AGENDA ______3
MINUTES FROM PREVIOUS AGM ______4
REGIONAL DIRECTORS REPORT ______9
OPERATIONS REPORT ______14
TECHNICAL REPORTS ______17 High Performance ______17 Referees Report ______18 Coaching Report ______19 Selectors Report ______21 Players Representative ______23 Tournaments ______24 Member Protection ______25
FINANCIAL STATEMENT ______26
Election of Officers ______27
Appointment of Life Membership ______27
SPECIAL RESOLUTIONS ______27
APPOINTMENT OF AUDITOR ______27
APPOINTMENT OF PUBLIC OFFICER ______27
GENERAL BUSINESS ______27
ACKNOWLEDGMENTS ______28
Appendix ______29
1. Welcome
2. Apologies
3. Registration of Attendance
4. Minutes from previous AGM
5. Annual Reports a. Regional Directors report
b. Operations report [Assistant Regional Director] i. Media / Communications ii. Uniforms/Merchandise
c. Technical report i. High Performance ii. Referees report iii. Coaching report iv. Selectors report v. Players vi. Tournaments vii. Member Protection
d. Financial Statement
6. Election of Officers a. Regional Director (2 year appointment) b. Technical Director (2 year appointment)
7. Appointment of Life Membership
8. Special Resolutions
9. Notice of Motions
10. Appointment of Auditor
11. General Business
NSWTA HUNTER WESTERN HORNETS TOUCH ASSOCIATION AGM MINUTES 2018 Wests, Nelson Bay NSW 7:00pm Friday 5 October 2018
1. Meeting Opened – 7:03pm Kim Miller welcomed all and thanked everyone for coming.
2. Registration of Attendance: Kim Miller (Regional Director & Newcastle City TA) Rob White (Finance Director) Karen Davies (Technical Director) Amanda Draper (Parkes TA) Amanda White (Newcastle City TA) Annie Tolhurst (Volunteer) Beau Newell (Referee Director) Craig Harris (Newcastle City TA) Dean Russell (General Manager, NSWTA) Jamie O’Connor (Chief Operating Officer, Touch Football Australia) Jay Miller (Players Representative) Julie Wiseman (Maitland TA) Karley Banks (Coaching Director) Melinda Walls (Co-Junior Director & Maitland TA) Roger Lang (Mudgee TA) Scott Oliver (Wallsend TA) Sheralee Langbridge (Doyalson TA) Tony Saunders (Head Trainer)
Welcome to those who Skype or Phone in – Nil
3. Apologies: Wayne Goodchild (Assistant Regional Director), Don Green (Selectors Director), Megan Constable (Singleton Junior TA)
Joel Begnell (Co-Junior Director) Aileen May (President, NSWTA) Mark Hearnden (Independent Director, NSWTA)
4. Minutes from Previous AGM Meeting – Saturday 27 May 2017 held at Newcastle Harness Racing Club, Broadmeadow at 3:00pm. Review, no amendments. Minutes were accepted - Moved Karen Davies, Seconded Jay Miller
5. Minutes from Special General Meeting – Newcastle Harness Racing Club, Broadmeadow at 09:00am Saturday 9th December 2017. Review, no amendments. Minutes were accepted - Moved Karen Davies, Seconded Rob White
6. Annual Reports. a) Regional Director – Tabled. No questions. i. Kim elaborated on the focus to support the western region and improve participation levels. Kim also discussed the transition between Beau Newell and Amanda Draper in the role of Regional Director of Referees, and thanked Beau for his 11 years of service in the role. Kim also made brief mention that Inferno has been secured as Hornets’ new official uniforms supplier. b) Operations Report – Tabled. No questions. c) Technical Reports i. Referees – Tabled. No questions. ii. Coaching – Tabled. No questions. iii. Selectors – Tabled. Kim spoke to Phil Robinson’s departure and thanked him for his service. iv. Juniors – Tabled. No questions.
Dean Russell Moved all reports be accepted. Seconded Davies. All in favour. Unanimous.
7. Finance Reports. a) Finance Report tabled. b) Audit report was not available as it is still being completed by the appointed Auditors. It will be distributed to all Affiliates once it is received and signed off. c) Bank Statements were presented. d) Profit & Loss unaudited statements were presented.
e) There were no questions.
Moved Karen Davies Seconded Kim Miller to accept the unaudited accounts. Unanimously accepted.
8. Election of Executive Officers Positions are for a two-year term. Returning Officers were appointed – Jamie O’Connor and Tony Saunders.
a) Position of Regional Director was declared vacant. At this point in time, Kim Miller stepped down as chairman, and appointed Karen Davies as temporary Chairperson.
Only one nomination was received. Beau Newell, with tabled nomination. Beau was nominated by Karen Davies and 2nd by Kim Miller. Unanimous YES vote was returned. Beau accepted position, and took over as Chairperson.
b) Position of Finance Director was declared vacant. Only one nomination was received. Rob White who currently holds the position. Rob was nominated by Beau Newell and 2nd by Wayne Goodchild. Unanimous YES vote was returned. Rob accepted position.
c) Position of Technical Director was declared vacant. Nil nominations received, due to confusion with new constitution. Beau advised the Board would discuss with incumbent, and appoint post AGM.
Melinda Walls Moved that the voting slips be destroyed. Seconded by Karley Banks.
9. Appointment of Life Member. a) One nomination was received for Beau Newell, and tabled at the NSWTA BOM in early 2019. Beau was nominated by Kim Miller and 2nd by Karen Davies. Unanimous YES vote was returned. Beau appointed as Life Member.
