Responsible Service of Alcohol - Management Plan...RESPONSIBLE SERVICE of ALCOHOL MANAGEMENT PLAN...

Responsible Service of

Alcohol - Management

Plan

RSA MANAGEMENT PLAN

COMPLIANCE SERVICES

TWIN TOWNS SERVICES CLUB LIMITED | P.O. BOX 369 TWEED HEADS, NSW 2485

RESPONSIBLE SERVICE of ALCOHOL MANAGEMENT PLAN V2.0 (Public) 1

RESPONSIBLE SERVICE OF ALCOHOL MANAGEMENT PLAN

CONTENTS

Responsible Service of Alcohol Management Plan ................................................................... 1

introduction ............................................................................................................................ 2

1. The responsible service of alcohol .............................................................................. 2

2. Preventing Intoxication on premise ............................................................................ 3

3. Dealing with minors on premise ................................................................................. 5

4. Dealing with unduly intoxicated and disorderly patrons ............................................ 5

5. Security Arrangements ................................................................................................ 5

6. Dealing with ejected patrons ...................................................................................... 6

7. Employee training in RSA policies and procedures ..................................................... 6

8. Promoting responsible alcohol promotions ................................................................ 7

9. Provision of meals ....................................................................................................... 9

10. Transport ................................................................................................................. 9

11. Noise and amenity ................................................................................................... 9

12. Self exclusion ......................................................................................................... 10

13. Consultation with the community and membership with the local Liquor Accord

10

14. Compliance with the Liquor Act and other laws that are applicable to the Club . 10

15. Disputes and customer compliants ....................................................................... 11

Availability of the House Policy and House Policy Management Plan ................................. 12


INTRODUCTION

Twin Towns Services Club Limited (Twin Towns) is committed to providing a safe, relaxing

and enjoyable atmosphere for all employees, members, guests and the community at large.

To ensure this, Club management and staff have developed the RESPONSIBLE SERVICE OF

ALCOHOL MANAGEMENT PLAN with regards to the service of liquor. The plan will be

implemented with intention to comply with the Liquor Act 2007. In doing so, we aim to:

· Ensure that alcohol is not sold or supplied to minors or intoxicated person;

· Reduce the risk of alcohol related violence and anti-social behaviour.

Twin Towns acknowledges the obligations of the Liquor Act 2007 and provides due regard to

the following under this Act:

· The need to minimise harm associated with misuse and abuse of liquor (including

harm arising from violence and other anti-social behaviour).

· The need to encourage responsible attitudes and practices towards the promotion,

sale, supply, service and consumption of liquor.

· The need to ensure that the sale, supply and consumption of liquor contribute to

and does not detract from, the amenity of community life.

The RESPONSIBLE SERVICE OF ALCOHOL MANAGEMENT PLAN (RSAMP) is aimed to:

· Promote and support responsible drinking practices.

· Ensure a duty of care to members, guests and the community.

· Protect our customers and provide a healthy, safe and enjoyable work environment.

· Avoid litigation.

· Protect the business reputation and not be compromised by irresponsible drinkers.

· Detail the steps that the Club will take to prevent intoxication on premise.

· Ensure a safe environment for employees, members, guests and the community.

This management plan is in place to ensure that we maintain compliant and a safe

environment for employees, members, guests and the surrounding community of Twin

Towns Services Club Limited, with regard to:

1. THE RESPONSIBLE SERVICE OF ALCOHOL

Twin Towns has a policy to serve patrons in a responsible, friendly, and professional

manner. Employees are to assist patrons in their decision to drink in moderation. The

venue encourages responsible hospitality practices, which include the service of non-

alcoholic beverages and free water. We aim to provide an environment that encourages


responsible drinking decisions and reduce the risk of inappropriate and illegal service of

alcohol.

Twin Towns will refuse sale, supply and service to:

1.1. Anyone who is under the age of 18.

1.2. Anyone who appears under the age of 18 without acceptable evidence/proof of

age.

1.3. Patrons who are at risk of undue intoxication.

1.4. Patrons who are intoxicated, or whose conduct is violent, indecent and or

quarrelsome.

1.5. Patrons who are suspected of using or selling substances which are suspected to be

illicit drugs.

We implement the responsible service of alcohol by implementing the following practices:

· Providing RSA signage in prominent areas. Management and staff consult on the

types of signs that are relevant to the business and may change these at any time.

· Providing free tap water to all patrons.

· Promote the service of non and low alcoholic beverages.

· Promote quality food and sales.

· Training staff to request ID of all patrons who appear under the age of 25 years.

· Training staff in what constitutes acceptable evidence of age under the Liquor Act.

· Provide ID checking guides at all points of sale and ensuring that regular checks are

made to ensure that an up to date copy of the guide is always available.

· Arrange transport where and when required.

· Training all employees, including security staff in the Twin Towns RSA Management

Plan and supporting documents.

· Promoting patron awareness by displaying appropriate signage regarding the

legalities of the responsible service of alcohol. Compliance signage will be formally

displayed in frames and permanently adhered to walls. Six monthly checks will be

conducted and documented to ensure signage is displayed accordingly.

· Using trained RSA marshals.

· Only selling or supplying alcohol within the authorised trading hours.

· Liaison and co-operation with the local police and roads traffic authorities.

Twin Towns is a prominent and responsible member of the Tweed community and aims to

promote and support a responsible, caring and professional approach, by Management and

Staff, with regards to the service of liquor.

2. PREVENTING INTOXICATION ON PREMISE

Twin Towns will implement the following steps to prevent intoxication on premise:


2.1. Alcohol must be sold, supplied and promoted responsibly.

· Excessive consumption of alcohol must be prevented.

· Staff members are informed that it is an offence to sell or supply an intoxicated

person’s liquor under section 73(2) of the Liquor Act.

· The obligations of licensee will be complied with and the licensee must hold a

current recognised RSA certification at all times that liquor is sold, supplied on

premises.

· All security personnel (including crowd controllers) must hold a current

recognised RSA certification.

· RSA Marshals will (as best practice) hold a current recognised RSA certification.

· Free drinking water must be available at all times to patrons at or near the

point of service at which liquor is sold or supplied.

· Conditions that have been imposed on the liquor licence and any requirements

under the Liquor Act 2007 which restrict the times, type or quantity of alcohol

sold or supplied on the licensed premises must be complied with.

2.2. Alcohol consumption and patron behaviour will be monitored.

· Only operate under direct supervision of appropriately experienced supervisory

staff.

· Staff must actively monitor liquor consumption by patrons

· Staff must intervene when they become aware that a patron is consuming

alcohol irresponsibly and in a manner likely to result in intoxication.

· Staff must intervene when they become aware that a patron is intoxicated to

prevent further intoxication and request that the person leaves the premises.

· Patrons must be actively monitored when entering the Club between midnight

and 5am and be assessed for intoxication at the time of entry.

· Conditions imposed on the liquor licence, or by the Liquor Act or Environmental

Planning and Assessment Act 1979, relating to engagement and duties of

security personnel are complied with.

2.3. Harm minimisation measures will be implemented.

· Free drinking water is available and actively promoted to patrons.

· RSA marshals are engaged.

· Action is taken to make sure that patrons are aware of the availability of non-

alcoholic and low strength alcoholic beverages.

· Any considerations relating to the provision of food are complied with.

· The following drinks will not be served between 12 midnight and 5am:

· Shot or shooter, or bomb – that is designed to be consumed rapidly

· RTD with an alcohol content of more than 5%

· Any drink that contains more than 30ml of spirits or liquor (other than a cocktail).


2.4. Plan to prevent intoxication on premise. This management plan details:

· The measures in place to prevent intoxication of the premises and includes

methods of complying with the steps set out in accordance with the OLGR

INTOXICATIONS GUIDELINES.

· How staff training and instruction in the prevention of intoxication occurs at the

Club.

3. DEALING WITH MINORS ON PREMISE

3.1. Minors must be in the company of a responsible adult at all times.

3.2. Minors are not permitted to purchase, possess, or consume liquor.

3.3. Visual deterrents such as management signs at entry points to premises and

restricted areas will be displayed.

3.4. Anyone seeking entry or requesting service who appears to be under 25 years of

age will be are asked to provide acceptable photo identification (ID) consistent with

the Liquor Act 2007.

3.5. Staff will be trained in identifying acceptable proof of age.

3.6. NO ID, NO entry, and removal from the premises.

3.7. The use of fraudulent ID will be reported to the police.

4. DEALING WITH UNDULY INTOXICATED AND DISORDERLY PATRONS

4.1. Persons entering the premises who appear to be unduly intoxicated will not be

allowed entry and politely turned away.

4.2. Patrons who are considered by management to be approaching intoxication or to

be intoxicated, will be denied service and will be asked to leave the premises.

4.3. If the patron becomes disorderly, then a tactful instruction to leave premises will be

made, however we will:

· Assist with arranging transportation

· Ensure that the patron safely leaves the premises in well-lit conditions.

· Any incidents or evictions will be noted in a RSA Incident Register.

5. SECURITY ARRANGEMENTS

Twin Towns acknowledges that safety and security is an expected service provided to

patrons.

5.1. All employees must immediately advise security personnel, management and a

supervisor when confronted or witnessing violent, disruptive or quarrelsome

behaviour. This could be an indication of intoxication.


5.2. We acknowledge the assistance of the OLGR and Police in determining suitable

security procedures such as numbers of security staff when required.

5.3. Only licensed crowd controllers are used. Appropriate details in registers are

maintained accordingly. Detailed SECURITY PLANS are documented and

implemented for higher risk functions and events.

5.4. Training programs include Certificate 11 in Security Operations and Defensive

Tactics Training.

6. DEALING WITH EJECTED PATRONS

6.1. A person shall be ejected or refused entry to our premises if they:

· Are intoxicated;

· Are violent;

· Are quarrelsome;

· Are disorderly;

· Continue to smoke in smoke-free areas after having been requested by

management not to do so;

· Are suspected of possessing a prohibited drug; or

· Are behaving in a way that causes the licensee to commit an offence under the

liquor laws.

6.2. When asked, the person is required by law to:

· Leave the venue immediately; and

· Leave the vicinity of the premises by moving more than 50 metres away, unless

they have a reasonable excuse (see below).

6.3. Persons who are ejected will be provided information to inform them that:

· They must move more than 50 metres away from the premises.

· They must not re-enter or attempt to re-enter the premises within 24 hours, and

must not re-enter the 50 metre vicinity within 6 hours.

· They commit an offence and police may take action if they fail to comply with the

above.

