction of a General Meeting one notice containing the particulars required by Rule 57 in respect of each General Meeting to be held during the Financial Year may be sent within the time specified to the Members in the month of July each year or at such other time of the Financial Year in respect of future General Meetings in that year as a General Meeting may direct. Provided further that a copy of a notice of motion received in writing from a Member shall be sent by the Secretary to each Member within the time specified of the General Meeting at which the same is to be dealt with.
57. Notice of a General Meeting shall be deemed to have been given to each Member if it is published in the Club's Newsletter or Journal provided that such publication is made and despatched to the Members not earlier than fourteen days prior to the date of the meeting or if it is served upon him/her personally or if it is sent through the post in a pre-paid, envelope or wrapper addressed to such Member at the address furnished by him/her to the Secretary or at the last address known to the Secretary.
58. The accidental omission to give notice to a Member or if a Member shall fail to receive a notice sent as defined by rule 57, shall not invalidate a General Meeting.
59. A notice sent by post shall be deemed to have been served on the day following that on which the letter, envelope or wrapper containing the same is posted. In proving such service, a certificate signed by the Secretary that the letter, envelope or wrapper was properly addressed, postage pre-paid and put into the Post Office or a receptacle provided by Australia Post for the purpose of posting letters, shall be conclusive evidence of its posting.
ADJOURNMENT OF MEETINGS
60. If at a General Meeting or at a Committee or Sub-Committee meeting a quorum shall not be present after the lapse of fifteen minutes from the appointed time for the Meeting, the Meeting shall then lapse.
61. A General Meeting of Members or a meeting of Members of a Committee or of a Sub-Committee shall have the power to adjourn its proceedings from time to time for any period not exceeding at any one time, one month.
62. If a Member who is entitled to attend and vote at a General Meeting of Members or at a Meeting of a Committee or Sub-Committee is denied admittance to such meeting, or if during such meeting he/she is removed or compelled to leave the meeting other than for good and sufficient reason as provided by the Constitution, all business conducted that meeting shall be void and of no force or effect as though such meeting had not been held.
VOTING OF MEMBERS
63. At meetings of Members or of the Committee or of a Sub-Committee the mode of voting shall in the first instance be by a show of hands, or if required by any Member by an actual division or by ballot and the Chairperson shall have an ordinary vote and all questions shall be decided by a majority of votes of the Members voting in person at any such meeting and in the case of an equality of votes the matter shall be decided in the negative provided that on a resolution related to the election of Office Bearers or relating to the expulsion of Members, the foregoing shall not apply and in stead the votes shall be taken in accordance with the relevant Rules of the Constitution.
64. The property assets and income of the Club whencesoever derived shall be applied towards the promotion of the objects of the Club and no portion thereof shall be paid or transferred either directly or indirectly by way of dividend bonus or otherwise by way of profit to Members of the Club provided however that nothing contained herein shall prevent the payment in good faith of any remuneration to an Officer of the Club or to a Member in return for services actually rendered nor prevent the payment of interest on monies borrowed by the Club from any Member nor prevent the giving or presentation of prizes, trophies or prize money at an exhibition or competition conducted by the Club or an exhibition or competition conducted by another Club or Body.
65. The financial year of the Club shall commence on the first day of July in each year, and terminate on the thirtieth day of June in the following year.
66. The Publicity Officer shall adopt the editorial policy of the Club as determined by the Members in General Meeting and whose duties shall be determined by Members in General Meeting.
67. The Committee shall cause a banking account to be opened with a recognised Bank and kept in the name of the Club.
68. All cheques payable to the order of the Club shall be endorsed in such manner and by such persons as shall be appointed for that purpose from time to time by the Members in General Meeting and deposited to the credit of the Club's banking account.
69. All monies payable on behalf of the Club amounting to ten dollars or upwards shall be paid by cheque drawn upon the Club's bankers which shall be signed by any two from the Treasurer, President or Secretary. Notice of every such authority or change of signatories shall be given to the Club's bank whenever the need shall arise.