10. Special Resolutions. a) Motion for amendment of constitution was proposed. However, Dean Russell advised this needed to be endorsed by the NSWTA Board, prior to consideration by the Hornets
TA membership. As such, the resolution was withdrawn, with the intention to re-submit for consideration at the next AGM.
11. Notice of Motions. a) Nil.
12. Appointment of Auditor. b) Evolution Audit Pty Ltd, Warners Bay are our current appointed Auditors. c) Consideration was given to Mark Walmsley Chartered Accountant and agreed to by those in attendance to be the new auditor, based on knowledge of sports association business and the cheaper cost that Evolution. d) Rob White Moved that Mark Walmsely Chartered Accountant be appointed for the next reporting period. Seconded by Karen Davies. Meeting unanimously accepted appointment by show of hands.
12. Appointment of Public Officer. a) Board asked Wayne Goodchild who has currently held position for the past three years if he would continue in the role. Wayne accepted position.
13. General Business. a. Auditors Reports (Year Ending 31 December 2018 and current) Auditors report to be done by Evolution for this fiscal period.
b. NSWTA Tournament Sanctions Beau provided an update to the membership on the sanctions applied by NSWTA over an email sent form the Tournament Crew which made comparative differences between Hornets Championships and the NSW Country Championships, and was deemed in breech of NSWTA policy. Hornets appealed the decision, with NSWTA reviewing and advising new sanctions. In summary: 1. No affiliate outside the Hornets region are to participate in the Hornets Championships between 1 Sept 2018 to 31 December 2019. Junior events are not affected by this penalty. 2. Formal correspondence needs to be approved by an executive member. 3. Hornets suspended sentence of $5,000 still remains for the period 1 Sept 2018 until 31 December 2020.
Beau advised that he is still appealing his personal sanctions, with Dean Russell confirming that those in place on Beau will not affect his ability to carry out any role within Hornets.
c. Management Committee Positions (Calls for EOI – with appointments to be finalised by new Regional Board within 6 weeks). Vacant committee positions to be finalized within the next six weeks. Some positions that were previously split (e.g. Western/Eastern) are no longer split. Joint nominations will be considered if received.
14. Other Business. b) Jamie O’Connor was given the opportunity to speak to the membership. He advised that within the NRL Touch Premiership, the New Zealand Warriors were coming in. Some operational issues need to be sorted, however there is a number of NRL clubs interested in joining the premiership. The 8th team needs to be strong, and not sub- standard. AirAsia to help support travel. NSWTA/TFA/QTF to hold discussions regarding how selections will take place. c) A brief discussion was held about the Under 20’s at NTL. Both TFA and NSWTA believed there was enough competition for the younger ages, however there was opportunity for further consideration in due course.
Meeting Closed: 8:14pm.
The Hunter Western Hornets have gone from strength to strength over the 2018/19 fiscal year. With fresh blood on our executive we have benefited from the new influx of passion, dedication and determination while maintaining our drive to build and strengthen our region moving forward.
Possibly one of the most intense twelve month periods of touch football, the past year has seen a roller coaster of triumphs and tribulations for all areas of the game. When considering the representative arm of our sport, this past twelve months saw 15 representative tournaments that impacted our region alone, without even looking at tournaments outside of our regional scope; 1. Vawdon Cup (Jul-Oct 2018) 2. Youth World Cup (Aug 2018) 3. National Youth Championships (Sep 2018) 4. Hornets Championships (Oct 2018) 5. State of Origin (Nov 2018) 6. Don Green Western Junior Championships (Nov 2019) 7. NSW State Cup (Dec 2018) 8. Central Coast Junior Championships (Dec 2018) 9. Peter Wilson Memorial Championships (Feb 2019) 10. NSW Junior State Cup – Northern Conference (Feb 2019) 11. NSW Junior State Cup – Southern Conference (Feb 2019) 12. National Touch League (Mar 2019) 13. NRL Touch Premiership 14. NSW Junior State Cup – Finals (Apr 2019) 15. Touch World Cup (Apr-May 2019)
16. NSW Junior Regionals (Jul 2019)* [not in the reporting period]
Not only is this unprecedented, it created an enormous level of burnout across all arms of our sport. While many of them are outside of our control, it has been important for our Board to ensure we consider the effects of other events on our players.
While burnout is a factor, the ability to embrace this intense period was exactly what a number of our players did, including the likes of our Hornets Mens Open side, who were crowned Premiers at the 2019 National Touch League. For the first time ever, this achievement was made by a dedicated group of individuals who embraced each other and the true team spirit to take out the win.
In addition to success on the field, it would be remiss of me not to recognise the hard work that has taken place off the field, as well.
2018/19 also saw these highlights: - Launch of new Hornets website - Release of the Hornets Travel & Reimbursement Policy - Release of the Hornets Junior Rep Network – Framework for Use - Release of the Hornets Family Financial Support Policy - Introduction of the Hornets High Performance Unit - New partnership agreement with Inferno as official apparel supplier - Launch of first ever Junior High Performance Campaign - Development of the first ever Hornets Strategic Plan - Maintained Good Sports Level 3 accreditation - Participation in the Pride in Sport Index - Mens Open Team crowned premiers at NTL - Hornets referee, Kim Skelly, named #3 referee in the world at World Cup, and leading referee at the NRL Touch Premiership.
While there are many more items that could be listed, these are just some of them. Furthermore, this past twelve months has seen Hornets in the best financial positions we have ever seen. This is due in part to a much more diligent process towards budgeting, and an enhanced focus on finance management. While we have managed a tidy surplus, we have already seen a commitment to giving back to our membership.