6.4. A reasonable excuse for remaining within the 50 metre vicinity is limited to:

· Obtaining transport;

· Residing within the vicinity; or

· The person has fears for their safety if they leave the vicinity.

7. EMPLOYEE TRAINING IN RSA POLICIES AND PROCEDURES


7.1. All staff members involved in the sale and supply of liquor will have appropriate RSA

training (SITHFAB09A) as per mandatory requirements.

7.2. Staff are provided a copy of the House Policy and House Policy Management Plan in

the Clubs online e-learning Induction Training that is completed prior to

commencement of working on Club premises.

7.3. All team members involved in the sale and supply of alcohol will complete a

dedicated e-learning training course and assessment that covers the “Steps to

prevent intoxication of Club Premises”.

7.4. Copies of RSA (and other) accreditation will be held on site, and available for review

when necessary.

7.5. An Employee Handbook is available at all times, with copies given at time of

induction.

7.6. Supporting policy and procedure are available upon request at all times.

Regular management and compliance meetings will be held to identify and discuss:

· Training requirements (refreshers).

· OLGR updates and changes.

· Statutory changes to licence i.e. special conditions.

8. PROMOTING RESPONSIBLE ALCOHOL PROMOTIONS

Twin Towns acknowledges the LIQUOR PROMOTION GUIDELINES as published by the

Director of Liquor and Gaming under section 102 of the Liquor Act 2007.

Twin Towns will adopt harm minimisation measures to reduce the risks of harm associated

with liquor promotions by:

· Appointing RSA marshals.

· Implementing Alcohol Management Plans to specific promotions.

· Setting drink limits.

· Displaying prominent signage that discloses the content of mixed alcoholic drink

served to customers.

· Applying appropriate time frames for conducting promotions.

· Alcohol content is measured and discernible.

· Setting limits to the quantity of alcohol that can be purchased at reduced rates.

Twin Towns will not conduct liquor activities or promotions that:

8.1. Has appeal to minors:

· Use designs, names, motifs and characters, imagery or merchandise that have

special or primary appeal to minors.

· Use interactive games or technology predominantly targeted to minors.


8.2. Are indecent or offensive:

· Images, including human bodies that may be considered offensive to a

reasonable adult.

· Offer free drinks, or extreme discounts or discounts of a limited duration that

may be offensive to a reasonable adult.

· The use of insulting or offensive language in the promotional material.

· Involve discriminatory, demeaning or vilifying language or imagery.

8.3. Involve the provision of liquor in non-standard measures that encourages

irresponsible drinking and is likely to result in intoxication or encourage:

· The consumption of alcohol in a yard glass.

· The consumption of laybacks, slammers, blasters, bombs or consumption from a

water pistol.

· An individual to purchase or consume, on their own, an alcoholic drink intended

to be shared.

· The consumption of multiple shooters or shots by an individual.

8.4. Use emotive descriptions that encourages irresponsible drinking and is likely to

result in intoxication. Examples include:

· Promotions or events which focus principally on the excessive consumption of

alcohol.

· Labelling or titling of promotions that suggest irresponsible or excessive

consumption.

· The engagement of a person who as part of the promotion, enthusiastically talks

up excessive consumption of alcohol, encourages intoxication or irresponsible or

illegal behaviour.

· Promotions that encourage patrons to get drunk.

8.5. Involves free drinks, or extreme discounts or discounts of a limited duration, that

creates an incentive for patrons to consume liquor more rapidly than they

otherwise might.

· Encourages irresponsible, rapid or excessive consumption of liquor.

· Drink cards, promotional cards, vouchers or shopper dockets which encourage

rapid consumption over a short period of time.

· Happy hours encouraging or facilitating rapid consumption.

8.6. Encourage irresponsible, rapid or excessive consumption:

· Uses drink ware which encourages rapid consumption – test tubes, water pistols,

yard glasses.


· Drinking games, competitions, challenges, dares, lotteries or games of chance.

· Promotions that challenge consumers to drink a particular drink because of its

alcohol content.

· Happy hours occurring late into the trading period.

· Promotions that encourage stockpiling of drinks.

8.7. Are not in the public interest.

· Promotions that use images or messages seen to encourage or condone breaking

the law.

· Promotions that use images or messages which link the promotion of alcohol

with illicit drugs.

· Promotions which associate liquor consumption with aggressive or violent

behaviour towards other people.

· Discriminatory promotions.

9. PROVISION OF MEALS

· Twin Towns is open for lunch and dinner every day. Lighter meals are available at all

times.

· A range of dining options and styles are available including; restaurants, casual

dining and coffee.

10. TRANSPORT

· There is adequate and convenient parking and transport options available.

· The majority of patrons attending the venue arrive and leave in their own vehicle or

taxi.

· Where patrons require transport facilities then we will arrange a taxi to pick up at

the venue.

· Well lit and secure taxi rank and free bus service is available within close proximity

to Club premises.

11. NOISE AND AMENITY

Twin Towns has a duty of care towards patrons and neighbouring business and residential

communities with regards to noise and amenity.

· We abide by all imposed noise limits, and management monitor noise levels at all

times.

· The primary focus of the venue is to provide a casual experience with reasonable

noise at all times.


· The venue will be promoted as being venue for members and their guests, as well as

visitors and tourists.

· Patrons are reminded to be mindful of other residents.

After closing:

· Patrons will be encouraged to leave the Club vicinity.

· Bins are not emptied until daylight hours, and garbage pick-up is within business

hours.

Club buildings and car park areas are well lit with numerous lights located within the interior

and exterior of the premises. Management are responsible to ensure that safe levels of

lighting are achieved and maintained at all times and have full control of lighting levels.

12. SELF EXCLUSION

· Twin Towns offers self-exclusion to patrons who wish to ban themselves from Club

premises.

· Once a self-exclusion agreement is entered into, the licensee, or a responsible

member of staff, is legally allowed to prevent the patron from entering the licensed

venue, and remove the patron from the venue. The licensee or staff member will use

no more force than is reasonable given the circumstances.

13. CONSULTATION WITH THE COMMUNITY AND MEMBERSHIP WITH THE LOCAL

LIQUOR ACCORD

Twin Towns will openly adopt liquor industry and a regulatory body initiative where and

when required, in addition openly invites community dialogue, where the outcome is

minimising the impact on local community.

Twin Towns is a proud and active member of the Tweed Heads/Tweed Coast Liquor Accord.

14. COMPLIANCE WITH THE LIQUOR ACT AND OTHER LAWS THAT ARE APPLICABLE

TO THE CLUB

Twin Towns aims to comply with NSW law relating to gaming and will enforce these

requirements.

CORPORATIONS LAW

Twin Towns conducts its business in accordance with the Constitution of Twin Town Services

Club Limited and associated Club By-Laws and regulations.

GAMING MACHINES


The Club will refuse service or refuse to accept bets for all intoxicated patrons participating

in lotteries, keno, gaming and wagering.

REGISTERED CLUBS

Twin Towns requires that when a person resides within five kilometres of a club they need

to be a member or be signed in by a member. Guest registers are available at each entry

point to Club premises.

TOBACCO PRODUCTS AND SMOKING

Twin Towns complies with NSW law relating to smoking and will enforce these

requirements. A Smoking Management Plan and Policy are available upon request.

WORKPLACE HEALTH & SAFETY

Twin Towns Services Club acknowledges the obligations of the Work Health & Safety Act

2011 and aims to:

� Secure and consult with workers on the health, safety and welfare of workers in the

workplace.

� Protect visitors against risks to health and safety arising out of activities of the Club

and Club workers.

� Develop through responsible management and training a comprehensive safety

environment for Club employees at work to meet their physiological and

psychological needs.

� Provide the information, instruction, training and supervision as may be necessary to

ensure the health and safety at work of all workers.

� Maintain places and systems of work, which are safe and ensure there are adequate

workplace facilities including toilets, drinking water, washing and eating facilities and

first aid

The Club requires all workers and visitors to:

§ take reasonable care for their own health and safety;

§ take reasonable care for the health and safety of others;

§ comply with any reasonable instruction provided by the Club;

§ co-operate with any reasonable policies and procedures of the Club.

15. DISPUTES AND CUSTOMER COMPLIANTS

Twin Towns is committed to resolving complaints in a fair and effective manner. All

complaints will be investigated and responded to quickly in a visible and accessible manner.

The Club aims to continually improve member, visitor and staff satisfaction and recognises


that there are times where individuals may have the right to complain. Complaints will be

dealt with fairly and efficiently with the aim to improve the overall customer experience at

the Club. Complaints must be in writing and addressed to the General Manager.

16. MEMBERS

Members who fail to abide by the requirements of the plan will become liable for

Disciplinary action under the provisions of the Club’s Constitution as conduct unbecoming of

a member.

AVAILABILITY OF THE HOUSE POLICY AND HOUSE POLICY MANAGEMENT PLAN

The House Policy will be displayed in the Club and on the Clubs website.

The House Policy will be made available to police and inspectors upon request.

TWIN TOWNS SERVICES CLUB LIMITED ABN 61 001 042 833

CONSTITUTION

Adopted at the Annual General Meeting on 16 May 2017

CORPORATIONS ACT 2001

A PUBLIC COMPANY LIMITED BY GUARANTEE

AND NOT HAVING A SHARE CAPITAL

PA G E 2

Contents

PART 1 – GENERAL 6

1. Name of the Club 6

2. Nature of this Constitution 6

3. Objects of the Club 63.1 Objects of the Club 63.2 Where the Club may operate? 73.3 How may the Club pursue its objects? 7

3.5 Registered Clubs Act requirements 7

4. Application of income and property 8

PART 2 – MEMBERSHIP 9

5. Members 95.1 Restrictions on membership 95.2 Classes of members 95.3 Full members 95.4 Ordinary Members 95.5 Social Members 105.6 Life Members 115.7 Employee Members 115.8 Junior Members 125.9 Honorary Members 12

5.11 Temporary Members 145.12 Members’ rights 15

5.14 Amalgamations 16

6. Admission as a member 176.1 Membership Application 176.2 Consideration of Application 176.3 Election of Full Members 176.4 Consequences of membership 18

7. Fees 187.1 Membership fees 187.2 Entrance fees 187.3 Annual subscriptions 187.4 Non-payment of entrance fees or annual subscriptions 197.5 Life members not required to pay further fees 19

8. Conduct of members 198.1 Conduct of members 198.2 Recording of misconduct 21

9. Disciplining of members 219.1 Delegation to disciplinary committee 219.2 Board may discipline members 229.3 Who can make a complaint 229.4 Complaints to be made to the Board 22

