AAVDI Constitution

 AUSTRALASIAN ASSOCIATION OF VETERINARY DIAGNOSTIC IMAGING INC

(Constitutional Rules)

1.                  Objectives

1.1              The Objectives of the Association shall be:

a.                  To promote the highest possible standards of practice in veterinary diagnostic imaging.

b.                  To promote the study and development of veterinary radiography, radiology, ultrasonography, radiation oncology, and other veterinary applications of diagnostic imaging or radiobiology.

c.                  To maintain an awareness of safety measures commensurate with the proper use of ionising radiation.

d.                  To encourage publication in the sphere of veterinary diagnostic imaging.

e.                  To represent veterinary diagnostic imaging within other veterinary organisations.

f.                    To provide an organisation for those who have an interest in veterinary diagnostic imaging, and to promote social interaction and good fellowship amongst members of the organisation.

 

2.                  Title

2.1              The Association shall be known as the Australasian Association of Veterinary Diagnostic Imaging (AAVDI) Inc.

 

3.                  Membership

3.1

a.                  Membership of the Association shall be open to members of the veterinary and medical professions, veterinary students, and other suitably qualified workers who are interested in the aims of the Association.

b.                  Corporate membership of the Association shall be open to a company, university, college, club or other organisation interested in the aims of the Association.

c.                  Applications for membership of the Association must be submitted on the official application form obtainable from the Secretary or Treasurer. Such applications must be proposed and seconded by existing members of the Association, and the completed application form returned to the Secretary. Candidates shall be elected by a simple majority at the next Committee Meeting.

d.                  Any person wishing to resign from the Association shall give notice in writing to the Secretary.

e.                  In the event that a member’s Association dues are in arrears, the individual’s membership shall be rendered inactive. Members on the inactive roll shall lose their membership benefits, until such a time that the arrears are fully restored.

f.                    The Secretary shall establish and maintain a register of members, specifying the name, address and date of enrolment of each member. A copy of this register of members shall be kept at the principal place of administration of the Association and shall be open for inspection, free of charge, by any member of the Association at any reasonable hour.

g.                  The Committee shall have the power to propose to the Annual General Meeting that honorary life membership be conferred upon a member of the Association who has made an outstanding contribution to veterinary diagnostic imaging, or to the Association. Life members shall be elected by a simple majority at that Annual General Meeting. The Secretary shall enter the name of the elected life member into the register of members forthwith.

h.                  The Interim Committee and the Corresponding Members shall be offered Foundation Membership of the Association at the inaugural General Meeting.

 

4.                  Disciplining Members and Right of Appeal.

4.1              A complaint may be made by any member of the Association that some other member has:

a.                  Acted in a way that is deemed to bring the Association into disrepute.

b.                  Persistently refused or neglected to comply with a provision or provisions of these rules.

4.2              On receiving such a complaint, the Committee shall:

a.                  Serve notice of the complaint on the member concerned.

b.                  Give the member fourteen days from the time the notice is served within which to make submissions to the Committee in connection with the complaint.

c.                  Take into consideration any submissions made by the member in connection with the complaint.

4.3              The Committee may, by resolution, expel the member from the Association or suspend the member from membership of the Association if, after considering the complaint and any submissions made in connection with the complaint, it is satisfied that the facts alleged in the complaint have been proved.

4.4              If the Committee expels or suspends a member, the Secretary shall, within seven days after this action is taken, give written notice to the member of the action taken, of the reasons given by the Committee for having taken that action, and of the members right of appeal. The expulsion or suspension does not take effect until the expiration of the period within which the member is entitled to appeal against the resolution concerned.

4.5              A member may appeal to the Association against a resolution of expulsion or suspension within seven days after notice of that resolution, by lodging with the Secretary a notice of appeal.

4.6              On receipt of a notice of appeal from a member, the Secretary shall notify the Committee, which shall convene a Special General Meeting to be held within twenty-eight days after the date on which the Secretary received the notice of appeal. At this Special General Meeting:

a.                  No business other than the question of the appeal is to be transacted.

b.                  The Committee and the member shall be given the opportunity to state their respective cases orally or in writing, or both.

c.                  The members present shall vote by secret ballot on the question of whether the resolution should be confirmed or revoked.

 

5.                  Resolution of Internal Disputes

5.1              Disputes between members (in their capacity as members) of the Association, and disputes between members and the Association, shall be referred to a Community Justice Centre for mediation in accordance with the Community Justice Centres Act 1983.