At the 2019 National Touch League (NTL) Hornets committed over $22,000 worth of levy subsidies to players, with an additional $53,000 worth of subsidies for the 2019 NSW Junior Regional Championships (JRC) and over $12,000 worth of subsidies for those who will be attending the National Youth Championships (NYC), later this year. This equates to over $87,000 worth of player subsidies given out in under a twelve month period.
Ultimately, this has been a pleasing year all round. My sincere thanks to all of our amazing Hornets volunteers, from committee members, to coaching staff, referees, tournament crew, selectors, and parents. You are all the reason this region can boast our success, as without all of you we would not be where we are today.
Beau Newell Regional Director
Milestones
Farewell of Kim Miller It would be remiss of Hornets not to acknowledge the extended service and dedication of Kim Miller, who stepped down as Regional Director during this reporting period. Hornets hosted an informal farewell event, held in Newcastle, which was a great evening with many special guests. During the evening we were also able to get video messages from different attendees who gave their best wishes to Kim and his future (available for viewing from our Facebook page). Hornets would like to thank Kim for his enormous effort over his 10+ years in our region.
Record breaking funding for Hornets players As part of this years JRC campaign the Hornets Board undertook research on the expense of being in a team, with a particular focus on players from clubs that have a greater distance to travel to/from trials, high performance camps and alike. This research took into account the following; • Players who have to travel over 300km on a round trip, using the model of the Hornets travel rebate amount of 0.39c p/km; • Costs of accommodation requirements; using the ATO’s tiers of accommodation costs for respective regional/rural locations of trials/camps etc.
The research revealed that a player who meets the above, would pay in excess of $785 on accommodation and travel just for the three High Performance Camps and training sessions. After confirming this unbelievable information, the Hornets Board had extensive discussions on how we can better support those with higher levels of cost involved in playing for our region, and devised the ‘2019 Support Contribution’ which after a JRC Audit of players attendance will provide the 28 individuals affected a financial contribution towards their travel and accommodation expenses.
Over the past twelve months the Hornets Board have been working hard to ensure that we have supported our members in every way possible, both on and off the field. This has included significant financial investment towards those representing our region at tournaments across the state and country, to reduce the financial burden of those playing our sport at a higher level.
At the 2019 National Touch League (NTL) Hornets committed over $22,000 worth of levy subsidies to players, with an additional $53,000 worth of subsidies for the 2019 NSW Junior Regional Championships (JRC) and over $12,000 worth of subsidies for those who will be attending the National Youth Championships (NYC), later this year. This equates to over $87,000 worth of player subsidies given out in under a twelve month period.
While we will continue to support players, where possible, the Hornet Board have agreed to introduce an eligibility criterion for those representing our region and wishing to take advantage of any future subsidy from Hornets.
Don Green Life Membership to NSWTA Hornets wish to formally congratulate Don Green on his induction as a NSW Touch Association Life Member, during the reporting period.
Don’s involvement in the sport far exceeds that of many of his fellow countrymen. From grass roots touch football all the way to the very top, Don has poured an immense amount of his life into the game we love so dearly.
In the early days, Don began playing touch football for his local club and then represented Region 2 (Western Region) in the early 1990’s.
After a brief time as a representative player, Don soon found enjoyment selecting representative teams for affiliates, regions and schools across the Hunter and Western areas of NSW. This proceeded into Don becoming the Director of Selectors for Region 2 in 1995, until the regions merged with Hunter (Region 5) at which time Don oversaw the Selecting arm for the entire Hunter/Western Hornets Region from 1998 to 2013.
From 2013 until 2017 Don held the position of Junior Director (Western) for the Hunter Western Hornets Touch Association. During which time his focus and dedication to junior representative advancement saw great success, particularly with the formalisation of the Hornets Western Junior Championships.
At the height of Don’s involvement in the junior arm of our sport, the Hunter Western Hornets bestowed the honour of naming the Western Junior Championships after Don. An honour greatly deserved for Don’s dedication to the junior arm of our sport, particularly in Western NSW.
From an affiliate level, Don’s home affiliate was Wellington Touch Association, in the Central West of NSW. For many years Don led the Wellington TA Executive, and in his capacity as President saw steady growth of the local competition into the 21st century.
In addition to Don’s involvement at local and regional level, Don has advanced into the state arena as one of NSW’s most respected and valued Selectors.
One of only few people to hold the Level 7 Selectors pin, Don has led the selection of countless NSW state representative sides. Something which he continues to this day as a current member of the NSW State Selection Panel.
Further to Don’s achievements within affiliated associations, his professional influence as a school teacher helped with the advancement and promotion of touch football as a sport of choice for school students within Wellington and the Western region of NSW.
Don regularly runs technical courses, as a Selector Course Presenter, and has successfully accredited hundreds of selectors for NSW throughout his presenting career.
In 1999 Don Green was awarded an NSW Touch Association ‘Blues Award’, for his voluntary services to the sport. This recognition continued throughout the years after being inducted as a Life Member of the sport at both Wellington Touch Association and the Hunter Western Hornets Touch Association [2008].
Congratulations, Don, on your years of services to our state. You are a now a valued Life Membership with NSW Touch Association.
Pride in Sport Index Participation For the first time ever, Hornets took part in a benchmarking submission through the Pride in Sport Index (PSI). The PSI is an initiative developed through Sport Australia and the Aust Human Rights Commission and is a tool to measure the inclusivity of LGBTI+ people in a sport/club.
The Hornets received a ‘participation’ acknowledgement for its first year, with much of the content for the submission derived from TFA and/or NSWTA governance. We encourage other regions and clubs to take part in this index in the future as well as the state body itself, to help touch football improve is position on LGBTI inclusion, something which Hornets believe are leading this space across our sport, but also recognising there is much more we can do to improve.