9.6 Proposal to disqualify a director 22

PA G E 3

9.7 If the Board considers the complaint 239.8 Power to suspend on issue of a complaint notice 249.9 CEO’s power to immediately suspend 259.10 Banned or self-excluded members 259.11 Regulation of suspensions 259.12 Nature of disciplinary powers 25

10. Resignation 2610.1 Resignation of membership 2610.2 No refund of membership fees and liability for unpaid fees 26

11. Member identification 27

12. Patron 27

13. Employees and former employees 2713.1 Restrictions on Employee Members and former employees 27

14. Guests 28

PART 3 – MEETINGS 29

15. Annual General Meetings 29

15.2 Questions at an Annual General Meeting 2915.3 Questions for the auditor at an Annual General Meeting 2915.4 Business of an Annual General Meeting 29

16. General Meetings 29

16.3 Chair of the General Meeting 3016.4 Admission to a General Meeting 3016.5 Quorum for a General Meeting 3116.6 Decisions made in a General Meeting 3116.7 Cancellation or postponement of a General Meeting 3116.8 Adjournment 3116.9 May a non-member address a General Meeting? 3216.10 Proxies 3216.11 Annual Reports 3216.12 Meeting Standing Orders 3216.13 Financial year 32

PART 4 – BOARD AND ELECTIONS 32

17. Composition of the Board 32

18. Triennial Rule 32

19. Election of office bearers 34

20. Nomination 34

21. Disqualification from being a director 34

22. Limit on number of directors from a single interest group 3522.1 Basic Limit 35

22.3 Exclusions 3622.4 Voting Procedures 3622.5 Information from Candidates 3622.6 Operation of the restriction 36

PA G E 4

23. Election By-laws 36

24. How are members nominated for election to the Board? 36

25. Election of the Board 3725.1 How are the members of the Board elected? 37

PART 5 – BOARD GOVERNANCE 40

26. Powers of the Board 4026.1 Responsibility of the Board 4026.2 Powers of the Board 4026.3 Powers of the Board to make By-laws 41

27. Director’s conflict of interest 4227.1 What interests must directors disclose? 4227.2 What are some of the other accountability and transparency obligations in connection with the Club? 43

28. Validity of director’s appointment 43

29. Board Charter 43

30. Director Code of Conduct 44

31. Proceedings of the Board 4431.1 Proceedings of the Board 4431.2 Who chairs Board meetings? 4431.3 What is a quorum for a Board meeting? 4431.4 Lack of quorum 44

31.6 Circulating resolutions by directors 4531.7 Technology may be used to assist the Board 45

32. Committees of the Board 45

PART 6 – CEO 46

33. Nature of the position of the CEO 46

PART 7 - RISK ALLOCATION 46

34. Insurance and indemnity of officers 46

PART 8 - PROVISION FOR SECTIONS 47

35. Sections 47

PART 9 – CLUB OPERATIONS 48

36. Club operations 4836.1 Club not to extend credit 4836.2 Club noticeboard 4836.3 Club must keep registers of members 49

37. Amending this Constitution 49

38. Replaceable Rules 49

39. Notice 50

40. Electronic Communications and Technology 50

41. Privacy 50

PA G E 5

42. Participation in any Club activity, promotion or competition 51

43. The Club may offer promotions 51

44. Liability of Members and finishing the Club 5244.1 Liability of members 5244.2 What the Club may do with its income and assets in a winding up 52

PART 10 – DEFINITIONS AND INTERPRETATION 52

45. Definitions 5245.1 Interpretation 53

PA G E 6

PART 1 – GENERAL

1. NAME OF THE CLUB

2. NATURE OF THIS CONSTITUTION

a legal contract:

(a) between the Club and each member; and

(b) between the Club and each director and the CEO; and

(c) between each member and each other member,

Corporations Act.

3. OBJECTS OF THE CLUB

3.1 Objects of the Club

The objects of the Club are to:

the usual facilities of a club at the discretion of the Board and to the extent from time to time deemed appropriate by the Board including but not limited to:

(i) residential accommodation;

(ii) sporting accommodation;

(iii) other accommodation;

Machines Act;

defence of Australia, and to promote good fellowship, social intercourse and the

of the Australian armed forces;

organisations that are for youth, social, literary, sporting, athletic, charitable,

of the Club’s premises;

(f) amalgamate with or to participate in any amalgamation with, another registered club or clubs;

(g) participate in any de-amalgamation that is permissible under the RCA;

(h) in furtherance of the objects of the Club, apply for, and obtain and hold one ormore club liquor licences under the Liquor Act and conduct itself as a registered club in conformity with the RCA; and

PA G E 7

3.2 Where the Club may operate?

reasonably decides are appropriate to the pursuit of its objects.

3.3 How may the Club pursue its objects?

The Club may do anything that is legally permitted to help pursue or implement its objects, and may also do anything incidental to its objects or the pursuit of them.

3.4 Specific legislation prevails

Machines Act and the Corporations Act. If there is any inconsistency then to the

this Constitution and this Constitution must be read and applied with the minimum

3.5 Registered Clubs Act requirements

RCA, the Liquor Act or the Gaming Machines Act then this Constitution must be read as if the unlawful part is not part of this Constitution. This does not limit Rule 3.4.

(b) At all times the membership of the Club must consist of or include not less than

RCA, as is prescribed in respect of the Club by section 12 of the RCA.

maintained from the funds of the Club (the RCA Premises, which refers to each set of premises of the Club for which the Club from time to time holds a club liquor licence under the Liquor Act).

(d) The RCA Premises must contain accommodation appropriate for the purposes of the Club.

(e) The RCA Premises must contain a properly constructed bar room but must notcontain a separate area for the sale or supply of liquor to be carried away from those premises to which area there is direct access from outside any building that is part of those premises.

(f) No member, whether or not a member of the Board or of any committee, is

that is permissible under sections 10(6), 10(6A) or 10(7) of the RCA.

form of:

(i) reasonable and proper interest paid to a lender on any loan made to the Club that is secured against the premises of the Club, or

(ii) reasonable and proper rent or occupation fees paid to the owner of the premises of the Club,

being, in either case, a payment arising out of dealings reasonably carried out, or contracts reasonably made, with the Club in the ordinary course of its lawful business.

PA G E 8

(h) The CEO, or any Club employee, or any director or member of any committee, of

calculated by reference to:

(i) the quantity of liquor purchased, supplied, sold or disposed of by the Club or the receipts of the Club for any liquor supplied or disposed of by the Club, or

(i) All of the rules deemed to apply to the Club by section 30 of the RCA apply.

(j) The Club must comply with the reporting requirements imposed on the Club under section 38 of the RCA.

(k) The Club must comply with the accountability and transparency requirements imposed on the Club by Part 4A of the RCA.

(l) The business conducted on the RCA Premises of the Club must not be managed or controlled by any person or body other than:

(i) the Board, or

(ii) the CEO, or

(iii) a manager (within the meaning of the Liquor Act) of the particular premises, or

liquidation, a person acting in a capacity referred to in section 41(1) of the RCA in respect of the Club, or

meaning of section 41O of the RCA.

(m) The Club must at all times in all respects be conducted in good faith as a club.

(o) Voting by proxy is not permitted at any meeting of members or at any meeting of the Board or any Club committee or in any election of the members of the Board.

4. APPLICATION OF INCOME AND PROPERTY

(a) The income and property of the Club must be applied solely toward the promotion of the objects of the Club as set out in this Constitution. No portion of the income or property of the Club is to be paid or transferred directly or

the members.

(i) the payment in good faith of reasonable and proper remuneration to any

(ii) payment in good faith of reasonable and proper remuneration to any

the Club,

in each case if and to the extent permitted by the RCA.

PA G E 9

PART 2 – MEMBERSHIP

5. MEMBERS

5.1 Restrictions on membership

(a) A person must not be admitted to membership except in accordance with the

(b) All classes of membership are open to both males and females.

(c) No person under the age of 18 years may be admitted to membership, except as a Junior Member.

5.2 Classes of members

(i) Ordinary Members;

(ii) Life Members;

(iii) Social Members;

(b) The three other classes of membership, with limited rights, are:

(i) Honorary Members

(iii) Temporary Members.

5.3 Full members

(a) Ordinary Members, Life Members, Social Members, Employee Members and Junior Members only are Full members of the Club for the purposes of the RCA.

all times constitute no less than 50% of the total number of Full members at

time terminate the membership of any Social Member, Employee Member or Junior Member in order to ensure that the Club remains in compliance with this requirement.

5.4 Ordinary Members

(a) To be eligible for admission as an Ordinary Member, a person must:

(i) apply to be an Ordinary Member in accordance with Rule 6.1;

(ii) be of good character and repute; and

(iii) pay any applicable entrance fees.

Member is:

(i) entitled to notice of any meeting of members;

that an Ordinary Member may not contribute to any debate regarding

for at least three years;

(iii) entitled to notice of any election of Board members;

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5.5 Social Members

(a) To be eligible for admission as a Social Member, a person must:

(i) apply in accordance with Rule 6.1 to be a Social Member in the current membership promotion category;

(ii) be of good character and repute; and

category applicable at the time they make their application for membership.

(c) To encourage the take up of long-term membership of the Club by suitable

may from time to time adopt and promulgate conditions for one or more membership promotion categories of Social Membership. In each case the

will include:

(i) a title for the membership promotion category;

(ii) the subscription fee payable for Social Membership in the membership promotion;

for membership in the membership promotion category may be lodged in which case such applications must only be accepted for consideration if

will terminate if the applicant is elected to membership (and no application for membership in that category will be accepted later than one month before that date); and

promotion category if they choose to become an Ordinary Member.

Member is:

termination date, at which time their membership automatically terminates without any further or other action by the Club, unless the member has chosen to become an Ordinary Member;

(ii) not entitled to notice of any meeting of members;

Board members;

membership promotion category; and

(e) The Board, the CEO or any person acting with the authority of the CEO may at any time cancel a person’s Social Membership without notice to the person and

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without notifying the person of the reason for the cancellation. A person whose Social Membership is cancelled, if on the Club’s premises, must immediately

(f) A Social Member before the expiry or termination of their Social Membershipmay choose to become an Ordinary Member by paying to the Club the then applicable upgrade subscription amount set by the Board. In that case, the member becomes liable to pay full future annual subscriptions for Ordinary Membership as and when they fall due.

5.6 Life Members

any other commendable reason may be elected to Life membership.

(c) A member is elected to Life membership by resolution carried at an Annual General Meeting, following the submission to such meeting of a recommendation from the Board.