 

6.                  The Committee

6.1              The Management Committee of the Association shall be called the Committee, and, subject to any resolution passed by the Association in a General Meeting:

a.                  Shall control and manage the affairs of the Association.

b.                  May exercise all functions as may be exercised by the Association other than those functions that are required by these rules to be exercised by a General Meeting of members of the Association.

c.                  Has power to perform all such acts and do all such things as appear to be necessary or desirable for the proper management of the affairs of the Association.

6.2              The Office Bearers of the Association shall be:

a.                  The President.

b.                  The Vice President.

c.                  The Secretary.

d.                  The Treasurer.

6.3              The Office Bearers of the Association shall be elected at the Annual General Meeting.

6.4              The Committee shall consist of:

a.                  The office bearers of the Association.

b.                  The immediate past President of the Association.

c.                  Two other members, each of whom shall be elected at the Annual General Meeting of the Association.

d.                  The conveners of all sub-committees

6.5              Each member of the Committee shall hold office until the conclusion of the Annual General Meeting following the date of the member’s election, but is eligible for re-election, provided that the President shall not be entitled to hold office for more than two consecutive terms.

6.6              In the event of a casual vacancy occurring in the membership of the Committee, the Committee may appoint a member of the Association to fill the vacancy and the member so appointed shall hold office, subject to these rules, until the conclusion of the Annual General Meeting next following the date of the appointment.

6.7              Election of Committee members:

a.                  Nominations of candidates for election as office bearers of the Association, or as other members of the Committee, shall be:

i)                    made in writing, signed by two members of the Association, and accompanied by the written consent of the candidate.

ii)                   delivered to the Secretary not less than seven days before the date fixed for the holding of the Annual General Meeting at which the election is to take place.

b.                  If insufficient nominations are received to fill all vacancies on the Committee, the candidates nominated shall be deemed to be elected and further nominations shall be received at the Annual General Meeting.

c.                  If insufficient further nominations are received, any vacant positions remaining on the Committee shall be deemed to be casual vacancies.

d.                  If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated shall be deemed to be elected.

e.                  If the number of nominations received exceeds the number of vacancies to be filled, a ballot shall be held.

f.                    The ballot for the election of the office bearers and other members of the Committee shall be conducted at the Annual General Meeting in such usual and proper manner as the Committee may direct.

g.                  A nomination of a candidate for election under this rule is not valid if that candidate has been nominated for election to another office at the same time.

6.8              For the purpose of these rules, a casual vacancy in the office of a member of the Committee occurs if the member:

a.                  Dies.

b.                  Ceases to be a member of the Association.

c.                  Resigns office by notice in writing given to the Secretary.

d.                  Becomes of unsound mind, or becomes a person whose person or estate is liable to be dealt with in any way under the law relating to mental health.

e.                  Is removed from office.

6.9              The Association in an Annual General Meeting, or a Special General Meeting, may by resolution, remove any member of the Committee from the office of member before the expiration of the member’s term of office, and may, by resolution, appoint another person to hold that office until the expiration of the term of office of the member so removed.

6.10          Delegation by Committee to Sub-Committee;

a.                  The Committee may, by instrument in writing, delegate to one or more sub-committees (consisting of such member or members of the Association as the Committee thinks fit) the exercise of such of the functions of the Committee as are specified in the instrument, other than:

i)                    This power of delegation.

ii)                   A function which is imposed on the Committee by the (Incorporation) Act or by any other law.

b.                  A function, the exercise of which has been delegated to a sub-committee under this rule, may while the delegation remains un-revoked, be exercised from time to time by the sub-committee in accordance with the terms of the delegation.

c.                  A delegation under this rule may be made subject to such conditions or limitations as to the exercise of any function the subject thereof, or as time or circumstances, as may be specified in the instrument of delegation.

d.                  Notwithstanding any delegation under this rule, the Committee may continue to exercise any function delegated.

e.                  Any act or thing done or suffered by a sub-committee action in the exercise of a delegation under this rule has the same force and effect as it would if it had been done or suffered by the Committee.

f.                    The Committee may, by instrument in writing, revoke wholly or in part any delegation under this rule.

g.                  A sub-committee may meet and adjourn as it thinks proper.

6.11          Any act done or suffered, or purporting to have been done or suffered by the Committee or by a sub-committee appointed by the Committee, is valid and effectual notwithstanding any defect that may afterwards be discovered in the appointment or qualification of any member of the Committee or sub-committee.