Meetings Attendances Record 2018/2019 Reporting period: July 2018 until June 2019
Board Meetings Number of Meetings Held Meetings Attended
Regional Director 3 3 Assistant Regional Director 3 3 Technical Director 3 3 Finance Director 3 3
Management Committee J A S O N D J F M A M J Meetings [AGM]
Regional Director ✓ ✓ ✓ ✓ ✓ NM ✓ NM NM ✓ ✗ NM 7/8
Assistant Regional Director ✓ ✓ ✓ ✗ ✓ NM ✓ NM NM ✓ ✓ NM 7/8
Technical Director ✓ ✓ ✓ ✓ ✓ NM ✓ NM NM ✓ ✓ NM 8/8
Finance Director v ✓ ✓ ✓ ✓ NM ✓ NM NM ✓ ✗ NM 6/7
Tournament Director ✓ ✓ ✓ ✓ ✓ NM ✓ NM NM ✓ ✓ NM 8/8
Tournament Associate ✓ ✓ ✓ ✓ ✓ NM ✓ NM NM ✓ ✗ NM 7/8
Coaching Director ✗ ✗ ✓ ✓ ✓ NM ✓ NM NM ✓ ✗ NM 5/8
Referee Director ✓ ✓ ✓ ✓ ✓ NM ✓ NM NM ✗ ✓ NM 7/8
Selector Director - Hunter ✗ ✗ ✗ ✗ 0/4
Selector Director - Western ✗ ✗ ✓ ✗ 1/4
Selector Director ✗ NM ✗ NM NM ✓ ✓ NM 2/4
Junior Director - Western ✓ ✗ ✗ ✗ 1/4
Junior Director - Hunter ✓ ✓ ✓ ✓ 4/4
Junior Director ✓ NM ✓ NM NM 2/2
Players Representative ✓ ✓ ✓ ✓ ✗ NM ✓ NM NM ✓ ✓ NM 7/8
Tour Leader v v v v ✓ NM ✗ NM NM ✓ ✓ NM 3/4
MPIO v ✓ ✓ ✗ ✓ NM ✓ NM NM ✓ ✗ NM 5/7
High Performance Director v v v v ✗ NM ✓ NM NM ✗ ✗ NM 1/4
Media & Comms Manager v v v v v NM v NM NM v v NM 0/0
Merch & Uniform Coord v v v v ✓ NM ✓ NM NM ✓ ✓ NM 4/4
LEGEND: ✓ = Attended ✗ = Apology v = Position Vacant NM = No Meeting
Website Hornets migrated to its new website platform in Nov/Dec 2018, and included a period of nil analytics being collected, due to the transition of websites. It’s important to note, however, that the old website is still in use for display of tournament fixtures and results and as such will still be reported on. WEBSITE VISITS 120000
100000
80000
60000
40000
20000
0 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 May-19 Jun-19 Fixtures/Results 5621 4781 11264 59926 31145 42516 31631 78594 3558 3241 3706 2420 Main Website 0 0 0 0 0 0 8922 17694 19101 1728 2196 3010
Hornets Social Media Likes/Follows
Platform Likes/Followers
1813
3982 495
Facebook Twitter Instagram
SOCIAL MEDIA COMPARATIVE DATA
Rebels
Eagles
Suns
Mets
Scorpions
Hornets
0 1000 2000 3000 4000 5000 6000 7000
Facebook Instagram Twitter
Membership Communications Hornets currently have capacity to reach the following, when considering membership registrations for tournaments: Season 2, 2018 = 3,491 individuals Season 1, 2019 = 2,145 individuals Total 2018/19 Membership = 5,636 Total All-Seasons Membership = 8,461
Uniforms & Merchandise After some challenges with getting contract sorted we finally got uniforms for NTL and junior regionals. They looked fantastic. There were some teething issues with being my first year and hope to make some changes to take the stress out of orders.
Some changes that need to happen, cut off time for orders and no changes accepted, unless it’s a shadow player coming in, parents are to sign off on all junior orders. I think possibly need to look into maybe eftpos or square pay that way parents can pay on the day, if we don’t do uniforms through online shop. I have counted all the excess stock I have collected from Beau and will do an updated spreadsheet as soon as I can. Next year orders should be easy with only new teams for 12s and new players needed to be fitted.
Julie Wiseman Uniform & Merchandise Coordinator
High Performance Progression within the High-Performance unit has commenced, and several areas are beginning to take shape.
Recently Hornets conducted three junior high-performance camps. They were successfully run across three areas within the Hornets region in Singleton, Tuggerah and also at Wallsend. Whilst I feel these camps went well and we had a phenomenal turn out to each camp, we can only improve on these camps with better planning to ensure all participants are receiving as much support as we can give.
It was also great to see a large turnout of players attend and trial for the junior regional teams. The selection process appeared to run smoothly due to the buy in of the coaches, selectors and players. Once again it would be great to hold discussions around this area further as a committee to iron out any creases in the process.
We also recently conducted the NYC trials, which saw a great turn out of development players within our Region. We trialled some additional testing at these tournaments, which allowed us to collect some additional data to assist in the final selection of the teams.
Moving forward we still have a lot of planning and work to do in the high-performance area. We are off to a great start with lots of good ideas and discussion around opportunities for improvement to ensure our teams, coaches, selectors and referees are in the best shape to take Hornets to the position of number 1 Region.