(d) No more than two (2) Life Members may be elected at any one Annual General Meeting.

member is:

(i) entitled to notice of any meeting of members;

(iii) entitled to notice of any election of Board members;

5.7 Employee Members

(a) Any Employee may be elected as an Employee Member (See Rule 13).

(b) An Employee Member is:

(i) not entitled to notice of any meeting of members;

(ii) not entitled to stand for election to the Board;

(ix) required to pay annual subscriptions.

(c) The Board, the CEO or any person acting with the authority of the CEO may atany time cancel a person’s Employee Membership without notice to the person and without notifying the person of the reason for cancellation.

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5.8 Junior Members

(a) To be eligible for admission as a Junior Member, a person must:

(i) apply to be a Junior Member in accordance with Rule 6.1;

(ii) be of good character and repute;

(iii) be under the age of 18 years;

the Club; and

be an Ordinary Member, Employee Member or Life Member) to the person becoming a Junior Member.

(b) A Junior Member is:

the Club;

(ii) not entitled to notice of any meeting of members;

for which an authorisation under sections 22 or 22A of the RCA is in force (and only in accordance with any such authorisation) but must not be

(x) required to pay annual subscriptions.

(c) A Junior Member is elected to membership only until midnight at the start of the day on which they attain the age of 18 years at which time their membership automatically terminates without any further or other action by the Club unless

(d) A Junior Member prior to the expiry or termination of their membership may choose to become an Ordinary Member from the time that they attain 18 years of

subscription amount paid by the Junior member and the then applicable annual subscription for Ordinary Members.

5.9 Honorary Members

(a) The Board may, in its sole discretion, confer the status of Honorary Member for a

(ii) who is a prominent citizen or local dignitary.

(b) An Honorary Member is:



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(c) The Board may cancel or suspend the membership of any Honorary Member at

RCA. Accordingly:

person attends the Club premises; and

(ii) any person attending the Club premises who:

(A) is a former member of the Australian Defence Force; and

of the RCA),

the person attends the Club premises.

(e) If a person is taken to be admitted as an Honorary Member of the Club under Rule5.9(d) that person must still sign the Club’s register of temporary members and record their full name, address and the basis on which they are deemed to be an Honorary Member.

5.10 Provisional Members

(i) has applied for admission as an Ordinary Member or Social Member of the Club;

(ii) has paid the appropriate ruling entrance fee (if any) and annual subscription;

(pending a decision on their application); and

refused.



determined by the Board from time to time.

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Member whose membership is terminated by the Club and who has paid an entrance fee or annual subscription when nominating for Full membership is not entitled to any refund.

5.11 Temporary Members

(a) The Club may admit as a Temporary Member, in accordance with procedures established by the Board from time to time, any person who:

of an interstate club within the meaning of section 30(13) of the RCA, being

any day at any premises of the Club for the purpose of participating in an organised sport or competition to be conducted by the Club on that day, from the time on that day when the person so attends the Club’s premises until the end of that day; or

(ii) is a member of another registered club which other club has objects similar to those of the Club; or

(b) The Club may admit a person as a Temporary Member for a period of up to, but

(c) A Temporary Member is:



Board members;

(d) A Temporary Member must record the following details in the Club’s Register of

(i) full name;

(ii) residential address; and

(iii) signature.

(e) Temporary Members are only entitled to use the facilities and amenities of the Club as and to the extent determined by the Board from time to time.

(f) The Board, the CEO or any person acting with the authority of the CEO may at any time terminate a person’s Temporary Membership without notice and without

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- Full Rights X - No Rights L - Limited Rights N - Not Applicable

* Subject to other limits in this Constitution

5.12 Members’ rights

A summary of members’ rights by category of membership:

Members’ Rights*

Ord

inar

y

Life

So

cia

l

Em

plo

yee

Jun

ior

Ho

no

rary

Tem

po

rary

Notice of meeting of members

X X X X X X

members’ meetingsX X X X X X

Notice of Board member election

X X X X X X

Vote in Board member election

X X X X X X

Can be nominated to Board*

X X X X X X

Can be nominated as Chairperson or Deputy Chairperson

X X X X X X

Can be nominated for Life Membership

N X X X X X X

Membership for Life X X X X X X X

Can introduce guests to the Club

X L

Entitlement to exercise other membership

by the Board

X X X X X X X

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5.13 Member classes from previous classes of membership

As at the date of adoption of this Constitution, existing members of the Club in the

membership as follows.

5.14 Amalgamations

(a) Application

amalgamation with another registered club (Amalgamating Club) in conformity

(b) Recognition of members

Amalgamating Club on the date of the completion of the amalgamation between the Amalgamating Club and the Club:

(i) may be admitted as an Ordinary Member or Junior Member of the Club (as the case permits) by being recorded in the Club’s records as being such a member without being required to be proposed or seconded for election nor elected by the Board and with any entrance fee or initial annual subscription

(but this does not preclude the Board from refusing admission to any particular member or former member of the Amalgamating Club);

Previous membership class Continuing membership class

Ordinary Member (Rule 5.4 of this Constitution)

Ordinary Member (Rule 5.4 of this Constitution)

Club Member Ordinary Member (Rule 5.4 of this Constitution)

Social Member Social Member (Rule 5.5 of this Constitution)

Junior Sporting Member Junior Member (Rule 5.8 of this Constitution)

Employee Member(Rule 5.7 of this Constitution)

Life Member Life Member(Rule 5.7 of this Constitution)

Honorary Member Honorary Member(Rule 5.9 of this Constitution)

Temporary Member Temporary Member(Rule 5.11 of this Constitution)

(Rule 5.10 of this Constitution)

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(ii) on being so recorded as an Ordinary Member or Junior Member, has all

and the same obligations as other Ordinary Members or Junior Members,

(iii) whilst they continue to be an Ordinary Member or Junior Member, must for

Amalgamating Club;

they were already a member of the Club in their own right at the date of the amalgamation:

any special resolution to amend this Constitution (and pursuant to section 136(3) of the Corporations Act, it is a requirement that

resolution of the Board in respect of which at least two thirds of the

membership of the Club.

6. ADMISSION AS A MEMBER

6.1 Membership Application

(a) A person may apply to become a member by completing and signing the form of application prescribed for that purpose from time to time by the Board.

documents as required from time to time by the Board.

6.2 Consideration of Application

membership or for not electing a candidate.

6.3 Election of Full Members

(a) The election of an Ordinary Member, Social Member, Employee Member or Junior

Board or a membership committee appointed by the Board.

any resolution to admit a new member must be recorded.

(c) The names and addresses of persons proposed for election as an Ordinary Member, Social Member, Employee Member or Junior Member must be displayed in a conspicuous place on the premises of the Club for at least one week before

the proposal of a person for election as an Ordinary Member, Social Member, Employee Member or Junior Member and their election.

the entry of their name into the Club’s Register of Members. The Club may but is not obliged to notify a member of their successful election. A new member must

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their membership.

(e) If a person who has been elected as an Ordinary Member, Social Member, Employee Member or Junior Member has not paid the entrance fees and annual

membership of the Club.

6.4 Consequences of membership

7. FEES

7.1 Membership fees

(a) There are two types of membership fees, being entrance fees and annual subscriptions.

(b) The Board may from time to time prescribe the entrance fees, annual subscriptions,

Constitution and the RCA.

7.2 Entrance fees

(a) Entrance fees are set by the Board from time to time for admission to Ordinary or Junior membership.

time and are due and payable at the time a person applies to be a member in

Board from time to time.

suspend the payment of entrance fees or reduce the entrance fees payable by a candidate or a class of candidates, where in the opinion of the Board there are special and extenuating circumstances.

7.3 Annual subscriptions

(a) The annual subscription payable by Full members must not be less than any minimum set by the RCA and must be payable annually or, if the By-laws so

(b) The Board may rebate the initial annual subscription payable by a new member in proportion to the number of whole months less than one year up to their renewal date. The actual amount payable must not be reduced below any minimum set by the RCA.

(d) Each member must pay their annual membership subscription at the applicable

the commencement of each applicable membership subscription year.

is due or falling due, but is not obliged to do so.

(f) The Board may set special rates of annual subscriptions and special payment conditions for members who are absent from New South Wales or who reside outside New South Wales, subject to any minimum annual subscription set by

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7.4 Non-payment of entrance fees or annual subscriptions

general authorisation from the Board in that case may:

(c) If a membership is terminated under this Rule:

(i) the Club must update the Register of Members accordingly with details of

(ii) the recording of the termination of the membership in that Register is

that a correction is appropriate;

a record of the details of the former member; and

under this Rule.

(e) If a person has had their membership terminated under this Rule 7.4, they are

wish to be re-admitted.

or match organised by or within the Club or representing the Club. That applies

competition, game or match.

(g) The Club in its absolute discretion may refuse to allow a member who was

programme, scheme or promotion in respect of periods when the member was

7.5 Life members not required to pay further fees

(a) Life Members are not to be required to pay further entrance fees or annual subscriptions after their admission as a Life member. This Rule does not excuse payment by Life Members of fees in relation to membership promotion,

(b) A Life member who has paid annual subscriptions prior to admission to that class of membership is not entitled to any refund.

8. CONDUCT OF MEMBERS

8.1 Conduct of members

Members must:

(a) treat the property of the Club with care and must not wilfully damage the property of the Club;

(b) ensure that all of the property of the Club stays in its proper place and must

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(c) be polite and respectful of each other member or other person on or near any of

name of the Club;

and not knowingly introduce on to the Club’s premises or to any Club function or

of the Club or refused admission to the Club’s premises;

Club and likely to establish and maintain a good reputation for the Club, whether

to matters not connected with the Club;

comfort or welfare of any member, guest or Employee;

(h) not be guilty of any conduct unbecoming of a member or detrimental or prejudicial to the interests of the Club, or which is likely to bring the Club into

the same standard required of members of the Club;

(j) ensure that any guest introduced to the Club by the member is a proper person

to be a guest of the Club and must not introduce to the Club any person who has

amount owing to the Club;

other person authorised by the CEO in relation to anything to be done or not

adopted and amended by the Board from time to time;

premises or facilities at a time when those particular premises or facilities are being used with the consent of the Club as a polling booth in connection with

(n) not be intoxicated;

(o) not bring liquor onto the premises without permission;

(p) not use profane, obscene or otherwise objectionable language;

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(r) not enter or remain on Club premises at unauthorised times;

(s) not infringe this Constitution or legislation controlling the operation of the Club;

comfort or welfare of any member or guest or any employee or contractor of the Club;

connection with prostitution;

relating to clubs for the time being in force;

(y) not smoke in non-smoking areas of the Club’s premises or take food into any designated smoking area during any period when the Club has directed that food not be consumed in that area;

(z) not knowingly make a false entry on an application for membership;

(aa) not knowingly make a false statement in relation to a Board election;

promulgated on the Club notice board;

(dd) not use or possess any prohibited or illicit drug, plant or substance; and

(ee) not engage in any other conduct prohibited by any By-law.