6.12          A Corporate Member shall not hold a position as Committee member.

6.13          An office bearer shall perform the duties of the public officer of the Association.

 

7.                  Meetings.

7.1              The Annual General Meeting of the Association:

a.                  Shall be held not less than nine months, and not more than fifteen months after the previous Annual General Meeting of the Association.

b.                  The business of the Annual General Meeting of the Association shall include:

i)                    minutes of the previous Annual General Meeting

ii)                   minutes of any Special General Meeting held since the previous Annual General Meeting.

iii)                 the President’s report.

iv)                 the Secretary’s report.

v)                  the Treasurer’s report.

vi)                 reports from any Committee or sub-committee.

vii)               election of office bearers of the Association.

viii)              discussion of date and place of the next AAVDI annual conference.

ix)                 election of new members of the Association.

x)                  any other business.

c.                  The necessary quorum for the Annual General Meeting shall be five members.

7.2              The Special General Meetings of the Association:

a.                  Shall be:

i)                    Called by the President whenever she or he think fit.

ii)                   Convened by the Secretary on the instruction of the Committee.

iii)                 Convened by the Secretary upon receipt of a request made and signed by at least six members of the Association, stating the subject intended for discussion.

b.                  Shall be held not later than thirty days after receipt of such instructions or request.

c.                  No business shall be transacted at the Special General Meeting other than that for which the meeting has been called.

d.                  The necessary quorum for a Special General Meeting shall be five members.

e.                  Shall be held at a location and time deemed appropriate by the Committee.

7.3              The Committee Meetings of the Association.

a.                  The Committee shall meet at least once in each period of twelve months at such place and time as the Committee may determine.

b.                  Additional meetings of the Committee may be convened by the President or by any member of the Committee.

c.                  Oral or written notice of a meeting of the Committee shall be given by the Secretary to each Committee member at least fourteen days (or such other time as may be unanimously agreed upon by the Committee members) before the time appointed for the holding of the meeting.

d.                  No business shall be transacted at the Committee Meeting other than that for which the meeting was called, except business which the Committee members present at the meeting unanimously agree to deal with.

e.                  The necessary quorum for a Committee Meeting shall be three members of the Committee.

f.                    No business shall be conducted by the Committee unless a quorum is present, and if after thirty minutes has passed from the time appointed for the meeting a quorum is not present, the meeting shall be dissolved, and shall stand adjourned to a time and place to be agreed by the Committee.

g.                  At the meeting of the Committee the President shall preside;

i)                    If the President is absent or unwilling to act, the Vice President shall preside.

ii)                   If the President or Vice President are absent or unwilling to act, such one of the remaining members of the Committee as may be chosen by the Committee members present at the meeting shall preside.

 

8.                  The Secretary.

8.1

a.                  The Secretary shall, as soon as practicable after being appointed as Secretary, lodge notice with the Association of her or his address.

b.                  It is the duty of the Secretary to keep minutes of:

i)                    all appointments of office bearers and other Committee members.

ii)                   the names of members of the Committee present at an Annual General Meeting, Special General Meeting, or Committee Meeting.

iii)                 all proceedings at Annual General Meetings, Special General Meetings, or Committee Meetings.

c.                  The Secretary shall ensure that minutes of proceedings at a meeting are signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting.

d.                  The Secretary shall establish and maintain a register of members, specifying the name, address and date of enrolment of each member of the Association.

 

9.                  The Treasurer.

9.1

a.                  It is the duty of the Treasurer to ensure that:

i)                    all monies due to the Association are collected and received.

ii)                   all payments authorised by the Association are made.

iii)                 correct books and accounts are kept showing financial affairs of the Association including full details of all receipts and expenditure connected with the activities of the Association.

iv)                 a report of the audit of the financial status of the Association is present at the Annual General Meeting.

 

10.              Voting

10.1          At the Annual General Meetings and Special General Meetings:

a.                  All financial members (including corporate members) and honorary life members of the Association shall be entitled to vote.

b.                  Each member (including corporate members) have one vote only.

c.                  All votes shall be given personally or by proxy.

d.                  Personal votes shall be given by a show of hands; unless a poll is demanded, a declaration by the chairperson (on the show of hands) that the resolution has been carried, been carried unanimously, been carried by a particular majority, or lost, is evidence of the fact without proof of the number of votes recorded in favour of or against the resolution.

e.                  In the case of a Special General Meeting called for an appeal against expulsion or suspension, the voting shall be carried out by secret ballot.

f.                    Each member shall be entitled to appoint another member as proxy by notice given to the Secretary not later than twenty-four hours before the time of the meeting in respect of which the proxy is appointed.

g.                  In the case of an equality of votes on a question at an Annual General Meeting or Special General Meeting, the chairperson of that meeting is entitled to exercise a second, or casting vote.