Craig Harris High Performance Director
Referees Report 2018/19 was a successful year for many Hornets Referees. We currently have the World Number #3 Referee with Kim Skelly and 5 other referees who obtained grand finals at World Cup in Malaysia. Those referees being Rob Bowen, John Clark, John Frost, John Taylor and Amanda Draper.
We had many Hornets referees at State of Origin, Youth World Cup and NRL Premiership – too many to name. We have two up and coming referees awarded positions in the TRYS program being Cody Reynolds from Parkes and Sam Mackay from Forbes. There were four 5 year service awards also obtained by Hornets referees with the recipients being Amanda Draper, Chris Reynolds, Tim Ah See and Barry Nichols.
Upgrades 2018-2019 season: Level 6 - Tess Leahy, Bec Rogers, Tony Bradley Level 5 - Paul George, Mya Cooke, Josh Fishlock, Lachie Bradley, Ivan Cole Level 4 - Marty Robinson, Mason Colwell, Deacon Cameron, Jackson James-Walsh, Bryce Lucas, Warren Steedman, Ryan Wake
Overall Referee Winners for 2018/2019 Season: - 2019 Christine Sterling Memorial Trophy for Hornets Referee of the Year o John Clark - 2019 Hornets Most Improved Referee of the Year o Lachlan Bradley - 2019 Hornets Referee Coach of the Year o John Turnbull - 2019 Peter Wilson Memorial Championships John Frost Award for Referee of the Tournament o Alec Clark - 2018 Don Green Western Junior Championship Referee of the Tournament o Tim Ah See - 2018 Hornets Championships Referee of the Tournament o Kim Skelly - 2018 Central Coast Junior Championships Referee of the Tournament o Barry Nichols
Amanda Draper Regional Director of Referees
Coaching Report It’s been a very productive 12 months for the coaching arm of the Hunter Western Hornets Region from July 2018- July 2019.
Mentoring assistance & peer coaching support for coaches has been provided in the lead up to Senior NTL and NSWTA Junior Regional Championships and other events such as the Hunter Western Hornets Regional Championships and the NSWTA Country Championships which has enabled many coaches within the Hornets region to access coach education information, seek advice and receive feedback around their own coaching endeavours, observe and attend higher level representative training sessions, and have player groups at both junior and senior levels from grass root to elite being exposed to current and relevant specific technical and tactical game skill sessions and information from the coaching arm during this period.
Hunter Western Hornets coaches in the affiliate and representative framework have taken opportunities offered up by the parent bodies of the sport in the FTEM Coaching accreditation system to advance themselves in terms of their technical qualifications and their ongoing knowledge acquisition through our own regional coaching workshops and organized assistance offered at training camps, clinic days, NRL Touch Premiership training observation and in pre and post tournament mentoring and assessment exercises.
These coach development initiatives have contributed to the commendable performances across the board of our players, teams, and coaches at Affiliate, School & Community, Regional, State, National and International level & reflects a very strong coaching culture that has developed out of a desire to create a collaborative environment and a brotherhood of coaching that is resulting in the cross pollination of ideas and the sharing of knowledge that gives coaches and players within our region access to development opportunities that allows us to up-skill & maintain currency and consistency with up to date coaching trends and information in the sport and paves the way for the attainment of a raft of admirable outcomes and results at every level of participation despite the tyranny of distance and associated financial hardship providing challenging scenarios and placing constraints on time, resources, and opportunities to interact and connect face to face as regularly as desired.
In 2019 The Hunter Western Hornets were the 4th most successful region at the National Touch League, with 6 top 4 placings out of 10 entered teams. The highlight being the Hunter Western Hornets Men’s Open winning the region’s first ever Men’s Open National title.
Hunter Western Hornets junior representative teams also achieved fantastically well at the NSWTA Junior Regional Championships in Orange making 6 out of the 8 divisional finals (including both the new
12 years age divisions) and winning both the 12 years boys & 18 boys divisions and finishing 7points shy of winning champion region. All coaching staff did a wonderful job and utilized the new 3 camp high performance program very well to prepare their teams optimally for what was ultimately extremely trying conditions with freezing conditions & snow falling at Orange.
The implementation of a player mentor for some teams and coaching groups during the preparation phase assisted teams exponentially and we look to continue strengthening these connections with our elite regional representatives and our junior representative players and coaches going forward.
The above results coupled with domination by Hunter Western Hornets teams in many divisions at the 2018 NSWTA Country Championships and strong participation and commendable results in the 2018 Vawdon Cup and both Junior and Senior NSWTA State Cup competitions by many of our Hornets affiliates and the presence and rise of many of our junior and senior players and coaches to elite level representation in the game speaks volumes for our progress and development across the board.
Special mention to Hunter Western Hornets Affiliate the Doyalson Dragons who became the first open team in the history of the sport to win the “Triple crown” in a calendar (the Country Championships, the Vawdon Cup & the State Cup)
58 players, 6 coaching staff & 4 managers from the Hunter Western Hornets region were selected in 2018 NSW State of Origin squads. 17 Hunter Western Hornets players were selected in 2019 National Youth Training Squads for consideration for the 2020 Youth Trans-Tasman Series to be played in Newcastle in January next year. 10 players and 1 coach returned from the FIT YWC in Malaysia as world champions as Australia made a clean sweep of all six divisions on offer. 2 coaches, 2 managers and 8 players represented Australian at the 2019 World Cup in Malaysia with Australia victorious in 8 out of the 11 contested divisions.
Hunter based players, coaches & managers made up a healthy representation to 2019 NRL Touch Premiership this year representing the Newcastle Knights and other entities in both Men’s and Women’s divisions. The Newcastle Knights men’s team will contest the upcoming 2019 NRLTP Grand Final at the SCG against the NQ Cowboys and we can look forward to stronger representation from the Hunter region in the years to come as the competition expands.