8.2 Recording of misconduct

An allegation of misconduct at the Club’s premises against a member is to be brought

details in the duty log:

(b) the name and address and, if applicable, the membership number of the alleged

(c) the nature of the alleged misconduct;

(d) the names, addresses, telephone numbers and, if applicable, the membership numbers of witnesses;

(e) whether the alleged misconduct has occasioned injury to any person and what has been done about it;

(g) the nature of any damage to property caused by the alleged misconduct; and

9. DISCIPLINING OF MEMBERS

9.1 Delegation to disciplinary committee

(a) The Board may delegate all or any part of its powers to reprimand, suspend

(b) Any such delegation by the Board may only be to a disciplinary committee appointed by the Board that comprises not less than three members including at least two members of the Board; and the quorum for any such disciplinary committee is three committee members present.

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(c) To the extent that the context permits, any reference in Rules 9.2 to 9.12 to

9.2 Board may discipline members

member (including the right to come onto any premises or use any facility of the Club

or terminate the membership of and expel any member, or accept the resignation of the member, if in the Board’s opinion the member:

this Constitution or a By-law; or

(b) obtained membership by improper means; or

desirable as a member; or

(d) has become bankrupt or committed any act of bankruptcy; or

(e) is otherwise of such character or reputation that may be prejudicial or bring disrepute to the Club.

9.3 Who can make a complaint

any other person may make a complaint that may lead to the reprimanding, suspension, or expulsion of a member.

9.4 Complaints to be made to the Board

(a) Complaints intended for the attention of the Board must be made in writing,

complaint for the purposes of this Rule and in such a case the complainant is the Club.

(c) The CEO also may refer any matter to the Board by way of a complaint against a member.

(d) The Board may also act on its own motion, to consider disciplinary action against a member.

9.5 Investigation of a complaint

complaint complies with the requirements in Rule 9.4.

(b) The Board is not bound to consider a complaint; and also the Board may consider

complaint to the extent that the complaint is against them personally.

9.6 Proposal to disqualify a director

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(b) The disciplinary processes under this Rule 9 apply and must be followed and completed before the Board considers a motion for such a resolution. Without limiting Rule 9.5(c), in this case the disciplinary hearing must take place at a Board meeting (or, if delegated to a disciplinary committee, then despite Rule 9.1(a) the disciplinary committee must comprise not less than four members including at least two of the members of the Board).

9.7 If the Board considers the complaint

Before taking disciplinary action against a member, the Board must conduct a

calling on the member to attend the hearing and to show cause why they should not be reprimanded, suspended or expelled as a member, which notice must:

(i) specify the date and place of the meeting;

(ii) include a summary of the complaint, and

(b) The member is entitled to attend the hearing for the purpose of answering the complaint, but if the member does not attend the hearing then the Board may

writing by the member. In answering the complaint, the member may also put forward any matter that the member proposes should be taken into account in determining any penalty, if any.

(c) The member is entitled to call witnesses in their defence but the Board may proceed to consider and deal with a complaint whether or not any witnesses called by the member appear. The Club is not obliged or able to seek to compel

(d) The member is not entitled to be represented at the hearing. If the Board in its discretion agrees to the member being accompanied by another person at the hearing (which is entirely at the discretion of the Board), then the Board may at any time withdraw that consent including without limitation where that other

during the hearing.

(g) The Board is not required to inform the member, or to allow the member to make further representations, before considering any penalty.

(h) A resolution on penalty, that is to say a resolution to reprimand, suspend or

its decision.

under this Rule.

(j) If the Board apprehends that there may be a security risk if the member or a particular witness is allowed to attend a hearing then the Board in its discretion

case the Board may still proceed to come to a decision as to the member’s guilt or innocence in relation to the complaint and regarding any penalty if any, in

witness.

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seeks to disrupt the hearing then the Board may warn the member and require the member to act appropriately and caution the member that otherwise they may be excluded. If the member then fails to heed the caution and acts or continues to

expel the member), in the absence of the member. In its deliberations the Board may also take full account of the conduct of the member at the hearing.

(l) Voting on any resolution to discipline the member by the members of Board present at the hearing must take place in the absence of the member. If so

complaint, the Board must then come to a decision on penalty.

(m) Any decision of the Board at such a hearing (including any adjournment or

obligation to consider doing so or to do so, the Board may reopen any hearing

again without being required to assign any reason for its decision.

(o) A member or former member against whom a complaint has been made or who has been called on to show cause why he or she should not be reprimanded, suspended or expelled or who has been the subject of disciplinary proceedings pursuant to this Constitution, is not entitled to commence or prosecute any action or legal proceeding against:

(ii) any member who exercised any right, power or duty in their capacity asa member of the Board or delegate of the Board or member of any committee appointed by the Board, in connection with the consideration of or as a consequence of the complaint, in respect of that exercise of right, power and duty; or

(iii) any employee of, or contractor to, the Club in respect of anything bona

making a false or misleading statement.

applies in relation to members who are not Full members.

9.8 Power to suspend on issue of a complaint notice

If a notice of a complaint is issued to a member pursuant to Rule 9.7(a), the CEO or in the CEO’s absence, the senior employee of the Club then on duty at the Club’s premises from time to time, has power to immediately suspend such a member from any or all

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9.9 CEO’s power to immediately suspend

(a) The CEO, or in the CEO’s absence the senior employee of the Club then on duty at the Club’s premises from time to time (the senior employee), may suspend

opinion of the CEO or the senior employee:

Constitution; or

(ii) the member’s presence on the Club’s premises may render the Club or the CEO liable to a penalty or consequence under the RCA or any other legislation; or

(iii) the member has engaged or used any part of the Club’s premises for an

(b) A suspension under this Rule 9.9 continues for two months or until earlier notice

(c) The CEO or senior employee may decide to exercise that power of suspension in the absence of the member and when the member is not on or is no longer on any of the Club’s premises. These powers may be exercised without the need

additional reason.

(d) The power in this Rule 9.9 is in addition to the powers under section 77 of the Liquor Act.

9.10 Banned or self-excluded members

(a) The CEO, or in the CEO’s absence the senior employee has the power to and may

premises of the Club where the CEO or senior employee on reasonable grounds

part of the Club’s premises or from any part of any other licensed premises or has been banned from entry into or expelled from any other licensed premises.

(b) The CEO or senior employee (acting under this Rule 9.10) may suspend the

may then be further extended by the further exercise of the power conferred

(c) The CEO or the senior employee may decide to exercise that power of suspensionin the absence of the member and when the member is not on or is no longer on any of the Club’s premises.

9.11 Regulation of suspensions

(a) Where the CEO or a senior employee exercises any power of suspension, the

may be oral or by written notice.

(b) The CEO or the senior employee who has exercised a power of suspension must

facts, matters and circumstances.

(c) The Board or the disciplinary committee may at any time, on their own motion or

9.12 Nature of disciplinary powers

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(b) A member or former member may not commence or prosecute any action or legal proceeding against:

(i) the Club or any Club director, other member, employee, consultant oragent for anything said, done or omitted in good faith in connection with

might arise under this Rule 9 or in connection with any of those other

and all proceedings and utterances in connection with the exercise of those powers or at any meeting in connection with anything arising out of this Rule

or general meeting in connection with anything arising under this Rule 9 or in

from any action or legal proceeding taken by a member or former member. This

or knowingly making a false or misleading statement.

taken by a member:

under or incidental to any complaint; and

(ii) any hearing and determination, and all proceedings and utterances at general meetings and Board meetings, held in connection with a complaint.

making a false or misleading statement.

access to Club premises, creates any legal duty or obligation on the part of the

10. RESIGNATION

10.1 Resignation of membership

(a) A member may, at any time, terminate their membership and resign from membership of the Club by:

(ii) any other statement or act that in the reasonable opinion of the CEO or

to resign.

10.2 No refund of membership fees and liability for unpaid fees

membership is terminated, who resigns or who has died):

(a) is not entitled to any refund (or part refund) of any entrance fees or annual subscriptions paid;

that person; and

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(c) continues to be liable for any entrance fees, annual subscriptions and all arrears due and unpaid at the date of cessation of membership and for all other moneys due by that person to the Club immediately prior to the person ceasing to be a member, except to the extent the Board in its absolute discretion decides otherwise.

11. MEMBER IDENTIFICATION

elected or appointed to membership.

(b) All members must carry that ID Card with them when present on Club premises. Members must show their ID Card if requested by the CEO, any member of the

required by the Club for the purposes of the Club’s records or for the purposes of any ID Card, including if and when the Club reasonably requires an updated photograph.

may reasonably require from time to time including when seeking entry to or on any Club premises.

12. PATRON

(a) The members in general meeting may appoint one or more patrons from time to time upon recommendation being made by the Board to the meeting.

appointed, becomes an Honorary Member for the duration of their appointment

13. EMPLOYEES AND FORMER EMPLOYEES

13.1 Restrictions on Employee Members and former employees

(a) A person is an employee of the Club for the purposes of this Constitution if

this Constitution.

(b) Any Employee may also be a member of the Club, but only in the category of Employee Membership. A former Employee who is an Employee Member may apply to become an Ordinary Member or transfer to Ordinary Membership but

(c) Despite anything elsewhere in this Constitution a member who is an Employee may not:

(ii) be nominated for election as a director, or be elected or appointed as a

body of any section within the Club.

(d) Despite anything elsewhere in this Constitution, a former Employee may not benominated for election as a director or be elected or appointed as a director

section within the Club if:

such nomination, election or appointment; or

(ii) their employment or engagement as an Employee was terminated for misconduct by the Club.

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employee or deemed to be an employee merely because of that relationship.

13.2 Waiver by unanimous Board resolution

employment restrictions applying under Rule 13.1(d).

14. GUESTS

(a) Members (other than Junior Members) may introduce guests to the premises of the Club, subject always to compliance with the requirements of the RCA and

Constitution.

(b) A Temporary Member may only introduce as a guest to the Club’s premises any person who is a minor:

(i) who, at all times while on the Club’s premises, remains in their company and immediate presence; and

the meaning of the RCA.