10.2          At Committee Meetings:

a.                  Each Committee member shall be entitle to vote.

b.                  Each Committee member present has only one vote.

c.                  All votes shall be given personally or by proxy.

d.                  The Committee may act notwithstanding any vacancy on the Committee.

e.                  Each Committee member shall be entitled to appoint another Committee member as proxy by notice given to the Secretary not later than twenty-four hours before the time of the Committee Meeting in respect of which the proxy is appointed.

f.                    In the case of an equality of votes on a question at a Committee Meeting, the chairperson of that meeting is entitled to exercise a second or casting vote.

 

11.              Subscriptions

11.1          The amount of the annual subscription for the succeeding year shall be reviewed annually by the Committee, and approved by members at the Annual General Meeting.

11.2          Annual subscriptions for the following twelve months shall be due on the 1^st of May of each year, or in the case of new members, upon election.

11.3          The annual subscription may be waived in the case of Life Members, or on the grounds of great hardship.

11.4          The annual subscription may be reduced in the case of student membership.

11.5          Any member in arrears of subscriptions or other dues for longer than three months shall not be entitled to vote, hold office, or receive the notices and publications of the Association until such arrears are paid in full.

 

12.              Members Liabilities.

12.1          The liability of a member of the Association to contribute towards the payment of the debts and liabilities of the Association or the costs, charges and expenses of the winding up of the Association, is limited to the amount, if any, unpaid by the member in respect of membership of the Association.

 

13.              Audit.

13.1          The Committee shall arrange an annual audit of its account books.

13.2          A Treasurer’s report and a report of the audit shall be submitted to the Annual General Meeting of the Association.

 

14.              Insurance.

14.1          The Association shall effect and maintain insurance under Section 44 of the Associations Incorporation Act 1984.

14.2          In addition to the insurance required under clause (14.1), the Association may effect and maintain other insurance.

 

15.              Source of Funds.

15.1          The funds of the Association shall be derived from the annual subscription fees of members, entrance fees to meetings organised by the Association, donations, and subject to any resolution passed by the Association at an Annual General Meeting, such sources as the Committee determines

15.2          All monies received by the Association shall be deposited as soon as practicable (and without deduction), to the credit of the Association’s bank account.

15.3          The Association shall, as soon as practicable after receiving any monies, issue an appropriate receipt.

 

16.              Management of Funds.

16.1          The assets and income of the organisation shall be applied solely in furtherance of its above-mentioned objectives and no portion shall be distributed directly or indirectly to the members of the organisation except as bona fide compensation for services rendered or expenses incurred on behalf of the organisation.

16.2          Subject to any resolution passed by the Association at an Annual General Meeting, the funds of the Association shall be used in pursuance of the Objectives of the Association in such a manner as the Committee determines.

16.3          All cheques, drafts, bills of exchange, promissory notes, and other negotiable instruments must be signed by any two office bearers of the Association.

16.4        In the event of the organisation being dissolved, the amount that remains after such dissolution and the satisfaction of all debts and liabilities shall be transferred to the International Veterinary Radiology Association which has rules prohibiting the distribution of its assets and income to its members.

 

17.              Alteration of Objectives and Rules.

17.1          The statement of Objectives and these rules may be altered, rescinded or added to only by a Special Resolution of the Association.

 

18.              Special Resolution of the Association.

18.1          A Special Resolution of the Association may be passed by a majority which comprises at least three-quarters of such members of the Association as vote in person or by proxy at an Annual General Meeting. At least twenty-one days written notice specifying the intention to propose the Special Resolution shall be given to the members.

 

19.              Common Seal.

19.1          The common seal of the Association shall be kept in custody of the public officer of the Association.

19.2          The common seal of the Association must not be affixed to any instrument except by the authority of the Committee.

19.3          The affixing of the common seal of the Association must be attested by the signatures of two members of the Committee, at least one of whom shall be an office bearer.

 

20.              Custody of Books.

20.1          The public officer of the Association shall keep in her or his custody, or under her or his control, all records, books and other documents relating to the Association.

 

21.              Inspection of Books.

21.1          The records, books, and other documents of the Association shall be open to inspection, free of charge, by a member of the Association at any reasonable hour.