At the recent 2018/19 Blues Awards Hunter Western Hornets coaches Karley Banks (Open) and Jay Miller (Senior) were named NSWTA Coach of the Year in their respective divisions.
Massive thanks and congratulations to all the coaches across the Hunter Western Hornets region who largely operate in volunteer capacities and have worked tirelessly to achieve such fantastic results and progress in the last 12 months in their affiliates and for the region.
Many thanks also to the Hornets executive, fellow general committee members, and our constituents and stakeholders across the region for their support and encouragement of many of the coaching arm initiatives that have been piloted in the region in 2018/19.
Looking forward to a number of coach development initiatives tied to high performance workshops and accreditation and possible participation in a regional administered super series for representative players, coaches, managers and referees in the future.
Thank you also to NSWTA Coaching Director Tony Trad for his guidance, advice and support around coaching activities and initiatives in the region.
With new and innovative coaching initiatives from the NSWTA to be rolled out in the High - Performance area in the future, it is anticipated that the coaching arms in all NSW regions will benefit exponentially and Hunter Western Hornets will be looking to compliment the State body’s efforts and provide our coaches with further growth opportunities under this developing structure.
It’s been a very busy but positive 12 months and the region can look to the future with confidence that the technical arms are making commendable progress and that in particular the coaching arm is providing development opportunities for growth and progression at the various levels of participation for all our members.
Karley Banks Regional Director of Coaching
Selectors Report
The 12 months from 1 July 2018 to 30 June 2019 has, as usual, been busy for the small band of Hornets Selector’s with NTL and Junior selections.
NTL squad selections came first with Hornets Champs and Country Champs. This NTL period saw Hornets try something new with squads being selected
only for the Opens divisions (Men’s, Women’s and Mixed). All Senior divisions were set as an open trial, with players asked to submit an Expression of Interest and turn up at the final selections at the start of November in Newcastle. It was disappointing that a number of these divisions did not have a good roll- up of players and the decision was made not to send teams in the Men’s 30’s, 50’s, 55’s and 60’s divisions. However, it was pleasing to see that there was enough interest to be able to send a B team in the Mixed Opens division, with the players acquitting themselves well in Coffs. Congratulations must go to the Hornets Men’s Open team who were crowned Champions, defeating the Central Queensland Bulls A team 8 touchdowns to 7 in the Grand Final.
The Junior Selection Calendar started with the Don Green Western Junior Championships in Mudgee in November 2018, followed by the Peter Wilson Memorial Junior Championships in Nelson Bay in February 2019. These two tournaments were the only ones used by Hornets to select squads to trial for the Junior Rep teams due to NSWTA splitting the Junior State Cup into two conferences due to the large number of teams in previous years in Port Macquarie. This meant that the coastal affiliates went to Port Macquarie on the third weekend of February and the western affiliates going to Wagga the flowing weekend. It was logistically impossible to send the same group of Selectors to both tournaments. Also, this year saw the 12’s divisions being added to Junior Regionals and it was very pleasing to see the number and quality of players who made themselves available for selection in the new age group.
Final Selections for the eight Junior Representative teams were held in early March and this year was one of the toughest in a while as the standard of players selected to trial in all divisions was extremely high. All Hornets Junior Teams performed well at the NSWTA Junior Regional Tournament held in freezing cold weather in Orange. The 12 Boys and 18 Boys won their divisions, both beating Scorpions. The 12 Girls, 16 Boys, 16 Girls and 18 Girls made their respective Grand Finals and the 14 Girls and Boys were knocked out in the Semi-Finals. This goes to show, once again, that the Selectors and Coaches did a very good job in selecting and coaching the teams.
There have been three Selectors Level 1 Courses run by Don Green over the 12 months with 18 participants in total. What is disappointing is that, of the 18, only 2 have made themselves available to select for Hornets. There are a number of qualified Selectors within the Hornets region and it is hoped that, in the future, some of these people will make themselves available to assist in selecting both our Junior and Senior teams.
Don Green Regional Director of Selectors
Players Representative This previous year has been a successful year for hornets in regards to performance from within our playing group as well as the fact that it has been a very quiet year in terms of any issues raised or areas of concerns that needed reviewing
Hornets players were very successful in terms of representative achievements all the way from juniors thru to our opens and seniors divisions.
Some notable efforts include: Hornets sending their first under 12 boys and girls teams to Junior regionals in orange Hornets having several NSW & Australian Representatives compete at State of Origin & World Cup in Malaysia. Hornets also had a number of players nominated for awards at NSW Blues awards including both individual and team awards.
In the past year there was only one minor incident involving player behaviour which resulted In a minor suspension from Hunter Western Hornets Champs for a single player.
Several players have requested feedback for non-selection for both junior and senior Hornets representative sides. An area that will always be contentious and one where I believe we can continue to improve and streamline the process.
In the past year the role of player represtitive was advertised more so than in the past but I believe that this role could still be advertised more to make our players aware that Hornets do provide and avenue for the players to provide feedback or concerns to the board thru this channel.
Jay Miller Players Representative
Tournaments In this reporting period, Hornets Championships had a change of venue from Maitland Park to Tomaree Sports Complex due to a clash of tournament dates between Hornets and the NSWTA, leading to the unavailability of the Maitland fields.
A change of venue had little effect on team numbers with 60 teams participating over the weekend of 6-7 October 2018. The 2019 tournament will be played back at Maitland Park.