70. The Committee shall keep or cause to be kept true accounts of all monies received, of all payments made by or on behalf of the Club and of all assets and liabilities, the manner in which income and expenditure of the Club have been dealt with which at all times shall show the true financial position of the Club.
71. The Club's books of accounts shall be kept at such place of security as the Members in General Meeting shall determine from time to time.
72. The Members in General Meeting by a resolution passed by a simple majority of those voting in person at the meeting may authorise the publication of a Club Journal under such name and subject to such terms and conditions and containing such subject matters as the Members may determine from time to time.
EXHIBITIONS AND COMPETITIONS
73. The Club may conduct National Exhibitions (either alone or in conjunction with another Club or Body) in accordance with the Rules and Regulations of the Australian Photographic Society Inc. for the time being in force.
ALTERATIONS TO THE CONSTITUTION
74. An amendment of or an addition to the Rules shall not be made except by a resolution passed at a General Meeting by a majority of not less than three-fourths of the Members voting in person at that meeting.
75. Notice of a proposed amendment of or addition to the Rules shall be posted by the Secretary to each Member not less than twenty-one days immediately preceding the day fixed for the meeting at which such proposals are to be discussed.
76. An amendment to any such proposal as allowed for in Rule 75 (except to the wording and not to the substance the of the amendment) shall not be entertained unless notice of the amendment shall have been given in writing to the Secretary at least fourteen days before the meeting. The Secretary shall give such notice to each Member of any such amendment immediately.
77. Any approved alterations to the Rules shall be presented to the Board of Directors of the HENRY LAWSON CLUB LTD. for its approval, at its nearest available meeting. If such approval is not granted then the alterations to the Rules shall be void.
78. If for any reason whatsoever, the Club cannot continue to function as group of THE HENRY LAWSON CLUB LTD., it shall make application to THE HENRY LAWSON CLUB LTD. for permission to wind up in accordance with the Regulations of THE HENRY LAWSON CLUB LTD. for the time being in force.
PROCEDURES AT MEETINGS
79. The Chairperson of a General Meeting or of the Committee or of a Sub-Committee:
(a) shall conduct the meeting in accordance with the Rules governing any such meeting and with the law and accepted practice relating to the conduct of meetings;
(b) shall make himself/herself familiar with such Rules and the law and accepted practice of conducting meetings;
(c) shall be bound by the Rules and Regulations made for the conduct of meetings and shall ensure that the meeting at all times conforms with the Rules and Regulations and shall administer the Rules and Regulations fairly and impartially;
(d) shall at all times endeavour to be concise in his/her statements to the meeting and be fair when summing up points at issue or as have been or are the subject of debate and to speak clearly so as to be heard by the Members;
(e) provided that a quorum is then present or if not, then as soon as quorum is present within the allowed time, shall declare the meeting open at the hour appointed;
(f) if a quorum is not present as previously stated, or if during the meeting there shall cease to be a quorum, shall adjourn the meeting or declare that it has lapsed as may be required by the Rules or Regulations;
(g) shall introduce the items of business in the order set out in the notice convening the meeting or as prescribed by the Rules and shall not change such order without the approval of a resolution of the Members present pursuant to a motion specifying the change required in such order;
(h) shall close the meeting promptly at the completion of the business to be transacted at the meeting, or unless the Members shall otherwise determine, at the time appointed;
(i) shall not be entitled to take the Chair upon his late arrival at a meeting if some other person has been elected Chairperson, due to his/her absence unless such Chairperson as an act of courtesy, resigns from such position;
(j) shall not be required to accept a motion of no confidence in the Chair or that the Chairperson leave the Chair provided that, except when the President is in the Chair, a Member may move that a Member who shall be named and who shall consent to the motion take the Chair for the meeting, and if carried, the Chairperson shall immediately vacate the Chair and such Member shall become the Chairperson for the remainder of the meeting; a Member may propose or second himself/herself as Chairperson and may vote for himself/herself;
(k) shall call upon a member by his name to speak and shall alone determine the order of speakers;
(l) shall not permit discussion of any subject matter unless there is a motion before the meeting and shall immediately terminate all irrelevant discussion;
(m) shall ensure that the decision of the meeting is properly ascertained in respect of any question before it and subject to the Rules shall give to the Members sufficient opportunity to express their opposing views;
(n) shall determine whether a motion or an amendment falls within the terms of the notice of the meeting or of a written Notice of Motion, and shall not rule out of order a Motion which is within the competence of the meeting when all the conditions incidental to the submission of the matter to the meeting have been observed;
(o) if a poll is demanded may determine the time and manner of taking it and if not possible to take such poll during the course of the meeting, may adjourn the meeting for such purpose and may order a poll to be taken although the meeting desires voting by a show of hands;
(p) shall enter or cause to be entered in the Minute Book the result of a poll and such entry shall be prima facie evidence of the result thereof;
(q) where the voting is by show of hands, may require another vote although he/she has previously declared the result.