(c) Minors who are guests of a Temporary Member, must not be entered into the

guests that while the guest is at the Club’s premises:

(i) the guest’s name and address (unless the guest is a minor), countersigned by the member, are entered in the Club’s Register of Guests; and

(ii) the Guest remains in the reasonable company of the member at all times.

(e) Members must ensure that their guests do not remain on the Club’s premises any longer than the member.

(f) Members must not introduce any person as a guest who the Club has prohibited

had their membership terminated, who has been expelled from the Club for misconduct or non-payment of any entrance fee or subscription or who is currently under suspension.

may refuse a person admission to the Club’s premises as a guest and may require

(h) A member is responsible for the conduct of their guests introduced to the Club’s

Club’s premises. Without limiting those general words, a member is responsible for ensuring that any person whom the member seeks to introduce as a guest, or whom the member introduced as a guest, to the Club’s premises, acts in

(i) If a person has been entered in the Register of Guests on a particular day as the

of Guests upon subsequent re-entry to the Club’s premises on that day as the guest of that member.

(j) The Board may make By-laws in relation to the number and frequency of guests that a member may introduce to the Club and the terms and conditions on which guests may be admitted to the Club.

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PART 3 – MEETINGS

15. ANNUAL GENERAL MEETINGS

15.1 Convening AGMs

The Club must hold an Annual General Meeting (AGM) each year. The Board must

a time and place set by the Board.

15.2 Questions at an Annual General Meeting

The Chair of an AGM must allow a reasonable opportunity for the members as a whole at the meeting to ask questions about or make comments on the management of the Club.

15.3 Questions for the auditor at an Annual General Meeting

reasonable opportunity for the members as a whole at the meeting to ask the auditor

(a) the conduct of the audit;

(b) the preparation and content of the auditor’s report;

(c) the accounting policies adopted by the company in relation to the preparation

(d) the independence of the auditor in relation to the conduct of the audit.

15.4 Business of an Annual General Meeting

notice of meeting:

and

(b) election of directors (if applicable).

16. GENERAL MEETINGS

16.1 Convening General Meetings

confer a right on members to require the directors to call a General Meeting.

16.2 Entitlement to attend and vote at a General Meeting

Meeting is to be frozen for the purposes of that meeting at the time and date when the notice for that meeting is dispatched by the Club. The CEO must arrange for the

membership numbers. The roll of Full members remains frozen until completion of the

in this Constitution.

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16.3 Chair of the General Meeting

Each General Meeting must be chaired by:

(a) the Chairperson, if the Chairperson is present and willing to act; or failing that

(b) the Deputy Chairperson, if the Deputy Chairperson is present and willing to act; or failing that

(c) any director selected by the Board, if that director is present and willing to act; or failing that

(d) a member elected by the other members who are at the meeting.

16.4 Admission to a General Meeting

(a) The Chair of a General Meeting may refuse admission to (or turn out), anyonewho is not entitled under this Constitution to be at that meeting. The Chair of a General Meeting may also turn out any member if they:

liable to cause disruption;

of any article in their possession; or

(b) The Chair at a General Meeting is responsible for the general conduct of themeeting and for the procedures to be adopted at the meeting and may require the adoption of any procedures which are in his or her opinion reasonably necessary or desirable for:

(i) proper and orderly debate or discussion including limiting the time that a person present may speak on a motion or other item of business before the meeting; and

hands or a poll.

(c) Subject to sections 250S and 250T of the Corporations Act, the Chair of a General Meeting may at any time he or she considers it reasonably necessary or desirable for the proper and orderly conduct of the meeting:

(i) terminate debate or discussion on any business, question, motion or resolution being considered by the meeting and require the business,

(ii) allow debate or discussion on any business, question, motion or resolution being considered by the meeting to continue; or

(iii) decline to take or act on a point of order or procedural motion (and so there is no doubt, it is recorded that nothing in this Rule 16.4 takes anything away from the duty of the Chair under sections 250S and 250T of the Corporations Act and to ensure the proper and fair conduct of the

notice paper).

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16.5 Quorum for a General Meeting

meeting. A quorum must be present in order for a meeting to commence or continue.

16.6 Decisions made in a General Meeting

(b) At any General Meeting (unless a poll is demanded) a declaration by the Chairthat a resolution has been carried or carried by a particular majority or lost or

(c) If a poll is demanded it must be taken in such manner and either at once or after

the poll is the resolution of the meeting at which the poll was demanded. The

election of the Chair or on a question of adjournment must be taken immediately.

(d) A demand for a poll may be withdrawn.

16.7 Cancellation or postponement of a General Meeting

Board may cancel a General Meeting of the Club:

of those members that exceeds 50% of the requesting members or 50,

(b) If within 15 minutes from the time appointed for a General Meeting a quorum

the next week at the same time and place or to such other day, time and place as the Board may determine but the adjournment must not exceed 21 days. If at an adjourned meeting a quorum is not present the members who are present

meeting was called.

16.8 Adjournment

The Chair may with the consent of a General Meeting at which a quorum is present (and must if so directed by the meeting) adjourn the meeting from time to time and from place to place. An adjourned meeting must not transact any business other than

passed at the date on which it was actually passed and not an earlier date. It is not

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an adjourned meeting if the meeting is not adjourned for more than 30 days from the

16.9 May a non-member address a General Meeting?

A non-member may attend and address a General Meeting:

(b) if the non-member is an auditor of the Club.

16.10 Proxies

16.11 Annual Reports

required by legislation.

(b) A copy of each year’s Annual Report is to be retained by the Club permanently for historical purposes.

16.12 Meeting Standing Orders

The Board may from time to time adopt Standing Orders for the conduct of general meetings, through a By-law or By-laws that are not inconsistent with this Constitution.

conduct of a meeting.

16.13 Financial year

last day of December in each year or, subject to the Corporations Act, any other period as the Board may otherwise determine.

PART 4 – BOARD AND ELECTIONS

17. COMPOSITION OF THE BOARD

(a) The Club’s Board consists of the Prescribed Number of directors (as set out in Rule 17(b)) including the Chairperson and the Deputy Chairperson.

(b) The Prescribed Number is nine.

18. TRIENNIAL RULE

(a) The directors (including any director who becomes the Chairperson or Deputy

-

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Schedule 4 Rules for election to governing body for term of 3 years

(Section 30)

1 Definitions

In this Schedule:

general meeting means a meeting of the members of the club at which members of

triennial rule

year

2 (Repealed)

3 First general meeting under triennial rule

(2) The groups:

(a) shall be determined by drawing lots, and

(b) shall be as nearly as practicable equal in number, and

(c) shall be designated as group 1, group 2 and group 3.

4 Subsequent general meetings

5 Casual vacancies

6 Re-election

rule expires is not for that reason ineligible for election for a further term.

7 Revocation of triennial rule

(c) The directors elected at the AGM at which this Constitution incorporating this

this Constitution.

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19. ELECTION OF OFFICE BEARERS

(a) The Chairperson and the Deputy Chairperson are not elected by the members but by the Board from amongst their own number.

of the AGM), the newly re-constituted Board must elect a Chairperson and a

the next AGM unless in the meantime they cease to be a director.

(c) To be eligible for election as either a Chairperson or a Deputy Chairperson, a

months on the Board. If there is no nomination for a particular position from a

position.

is determined by drawing lots. If, after electing the Chairperson, there is a tie in

20. NOMINATION

Who is eligible for nomination for election to the Board?

To be eligible to be nominated to stand for election to the Board, a person must:

their nomination for election to the Board;

(b) not currently be under suspension;

Criminal Records Act 1991 is to be ignored);

relating to mental health;

21. DISQUALIFICATION FROM BEING A DIRECTOR

or continuing as a director if the member:

(i) is a director or senior manager, or a member of a Board committee, of another registered club; or

(ii) has a material personal interest in any hotel liquor licence relating to premises anywhere within 5 kilometres of the RCA Premises; or

Club at Tweed Heads, NSW.

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22, the member may apply for and the Board may grant an exemption as follows:

(i) The member must apply to the Board for exemption. The application must be in writing accompanied by full details of the circumstances that would otherwise disqualify the member.

information reasonably requested by the Board.

is not obliged to publish any reasons for its decision. The Board may but is not obliged to take into account the Board’s assessment of the potential of the member to make a contribution to the Board if the member were to be elected as a director, weighed against the potential for the disqualifying

of the next annual election of directors and, if the member is elected as a director at that election then the exemption continues for the whole of the term for which the member is then elected. If the member subsequently wishes to be a candidate for re-election, then the member may only do so if the member re-applies for and is granted a further exemption on each occasion.

22. LIMIT ON NUMBER OF DIRECTORS FROM A SINGLE INTEREST GROUP

22.1 Basic Limit

(a) No more than two members who are members of the same Single Interest Group may be on the Board at any time.

(b) This is a continuing requirement that applies at all times.

(c) At any time when there are already two members of a particular Single Interest Group on the Board, no other member of that particular Single Interest Group may become a director.

of the class of persons that make up the particular Single Interest Group.

22.2 Definition of a Single Interest Group

Single Interest Group means any of the following:

(a) (internal clubs) an internal club within the Club (internal clubs are referred to elsewhere in this Constitution as sections);

interest in any land that is within one hundred metres of a particular one of the Club’s licensed premises:

(i) for this purpose, two properties are within 100 metres of each other if any part of one property is within one hundred metres of any part of the other property;

(ii) for this purpose, each of the Club’s licensed premises is considered separately so that there is a separate group of such persons associated with each of the Club’s separate licensed premises;

(iii) for this purpose, a material interest includes a direct or indirect ownership interest or a direct or indirect interest as a tenant;

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with one or more others; and

22.3 Exclusions

Board is not a Single Interest Group.

(b) Where a director is a patron or member of a particular Single Interest Group, or

solely at the request of the Board then that is ignored for the purposes of this Rule 22.

(c) If a Chairperson (or his or her nominee director) is a member or patron of any

patronage is ignored for the purposes of this Rule 22.

22.4 Voting Procedures

At an election of the Board where more than two candidates come from the same Single Interest Group, only a maximum of two of those candidates can be elected. The basic limit in Rule 22.1(a) applies and a candidate may not be elected in breach

22.5 Information from Candidates

by a statutory declaration.

22.6 Operation of the restriction

This Rule 22 operates where there is a change in the circumstances of a particular director (the Affected director) that triggers a breach of the basic limit in Rule 22.1(a) because that director becomes the third member of a particular Single Interest Group

continuing as a director.

23. Election By-laws

The Board may from time to time make such By-laws not inconsistent with this Constitution as it thinks necessary for the conduct of any election of directors and all matters in connection with the conduct of elections.