During this reporting period, Hornets were formally notified by NSWTA about the decision to stand its ground on the sanctions imposed in late 2018. The Hornets Board and entire committee discussed this outcome at length and were not pleased with the decision made. While NSWTA express that the penalty imposed on Hornets was warranted, the Hornets committee discussed concerns that the penalty does not have the best interest of the sport in mind. A discussion around submitting a final appeal to Touch Football Australia was considered, however the Hornets committee reluctantly agreed that it would be in the best interest of our relationship with NSWTA to allow the penalty to remain for the time frame advised.
Our tournaments calendar continued with the running of Don Green Western Junior Championships played in Mudgee on 17-18 November 2018. It was a fantastic tournament with a steady increase in teams pushing the tournament to 1.5 days. Under 8’s were introduced and from feedback received, it is anticipated this division will see an increase in 2019.
Central Coast Junior Championships in December. Following on from member feedback, this tournament was run as a gala day to place more emphasis on participation for our junior members, giving affiliates more opportunity to give players of all abilities the change to play.
February 2-3 2019 was the weekend for Peter Wilson Memorial Championships played again at Tomaree Sports Complex in Nelson Bay. This tournament has grown to such an extent now, at 135 teams we have reached capacity and Hornets Board are now facing the tough task of either moving to a larger venue, or declining team entries. Great position for our region to be in that we can offer an affordable and local quality tournament. Sadly though, it may mean some teams wishing to attend won’t be afforded the opportunity.
The tournament calendar continued with Hornets representative teams heading to Coffs Harbour for the annual National Touch League. We sent 10 teams and the pinnacle was our Mens Open team winning the top title. Great achievement for both the players and our Coaching Director Karley Banks.
The year was capped off with our junior teams attending Junior Regionals. Whilst the conditions were completely unfavourable for playing, our junior kids soldiered on and showed great skills and talent, narrowly being defeated by Scorpions.
Karen Davies Tournament Director
Member Protection There are 105 registered persons/members with WWCC's associated with the Hunter Western Hornets. At this point in time no member has received a 'Red flag' (Unable to work in a child safe environment).
Renewals have commenced for people that registered early in the WWCC process in 2014/2015. A reminder letter will be drafted and sent to all members who's WWCC expires in 2019/2020.
This will aid the renewal process and prevent large numbers of clearance checks prior to Hornets Events.Affiliate personnel should also be reminded to review their WWCC Lists to lessen the impact around tournament events.
Riley Sohier Member Protection Information Officer
Cash Balance: At 30 June 2019, the bank balance of the working account was $79,206.15 and $30,000 in a term deposit account for 6 months and will mature 06-OCT- 2019 @2.50%. Bank statement number 604 presented to the meeting. There are still some large costs relating to junior regionals that are due to be paid in the next few weeks that will bring the balance in the working account down to around $30,000.
YTD Surplus: For the 2018/19 financial year we have accumulated a surplus of $71,867.28. The main reason for the retained surplus is that we have made good profits on junior tournaments throughout the year, but we are yet to pay many expenses relating to Junior Regionals that will fall into next financial year.
Unpresented Cheques: As at 30 June 2019, there are currently 9 unpresented cheques, of which only 1 would be considered old and is being followed up.
Outstanding Invoices: As at 30 June there were 9 players listed as unfinancial with Hornets Touch relating to 2018 NTL levy and uniform invoices. As at today, 4 players have paid their remaining amounts, with 5 still unfinancial. NSWTA and these players home affiliates have all been notified and they will remain unfinancial until the balance is paid. As at 30 June there are four 2019 NTL players yet to finalise their levy/uniform invoices. Consideration needs to be made as to whether these players are also placed on the unfinancial list. Since 30 June all 4 outstanding amounts have been received and these players have been removed from the unfinancial list.
Audit Recommendations: Two recommendations from the 2016 audit report are as follows: 1. Payments Authorisation – Evolution has recommended that a payment list from xero is provided to each committee meeting for retrospective approval 2. Sundry Creditor – On September 6, Hornets were able to return the funds to their owner via the Commonwealth Bank
Rob White Finance Director
Positions declared vacant Regional Director [Interested Director] – one nomination received Wayne Goodchild See formal application in appendix. Summary: o Hornets Assistant Regional Director (2012-2019) o Junior Director (Hunter) (2011-2012) o Committee Member – Newcastle City TA o Hornets Tour Leader (Various Years) o Team Manager (Club, Region, State, National)
Moved by: Beau Newell Seconded by: Karen Davies
Technical Director [Interested Director] – nil nomination received
o NIL.
o Motion for amendment of constitution Refer to Appendix for full details.
o Mark Walmsely Chartered Accountant
o Wayne Goodchild, Public Officer.
o NIL
The Hunter Western Hornets Touch Association would like to recognise and thank those who have supported the organisation throughout 2017/2018.
