ADOPTED 11th February, 1996
(Amended 10th September, 1997)
(Amended 4th December, 1999)
(Amended 30th January, 2001)
(Amended 29th November, 2009)
(Amended 21st February, 2016)
1. The Melbourne Composers’ League (thereafter referred to as the League in this Constitution) has been founded as an independent non-commercial, non-profit, non-racial, and non-political organisation.
The objectives of the League are:
2. to promote and develop the indigenous, and contemporary art, musics of Melbourne and regional Victoria, as set within the context of the Asia-Pacific region, through performances and other relevant activities; particularly in the field of music composition;
3. to further the interests of Melbourne and regional Victorian composers, as composers in the Asia-Pacific region, through representation and negotiation, and to achieve recognition of their rights in state, national and international law;
4. to become a member of national and international organisations concerned with the composition, promotion and performance of indigenous and contemporary art music, including the Asia-Pacific region; and
5. to do all things necessary to achieve the above objectives.
LIFE OF THE LEAGUE
6. No term is set to the life of the League.
7. The location of the headquarters of the League will be the postal address determined by the incumbent Chairperson of the League . The League shall do its banking at a place as determined by the Executive Committee.
8. There shall be three categories of membership in the League, which are further divided into Voting and Non-voting members.
9. Full Members – Any composer who satisfies all of the following criteria is eligible to become a full member: a) The composing and public performance of three distinct works prior to seeking membership. b) Continuous residency within the state of Victoria for two years prior to seeking membership.
10. Full membership is maintained provided all the following criteria is satisfied: a) Continuous residency within the state of Victoria for two years prior to renewal of membership. b) Payment of membership fees within 12 months of due date.
11. A Full Member shall endeavour to promote the spirit of Articles 1 and 2.
12. Honorary Members – An individual who has made a significant contribution to the League and/or to Australian music in general may be recognised by Honorary Membership at the discretion of the Executive Committee.
13. Associate Members – An individual who does not meet all the criteria for full membership, and can demonstrate his/her capacity to contribute to and uphold the objectives of the League, can be accepted as an Associate Member upon approval by the Executive Committee.
14. A register of all members shall be kept.
SUSPENSION AND TERMINATION OF MEMBERSHIP
15. Any Member who fails to maintain the criteria for membership as outlined in Article V shall be subjected to termination of membership upon the decision of the Executive Committee.
16. Any Member who knowingly acts in direct contradiction to Articles 1 and 2 shall be subjected to termination of membership upon the decision of voting members present at any one General Assembly.
17. Any Member who has their membership suspended or terminated, in accordance with paragraphs 15 and 16, has the right to reply to such allegations in writing or orally to the Executive Committee.
18. Fees for different categories of membership shall be proposed and approved by the Executive Committee.
19. The membership fees shall be $50 per annum for a Full Member, $35 per annum for an Associate Member, and none for an Honorary Member.
20. The Organs of the League shall be the General Assembly and the Executive Committee.
THE GENERAL ASSEMBLY
21. The General Assembly shall consist of all the full members of the League.
22. The Regular General Assembly shall meet as often as is required. However, an effort shall be made to ensure that no more than 12 months shall elapse between two General Assemblies.
23. Each Regular General Assembly shall be convened by the Executive Committee by means of written notice of meeting to all members at least six weeks in advance.
24. Motions to be heard at a General Assembly shall be presented in writing to the Chairperson of the Executive Committee at least four weeks in advance of the General Assembly, and may be put by any category of member.
25. Written notice of Motions to be heard at a General Assembly shall be provided to all members at least one week in advance of the General Assembly.
26. The General Assembly shall be presided over by the Chairperson of the Executive Committee or any member of the Executive Committee as delegated by the Chairperson.
27. The Chairperson of the General Assembly opens and closes the meetings. He/she directs the discussions, calls upon speakers, puts questions to the vote and announces decisions. He/she gives rulings on points of order and supervises the debates of each meeting.
28. Honorary and Associate members may take part in official deliberations at General Assemblies, but they are denied voting rights.
29. Observers (non-members) may be invited to take part in the debates of the General Assembly. The Executive Committee has the right to ask such observers to leave the meeting if the majority of members so desires.