(r) shall not participate in the debate for or against a motion unless he/she vacate the Chair for the duration of the debate to the motion.
80. Motions shall be moved in the order in which the notices have been received and shall not be proceeded with in the absence of the member giving such notice unless he has authorised some other member to move it on his/her behalf.
81. A motion may not be moved or seconded by the Chairperson unless he/she stands down from the chair and another Member is duly elected to act as Chairperson for the duration of the debate on the motion at hand.
82. A motion may be moved or seconded by a Member.
83. Upon a motion being moved and seconded, the Chairperson shall allow debate on the motions as prescribed by the Rules and at the close of such debate shall put the motion to the meeting.
84. Upon a motion being put to the meeting and carried by the requisite majority of the Members, it shall become a resolution of the meeting and recorded accordingly.
85. The mover or seconder of a motion may not move or second an amendment to it, but shall be entitled to speak upon any amendment and to vote in favour of it.
86. When a notice of motion has been given on writing, an amendment to the motion shall not be moved unless notice of such amendment has been given in writing. Provided that the meeting by a resolution passed by a simple majority of the Members voting in person at the meeting may consent to a motion of amendment moved verbally at the meeting.
87. A motion for amendment shall not be accepted by the Chairperson which is or tends to be or would have the effect of being a negative of the motion intended to be moved.
88. A second or subsequent motion of amendment to an original motion shall not be moved until the previous motion of amendment has been dealt with by the meeting.
89. If a motion or subsequent motions of amendment shall be carried, the original motion as amended shall then be debated and at the conclusion of the debate put to the vote of the Members.
90. The mover of a motion of amendment shall not have the right of reply after the debate on the motion.
91. A motion for amendment shall be put to the meeting before the original motion is put.
92. Motions for amendment shall be taken in the order in which they affect the terms of the original motion, and an amendment shall not be allowed in respect of those parts of the original motion which have already been carried.
93. Except when another Member is speaking, a Member who has not moved or seconded or spoken on a motion then before the meeting or on a proposed amendment thereto, may move at any time that the meeting proceed to the next business and such motion shall not be amended but shall be immediately put to the vote without speech or discussion. If carried the matter before the meeting shall be disposed of for that meeting, and the meeting shall proceed to the next business. If not carried, the meeting shall deal with the original motion provided that a Member as stated previously may again move a similar motion. The business so shelved may be brought up again at another meeting on due notice being given in accordance with the Rules.
94. Subject always to, the Constitution, the Committee by resolution passed by a simple majority and voting in person may make regulations and may from time to time amend such regulations by variations, deletions or additions as they shall think fit in respect of :
(a) nominations of Members;
(b) the conducting of ballots;
(c) the holding and conducting of exhibitions and competitions by the Club;
(d) the granting of awards and prizes at such exhibitions and competitions;
(e) Meetings of Members and of the Committee;
(f) the publication of a Newsletter or Journal.
95. The regulations shall be read and construed subject to the provisions for the time being of the Constitution and of the Constitution of THE HENRY LAWSON CLUB LTD.