24. How are members nominated for election to the Board?

(b) A nomination of a member to be elected to the Board must:

(i) be in writing;

(ii) specify the full name of the nominee;

(iii) be signed by the nominee;

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(c) The Board must determine the closing time for the receipt of nominations for election to the Board, which must not be later than 14 days before the date of the AGM at which the election is to take place (if required) (the Relevant Election Meeting).

than 14 days prior to the closing time for the receipt of nominations.

(e) All nomination papers must be in the form prescribed by the Board from time to

acting reasonably may decline to forward, or may edit, any materials

exceeds the maximum permitted length.

(ii) A candidate with their nomination may also include a recent photo of

(iii) Any candidate details and photos must be displayed and set out in a

as a single document) must appear in the same order as the names of the candidates on the ballot paper. A candidate may not object if his or her details or photo appear in the correct order but due to reasonable requirements for printing, appear on the back or some other particular position on a page.

their nomination undertake in writing to duly complete (within 12 months of being elected to the Board), training within the meaning of

recognised as entitling them to exemption pursuant to Regulation 28 of the regulations under the RCA.

statutory declaration in relation to matters material to their potential election as a director of the Club and also an acknowledgment that they are aware of the duties and responsibilities of a director of the Club.

25. ELECTION OF THE BOARD

25.1 How are the members of the Board elected?

the name of the candidate nominated on the Club’s noticeboard and the names of all nominated candidates must remain on the notice board until the conclusion

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(b) If there are not more candidates nominated for any particular position on the

declare such candidate or candidates duly elected.

(c) If at the close of nominations the number of candidates duly nominated is more than the number required to be elected then a ballot must be taken at the

Board as Casual Vacancies.

Returning Officerauthorise the Electoral Commissioner or any independent organisation in the business of conducting elections, to conduct a ballot. References to the Returning

authorised to conduct a particular election.

to them. Each candidate may appoint a scrutineer who is a Full member of the

does not appear or fails to participate.

or a nominator of a candidate.

printed ballot papers to be prepared for the ballot.

(i) The order in which the names of the candidates appear on the ballot paper must

(j) No rank or distinguishing features may appear in respect of any candidate on the ballot paper.

prohibited.

(p) In the counting of the ballot, a number, cross or a tick beside the name of a

more or less than the number of candidates to be elected in a particular election, must be declared informal.

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opportunity to decide the issue. The candidates concerned may but are not

decision from all of the candidates concerned on request or in the case of any dispute between the candidates concerned in that regard, the issue must be

Meeting following the closing of the ballot.

replace a ballot paper that has been spoilt. A member seeking a replacement

Counting may be incremental as the ballot proceeds.

(w) On completion of the counting of the ballot in a particular election, the Returning

Election Meeting and the Chair must then declare those persons elected to take

ballot being declared at the meeting.

25.2 When does a Board position become vacant?

(b) ceases to be a member of the Club;

(c) becomes a Club employee;

(d) is subject to an order made under the Corporations Act (or under any other law) prohibiting him or her from being a director or is otherwise prohibited from being a member of the Board under any law;

that determines that in the reasonable opinion of the Board he or she:

(i) has failed to comply with their obligations under any of:

(C) the current Director Code of Conduct adopted by the Board; or

(ii) is unable to duly discharge his or her duties due to medical or physical

and that the Board does not accept any explanation or apology from the director

(f) becomes prohibited from being a member of the Board by reason of any

of this Constitution;

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(g) becomes bankrupt, or makes an arrangement or composition with their creditors

(h) becomes insane, or his or her estate is liable to be dealt with in any way under any law relating to mental health;

failure;

(l) dies; or

25.3 What happens if there is a casual vacancy on the Board?

Subject to Rule 17(b), the Board may at any time appoint any Full member who is

25.4 What happens if there is a casual vacancy in any office on the Board?

PART 5 – BOARD GOVERNANCE

26. POWERS OF THE BOARD

26.1 Responsibility of the Board

of the Club.

26.2 Powers of the Board

remain the responsibility of the Board, as required by section 30(1)(a) of the

and obligation.

(b) The Board may exercise its powers and do all such acts and things as the Club is by law or this Constitution authorised to exercise and do and which are not by law or this Constitution required to be exercised or done by the Club in General

to the position of the CEO and also without limiting the Board’s general powers, the Board has power from time to time:

(i) to delegate any of its powers (other than this power of delegation) to committees consisting of such persons as the Board determines (being either directors or members, or employees of the Club), as the Board

(ii) to exercise the power of delegation in section 198D(1) of the Corporations Act;

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(iii) to institute, conduct, defend, compound or abandon any legal proceedings

the Club and also to compound or allow time for payment and satisfaction of any debts due to any claims or demands by or against the Club and to refer any claims or demands by or against the Club to arbitration and to

contracts, receipts, acceptances, cheques, bills of exchange, promissory notes and other documents or instruments

to determine the remuneration and terms of employment of such CEO and

of membership of the Club;

the persons eligible for membership of all or any such sections and

any charge for membership of such sections and committees or any of

payable by members;

of members relating to their use of the premises or relating to their

(x) to recommend the amount of honorarium payable to any director or to any

to pay such honorarium;

(xi) to pay or reimburse out-of-pocket expenses that are of a kind authorised by a current resolution of the Board and are reasonably incurred by any director or any other person in the course of carrying out his or her duties in relation to the Club; and

(xii) to appoint an auditor for the Club and set the remuneration of the auditor,

26.3 Powers of the Board to make By-laws

(a) The Board has power to make By-laws not inconsistent with this Constitution which in the Board’s opinion are necessary or desirable for the proper control,

and from time to time to amend or rescind any such By-law.

(b) Without limiting the generality of the Board’s power, a By-law may relate to any of the following matters:

to regulate by By-law;

(iii) the management and control of the Club’s premise;

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(ix) the control and regulation of the Club’s sections and committees and the

(x) generally all those matters as are commonly the subject matter of club

Corporations Act, the RCA or this Constitution for decision by the Club in General Meeting.

(d) Any By-law made under this Constitution comes into force and has the full authority of a By-law of the Club on being posted upon the club noticeboard at the Club’s main licensed premises.

27. DIRECTOR’S CONFLICT OF INTEREST

27.1 What interests must directors disclose?

(a) A director must in accordance with sections 191 and 192 of the Corporations Act disclose at a meeting of the Board as soon as practicable any material

the Club.

(b) A disclosure under paragraph (a) must include details of the nature and extent

of the Club. The disclosure must be recorded in the Minutes of that meeting of the Board.

(c) Without limiting the application of section 191(2) of the Corporations Act, paragraph (b) does not apply to an interest:

(i) which the director has as a member of the Club and which is held in common with the other members of the Club; or

(ii) which relates to a contract that insures, or would insure, the director

if the contract does not make the Club or a related body corporate the insurer).

(d) A director who has a material personal interest in a matter that is being considered at a meeting of the Board:

paragraph (e)(i) in relation to the matter, whether in relation to that or a

(ii) must not be present while the matter (or a proposed resolution of that kind) is being considered at the meeting.

(e) Paragraph (d) does not apply if:

and extent of the director’s interest in the matter and its relation to the

ordered in accordance with section 196 of the Corporations Act that

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the director may be present while the matter is being considered at the

(f) Section 41C of the RCA also applies if a director discloses an interest in a contract

27.2 What are some of the other accountability and transparency obligations in connection with the Club?

(a) A director must promptly and duly make, and cooperate in the making by the Club of, all disclosures and returns required by the RCA including:

(i) disclosure of interests in contracts (section 41C);

contracts with the Club (section 41F).

except to the extent permissible under the RCA (including section 41K).

body in which any such person has a controlling interest, contrary to the RCA (including section 41L).

(d) The Club must not enter into a contract for the remuneration by the Club of an

(e) The Club must monitor the circumstances of its senior employees and keep

and has responsibilities under Part 4A of the RCA.

(f) The Club must not lend money to a director. The Club also must not lend money to any employee except in conformity with the RCA (including section 41N).

(h) The Club must not enter into any loan contract or management contract, that isregulated by section 41O of the RCA, except in strict compliance with the requirements of that section.

28. VALIDITY OF DIRECTOR’S APPOINTMENT

All acts done by a director or by any person acting as a director will, notwithstanding

29. BOARD CHARTER

the Board Charter.

Board Charter (if any) current from time to time.

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30. DIRECTOR CODE OF CONDUCT

or repeal the Director Code of Conduct.

Conduct (if any) current from time to time. The Board may report to members

the Director Code of Conduct by a director including if the Board so determines,

31. PROCEEDINGS OF THE BOARD

31.1 Proceedings of the Board

(a) The Board may meet for the transaction of business, adjourn and otherwise

of all directors present and of all resolutions and proceedings of the Board must

(b) The Chairperson may at any time call a meeting of the Board. The CEO must call a meeting of the Board upon the request of not less than two directors.

(c) Subject to this Constitution, questions arising at any meeting of the Board will

31.2 Who chairs Board meetings?

The Chairperson must take the chair at a meeting of the Board. If the Chairperson is unwilling or unable to act, the Deputy Chairperson must take the chair. If that Deputy Chairperson is unwilling or unable to act, then a director chosen by the Board at the meeting chairs the meeting.

31.3 What is a quorum for a Board meeting?

(a) Subject to Rules 31.3(b) and (c) below, the quorum for a Board meeting is six directors.

(b) The Board may from time to time by a resolution that has been duly carried by

(ii) on any motion for a resolution to rescind a resolution that business of a

(iii) in respect of any matter concerning special business,

is nine directors.

(d) No business may be conducted at a Board meeting except when a quorum continues to be present.

31.4 Lack of quorum

Despite Rule 31.3(a), the continuing members of the Board may act despite their number being reduced below the number necessary for a quorum, for the purpose

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of increasing the number of members of the Board to that number or summoning a general meeting of the Club, but for no other purpose.

31.5 Acting whilst there is a casual vacancy

31.6 Circulating resolutions by directors

to that resolution by them signing a statement otherwise in accordance with section

31.7 Technology may be used to assist the Board

(a) A director may attend a meeting of the Board using any technology consented to by at least four of the directors. The consent may be a standing one. A director may only withdraw his or her consent within a reasonable period before the meeting.

(b) When a director attends a meeting of the Board using technology, the following

(i) A meeting of the directors may consist of a conference between directors,

is able:

(A) to hear each of the other participating directors addressing the meeting; and

(B) if they wish to address each of the other participating directors, to do so simultaneously.