30. Only Full League Members are voting members in any General Assembly.
31. Any Full Member unable to attend any session of the General Assembly may give a written proxy to any other member (voting or non-voting) of the Assembly to vote on questions on the Agenda. To that end the Full Member shall address a letter to the Chairperson indicating the name of the member of the Assembly to whom they have delegated their voting powers.
32. Each Voting member has one single vote unless carrying a proxy under paragraph 8 above. No member shall carry more than one proxy at any one time during a General Assembly.
33. Full Members who have not paid their membership dues for the last 12 months shall not be entitled to vote.
34. In case of a tie, the Chairperson of the General Assembly shall cast an additional decisive vote.
35. In case of supplementary propositions to be voted upon, the vote shall be taken on these before dealing with the main proposition.
36. Before any voting other than the election of Executive Committee members is taken, the Chairman shall decide whether or not it is to be by secret ballot. If, however, a single Voting Member of the General Assembly requests a secret vote, that procedure becomes obligatory.
37. If an amendment to a resolution or motion is proposed, a vote shall first be taken on the amendment. If there are several amendments to a resolution or to a motion, the Assembly shall first vote on the amendment which is furthest in content from the original resolution or motion.
38. The General Assembly shall have a quorum only if, at its commencement, at least three members of the Executive Committee and three Ordinary Members are represented. Should this quorum not be constituted after a delay of one hour, the Chairperson shall be obliged to convene an Extraordinary General Assembly. Those present shall be notified verbally of the convening. Notice of such Extraordinary General Assembly shall be given at least twenty-four hours in advance. The Agenda shall correspond to that of the abortive regular General Assembly. At the commencement of such an Extraordinary General Assembly, any members thus present shall constitute a quorum.
39. A Secretariat shall be constituted by the General Assembly to draw up the minutes of the General Assembly. The minutes shall contain a summary report of the discussions, the text of resolutions or motions adopted by the Assembly and detailed results of voting. When approved by the Chairperson, the minutes shall be sent to all members of the League.
40. The following matters shall be solely the responsibility of the General Assembly: a) Acceptance and approval of the Chairperson’s Report; b) Acceptance and approval of the Treasurer’s Financial Report; c) Ratification of the actions of the Executive Committee; d) Resolutions on motions submitted by members of the League; e) Election of Honorary Members; f) Election of the Executive Committee: election of the Chairperson; election of the Vice-chairperson; election of the Secretary; election of the Treasurer; and election of two to six non-designated full members ; g) Amendment of the Constitution of the League; h) Resolutions on the level of membership fees; i) Resolutions on termination of membership; j) Resolutions on the dissolution of the League and the disposition of the funds of the League upon its dissolution.
THE EXECUTIVE COMMITTEE
41. The Executive Committee shall be responsible for the day-to-day running of the League.
42. The Executive Committee shall consist of one Chairperson (or President), one Vice-chairperson (or Vice-president), one Secretary, one Treasurer and a minimum of two non-designated full members totalling six members.
43. The Executive Committee shall meet as frequently as the interest of the League requires. However, an effort shall be made to ensure that no more than 6 months shall elapse between two consecutive meetings of the Executive Committee.
44. Each of the non-designated members of the Executive Committee shall take up responsible positions regarding various important functions of the League. The terms of reference of the tasks and titles of these positions are subject to decisions arrived at during each term of the Executive Committee.
45. The General Assembly shall elect the Chairperson, Vice-chairperson, Secretary, Treasurer, and a minimum of two non-designated full members of the Executive Committee. All elections shall be conducted by secret ballot. There shall be separate nominations for Chairperson, Vice-chairperson, Secretary, Treasurer, and a minimum of two non-designated members of the Executive Committee. Six or more separate elections shall be conducted in the following sequence:- a) Election of the Chairperson; b) Election of the Vice-chairperson; c) Election of the Secretary; d) Election of the Treasurer; e) Election of first non-designated member of the Executive Committee; f) Election of second non-designated member of the Executive Committee; g) Election of any additional non-designated members of the Executive Committee.
46. A candidate must obtain an absolute majority of votes in order to be elected. In case such a majority is not achieved in the first instance, voting must be repeated. However, upon the third time of such voting, a relative majority will be considered sufficient to qualify an election.
47. Only Full Members are eligible for election to the Executive Committee.
48. There shall be an election of the Executive Committee within a period not exceeding two years. The members elected will serve a term covering immediately the period after the current General Assembly until the next round of elections.
49. All members of the Executive Committee are eligible for re-election.
50. Nominations for the Chairperson, Vice-chairperson, Secretary, Treasurer, and other members of the Executive Committee can be submitted in writing by any member of the League at the General Assembly in which the election shall take place.
51. In case of vacancies on the Executive Committee caused by death or resignation, the Executive Committee is empowered to invite any individual to fill such vacated post within 14 days and until the next election. However, Paragraph 42 in this Article shall still apply.
52. The Secretary is responsible for all administrative services of the League, except those dealing with financial matters.
53. The Chairperson convenes Executive Committee meetings and sessions of the General Assembly. He/she, upon the decision of the Executive Committee, authorises expenditures and signs agreements or contracts committing funds of the League. He/she presents the reports of the Executive Committee to the General Assembly.
54. In the absence of the Chairperson or by delegation, another member of the Executive Committee shall exercise the functions of the Chairperson both at Executive Committee meetings and at sessions of the General Assembly.
55. The Chairperson shall have custody of the Common Seal of the League, and shall have the authority to use the Seal.
56. The Treasurer shall: a) have custody of books, documents and securities belonging to the League; b) maintain for the Executive Committee all bookkeeping functions required of the League; c) upon request, make available for inspection the books of the League to any member; d) prepare for the Executive Committee a financial report to be presented to all members of the League at each Regular General Assembly; e) coordinate signatories for the signing of cheques of the League, of which there shall be two and each signatory shall be a member of the Executive Committee; f) make available any funds towards expenditures authorised by the Executive Committee, with at least two signatories requires for the signing of cheques of the League; g) issue formal notices to all members of the League who are in arrears with the payment of their annual dues, and propose any necessary measures on the subject.
57. The Executive Committee shall draw up the agenda of the General Assembly and of all other meetings organised by the League.
58. The Executive Committee shall submit to every session of the Regular General Assembly a report on the League’s work. This report can form part of the Chairperson’s report. After approval by the General Assembly, this report shall be dispatched to all members of the League.
59. The Executive Committee shall have the power to set up individual working committees as they see a need for them.
60. The financial resources of the League shall be derived from: a) membership fees as suggested by the Executive Committee and approved by the General Assembly; b) grants or contributions by inter-governmental organisations, governments or public bodies; c) legacies or grants from private bodies or persons; d) any other legal and legitimate sources.
AMENDMENT OF CONSTITUTION
61. The Constitution can be amended.
62. No amendment to the Constitution can be made in any General Assembly unless the amendment is approved by at least three-quarters majority of those members present, or by proxy.
63. Proposal to amend this Constitution can be made either by the Executive Committee collectively or by any member of the League.
64. When the Executive Committee collectively proposes an amendment, the proposal must be sent to all members of the League at least one month before the General Assembly. Proposals by members to amend the proposed amendments will be accepted by the Executive Committee if they are received in Writing five days before the General Assembly .
65. When members propose an amendment to the Constitution, the proposal must reach the Secretary at least two months before a Regular General Assembly; and in the case of an Extraordinary General Assembly; three weeks in advance.
DISSOLUTION OF LEAGUE
66. The General Assembly must decide to dissolve the League by a vote of three-quarters majority, provided more than half of all voting members are present or represented at such an Assembly.
67. If upon the winding up or dissolution of this League, there remains, after the satisfaction of all its debts and liabilities, any property, the property shall not be paid to or distributed among its members, but shall be given or transferred to some other organisations or organisations having objects similar to the objects of this organisation, and whose rules shall prohibit the distribution of it’s or their income among its or their members, such organisation or organisations to be eligible for tax deductibility of donations under subdivision 30-B, 30-100 of the Income Tax Assessment Act 1997.
68. Donation Fund Clause
(i) The League must use gifts made to its donation fund, and any money or property received because of such gifts, only for the League’s principal objectives, as set out in the statutes.
(ii) Profits, monies or assets must not be distributed to members of the managing committee or trustees of the fund, except as reimbursement for out-of-pocket expenses incurred on behalf of the fund or proper remuneration for administrative services.
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