(ii) The attendance of a director at a Board Meeting by technology can be

(A) telephone;

(C) internet;

(D) other technology (whether or not the technology exists when this

(iii) A quorum is present if at least the number of directors required to form

Rule. A meeting held in this way is taken to take place where the person chairing the meeting is located.

the quorum of a meeting at all times during a meeting when participating

knowledge that the connection to the director has ceased to function.

32. COMMITTEES OF THE BOARD

(ii) one or more disciplinary committees to exercise the Board’s disciplinary powers in respect of one or more of the Club’s RCA premises (and a particular

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(b) The appointment of a committee by the Board does not operate to exclude any power or right of the Board.

(c) In accordance with the Corporations Act, each committee of the Board must keepproper minutes of all meetings and decisions in the same manner that the Board is required to keep minutes of its own meetings and decisions.

(d) Each committee of the Board must conduct itself in such manner as directed by the Board and otherwise, in the same manner as the Board is required to conduct itself.

committee of the Board may act only in relation to the matter or matters

and restrictions imposed by the Board. The Board may impose requirements on a

or in the form of a general charter or By-law applying to all committees.

(f) Each member of a committee of the Board is bound by and must conduct

by the Board that is current from time to time, as if for that purpose they are a director.

(g) Unless otherwise directed by the Board, the quorum for a committee meetingis that number equal to a bare numerical majority of the total number of Committee members. To count, a Committee member must be present in person or through technology in the same manner as permitted under this Constitution for attendance at a Board meeting. No business may be conducted at a committee meeting except when a quorum is present.

PART 6 – CEO

33. NATURE OF THE POSITION OF THE CEO

PART 7 - RISK ALLOCATION

34. INSURANCE AND INDEMNITY OF OFFICERS

(a) To the extent permitted by law, the Club:

Legal Costs of that person;

do all or any of the following:

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(A) keep books of the Club and allow either or both that person and that

(B) indemnify that person against any Liability of that person;

that person in respect of Legal Costs of that person; and

(D) keep that person insured in respect of any act or omission by that

subsidiary of the Club, on the terms agreed (including as to the payment of all or part of the premium for the contract of insurance).

(i) Legal Costs of a person means legal costs incurred by that person in defending a claim or action for a Liability of that person or in relation to

(ii) Liability of a person means any expense, loss or liability incurred by that

case including liability for negligence; and where the context permits, including any alleged or potential such expense, loss or liability; but excluding any liability whether for costs or otherwise, arising as a result of any proceedings commenced by the person otherwise than at the written request of the Club.

(iii) (including a director or CEO) of the Club.

PART 8 - PROVISION FOR SECTIONS

35. SECTIONS

(a) The Board may permit any section (sometimes called internal clubs, sub-clubs or intra-clubs) of the Club to:

to that section on such terms and conditions (not inconsistent with the RCA or this Constitution) as that controlling body may from time to time require and to pay on behalf of the Club, capitation fees to that controlling body or as required by that body.

(b) A person is ineligible to be a member of any section of the Club unless he or she is an Ordinary Member, Employee Member, Junior Member or Life member.

facilities.

regular reports to the Board (or otherwise as the Board may require from time to time). The minutes and records of the section or committee must also be produced regularly and promptly for inspection by or on behalf of the Board.

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(e) Subject to this Rule, the constitutions and Rules or By-laws of each section of the Club may be amended from time to time by a majority of the members for

(f) A section of the Club must in the exercise of those powers delegated to it, conform to any charter, regulation or restriction that the Board may impose upon it from time to time. The Chairperson (or his or her nominee, who must

all sections. A section or committee may meet and adjourn as it thinks proper. The meetings and proceedings of a section consisting of two or more members

the By-laws if any that regulate the proceedings of the Board, unless otherwise prescribed by the Board.

(g) A section of the Club may take disciplinary proceedings against a member of the section, in accordance with the constitution of the section, only in respect of matters concerning the operation of the section. The rules of natural justice do not apply. Any disciplinary action which is taken by a section of the Club in respect of any member of that section must immediately be reported to the Board together with the reasons for that action and with a recommendation as to further action (if any) to be taken by the Board. A section of the Club has no right to exercise any of the disciplinary powers of the Board under Rule 9. The Board

Section’s annual report and any other information required by the Board from time to time.

(i) All assets in the possession or control of a section of the Club are, asbetween that section and its members on the one hand and the Club on the

must not incur any liability in the name of the Club or binding on the Club except as expressly authorised in writing by the CEO.

the section or in relation to the Club’s own name (or any substantially or misleadingly similar name).

PART 9 – CLUB OPERATIONS

36. CLUB OPERATIONS

36.1 Club not to extend credit

The Club must not extend credit to anyone or cash any cheque or allow any purchases by credit card, contrary to legislation.

36.2 Club noticeboard

There are many matters that legislation and this Constitution demand to be displayed

it must be:

(a) readily accessible to and noticeable by the membership; and

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36.3 Club must keep registers of members

(a) The Club must keep registers of members in the forms and with the details required by the RCA and including:

(i) the member’s full name, postal address and membership category;

(ii) whether the member is an Absent Member; and

(iii) any other information that the Board may direct be kept on the registers.

(c) Those registers may be in conjunction with, or in addition to, the register of members that the Club is required to keep for the purposes of the Corporations Act.

37. Amending this Constitution

(a) This Constitution may be amended by a special resolution of the Full membersat a General Meeting held in accordance with this Constitution and the Corporations Act.

(b) For the purposes of section 246B of the Corporations Act, it is agreed that the

a special resolution passed at a General Meeting of the members, without a separate meeting of the members of that class. A special resolution that amends

proposed special resolution.

38. REPLACEABLE RULES

Act). Of those replaceable Rules, only those listed in the following table apply, subject

Sections Replaceable Rule

Directors

198B Negotiable instruments

Company Secretary

Inspection of Books

247D Company or directors may allow member to inspect books

Directors’ Meetings

248A Circulating resolutions

248G Passing of directors’ resolutions

Meetings of members

250M When and how polls must be taken

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39. NOTICE

Constitution, to a member in the same way as prescribed in the Corporations Act

place a notice to that member (or to members generally) on the Notice Board of

(e) The Club is not obliged to send an annual report to a member except and unless where that is required under the legislation.

40. ELECTRONIC COMMUNICATIONS AND TECHNOLOGY

(a) For the purposes of anything under or in connection with this Constitution,

(i) any transaction with the Club taking place in part or wholly by means of one or more electronic communications;

communications; and

(iii) the lodgement of any nomination for membership or for election, by means of electronic communication.

Constitution and in lieu of the requirement for writing.

(c) Each member consents to the Club and the associated organisations of the

that the Club becomes aware of in some other way, for commercial electronic

Spam Act 2003 Cth.

41. PRIVACY

to time promulgated by the Club.

(b) Each member consents to the Club collecting and dealing with the member’s

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42. Participation in any Club activity, promotion or competition

any section of the Club, then the member or their guest is subject to all of the

of the particular rule or condition.

(ii) create grounds for disqualifying someone from participating;

(iii) exclude or limit the liability of the Club or anyone else in connection with

competition;

more generally;

of all rules and conditions that will apply. A member or their guest must not deny or contest the application of any such rule or condition on the basis that the rule or condition was not brought to their attention or adequately brought to their attention.

43. THE CLUB MAY OFFER PROMOTIONS

(ii) discount or rebate scheme;

based on one or more aspects of the member’s past, current or future

(which may be an email address or details of a preference); or

(x) membership of a section of the Club.

(b) All Full members must be entitled to participate in any such programme, schemeor promotion to the extent required for compliance with section 10(1)(i) of the

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(i) wish to participate; or

(ii) be capable of participating (physically or otherwise); or

(iii) qualify (or be likely to qualify) to participate based on past or future occurrences (and hence, may not be informed in particular of the programme, scheme or promotion); or

particular program, scheme or promotion.

(c) The Club is not under any obligation to inform a particular member of a particular programme, scheme or promotion.

44. LIABILITY OF MEMBERS AND FINISHING THE CLUB

44.1 Liability of members

(a) The liability of the members is limited.

(b) Each member undertakes to contribute to the assets of the Club if the Club is wound up during the time that he or she is a member, or within one year after ceasing to be a member, for payment of the debts and liabilities of the Club contracted before the time of ceasing to be a member and of the costs, charges and expenses of winding up the Club, and for the adjustment of the rights of the

exceeding $2 (two dollars).

44.2 What the Club may do with its income and assets in a winding up

(a) If the Club has any assets after all its debts and liabilities are paid or discharged

(i) those assets must not be transferred to, paid to, or distributed among, the members

that: has similar objects to those of the Club and which is required to apply its income and assets to promoting those objects; and is prohibited by its constitution from paying or distributing its income and assets amongst its members to an extent at least as great as the prohibition imposed on the Club by this Constitution.

(b) The other organisation or organisations referred to in Rule 44.2(a)(i) must be determined by:

(i) the Full members of the Club in general meeting (by ordinary resolution) at or before completion of the dissolution of the Club, or otherwise

(ii) the Supreme Court of New South Wales.

PART 10 – DEFINITIONS AND INTERPRETATION

45. DEFINITIONS

In this Constitution, unless the context otherwise requires:

Absent MemberState of New South Wales temporarily or permanently;

Authority means the Independent Liquor and Gaming Authority;

Board means the Board of directors of the Club;

Board Charter means a charter that sets out the manner in which the Board meets and

PA G E 5 3

By-law means a By-law adopted by the Board;

Constitution means this Constitution as amended or supplemented from time to time; and includes any By-law in force from time to time;

CEOappointed by the Board;

Club

Corporations Act means the Corporations Act 2001 (Cth);

Director Code of Conduct means a code of conduct that sets out the standards for the

Employee means any person who is either:

(a) an employee of the Club (whether full-time, part-time or on a casual basis); or

by another.

Gaming Machines Act means the Gaming Machines Act 2001 (NSW);

Liquor Act means the Liquor Act 2007 (NSW);

Office

RCA means Registered Clubs Act 1976 (NSW); and

State means the State of New South Wales.

45.1 Interpretation

In the interpretation and application of this Constitution, unless the context otherwise requires:

(a) in calculating any period of time commencing from a particular day, the period commences on the following day and the following day counts as part of that period;

parts of speech based on that expression, word or phrase and other grammatical

meaning throughout;

(d) a reference to any gender includes male and female;

(f) a mention of anything after include, includes or including, does not limit what else might be included;

(h) a reference to dollars or $ is to an amount in Australian currency;

(j) a reference to anything (including any amount) is a reference to the whole or any

whole of an obligation just because part of the obligation has been performed); and a reference to a group of persons is a reference to any one or more of them.

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