All Hornets Touch Association Affiliates and their members
New South Wales Touch Association
Touch Football Australia
Port Stephens Council
Maitland City Council
Mid-Western Regional Council
Central Coast Council
Inferno
Scribal
Alcohol & Drug Foundation / Good Sports
Tony Saunders, Roger Lang, Anthony Lang and the Hornets Medical Team
All NSWTA Volunteers who have assisted us throughout the year
1. Profit & Loss Statement - Master 2. Profit & Loss Statement - Tournaments 3. Balance Sheet 4. Cash Summary 5. Interested Director Nomination – Wayne Goodchild 6. Special Resolution – Constitution Amendments 7. Hunter Western Hornets Touch Association Constitution (2017) 8. Auditors Report for FY Ending June 2018
Profit and Loss NSW Touch Association Hunter Western Hornets For the year ended 30 June 2019 Cash Basis 2019 2018
Trading Income Accommodation (Revenue) 755.45 1,472.73 Fines 1,936.36 - Grants (Revenue) 9,667.82 2,136.36 Interest Income 607.95 1,872.04 Player Levies 222,801.42 187,014.23 Sponsorship (Revenue) 1,818.18 409.09 Uniforms & Merchandise Revenue 37,093.62 9,224.53 Total Trading Income 274,680.80 202,128.98
Gross Profit 274,680.80 202,128.98
Other Income Stripe Fees Reimbursement 139.64 - Total Other Income 139.64 -
Operating Expenses Accommodation (Expense) 25,824.04 28,226.55 Accounting and Xero Fees 350.00 1,078.40 Advertising 742.93 - Audit Fees 2,700.00 - Bank Fees 157.00 76.24 Cleaning 2,092.22 - Computer Expenses 2,505.27 4,073.00 Courses 118.18 145.45 Donations - 1,125.00 Equipment Hire 31,131.27 26,142.93 Internet 90.00 - Meals and Catering 28,706.57 33,101.24 Medical and Massage 8,316.62 8,426.91 NSW Touch & TFA Team Entry Levies 12,000.00 14,400.00 Office Supplies 1,042.13 902.76 Phones 530.90 1,943.00 Photos 3,150.00 2,495.45 Postage 64.99 296.04 Prizes 23,116.55 24,059.77 Security 1,680.00 1,680.00 Square Fees Account 14.05 - Stripe Fees 154.19 - Subsidies and Discounts 24,136.50 12,692.00 Sundry 2,521.44 3,815.26 Travel Expenses 6,556.69 9,939.19
Profit and Loss NSW Touch Association Hunter Western Hornets Profit and Loss
2019 2018
Uniform & Merchandise Expense 25,251.72 23,123.15 Total Operating Expenses 202,953.26 197,742.34
Net Profit 71,867.18 4,386.64
Profit and Loss NSW Touch Association Hunter Western Hornets Profit and Loss
NSW Touch Association Hunter Western Hornets All Tournaments 1 July 2018 to 30 June 2019 Cash Basis
Central Coast Don Green Junior NTL Peter Wilson Senior Hornets Unassigned Total Champs Junior Western Regionals Champs Champs Champs
Income Accommodation (Revenue) 85 268 95 - - 307 - 755 Fines 818 818 - - 300 - - 1,936 Grants (Revenue) ------9,668 9,668 Interest Income ------608 608 Player Levies 28,201 16,577 9,429 42,577 86,298 39,720 - 222,801 Sponsorship (Revenue) ------1,818 1,818 Uniforms & Merchandise Revenue - - 13,894 20,903 287 - 2,010 37,094 Total Income 29,104 17,663 23,418 63,480 86,884 40,027 14,104 274,681
Gross Profit 29,104 17,663 23,418 63,480 86,884 40,027 14,104 274,681
Plus Other Income Stripe Fees Reimbursement ------140 140 Total Other Income ------140 140
Less Operating Expenses Accommodation (Expense) 441 2,689 10,643 3,388 3,171 4,664 829 25,824
Profit and Loss | NSW Touch Association Hunter Western Hornets | 25 September 2019 Page 1 of 3 Profit and Loss
Central Coast Don Green Junior NTL Peter Wilson Senior Hornets Unassigned Total Champs Junior Western Regionals Champs Champs Champs Accounting and Xero Fees ------350 350 Advertising 200 300 - - - 243 - 743 Audit Fees ------2,700 2,700 Bank Fees ------157 157 Cleaning - - - - 1,239 853 - 2,092 Computer Expenses ------2,505 2,505 Courses ------118 118 Equipment Hire 4,158 2,072 - 6,804 9,049 7,646 1,402 31,131 Internet - - - - - 90 - 90 Meals and Catering 1,431 1,013 84 16,114 5,502 2,501 2,061 28,707 Medical and Massage 550 375 - 3,944 2,102 1,345 - 8,317 NSW Touch & TFA Team Entry Levies - - - 12,000 - - - 12,000 Office Supplies 78 351 106 50 303 - 154 1,042 Phones ------531 531 Photos - - - 3,150 - - - 3,150 Postage ------65 65 Prizes 2,976 4,534 171 - 6,314 9,122 - 23,117 Security - - - - 840 840 - 1,680 Square Fees Account - - - 14 - - - 14 Stripe Fees - - - 5 - - 149 154 Subsidies and Discounts 95 516 1,069 9,350 1,538 2,820 8,750 24,137 Sundry 28 - - 6 234 107 2,146 2,521 Travel Expenses 107 669 2,783 2,202 - - 796 6,557
Profit and Loss | NSW Touch Association Hunter Western Hornets | 25 September 2019 Page 2 of 3 Profit and Loss
Central Coast Don Green Junior NTL Peter Wilson Senior Hornets Unassigned Total Champs Junior Western Regionals Champs Champs Champs Uniform & Merchandise Expense - - - 24,112 - - 1,140 25,252 Total Operating Expenses 10,065 12,518 14,856 81,140 30,291 30,231 23,853 202,953
Net Profit 19,039 5,146 8,562 (17,660) 56,593 9,796 (9,609) 71,867
Profit and Loss | NSW Touch Association Hunter Western Hornets | 25 September 2019 Page 3 of 3 Balance Sheet NSW Touch Association Hunter Western Hornets As at 30 June 2019 30 JUN 2019 30 JUN 2018
Assets Bank CBA Bank Account 82,071.31 21,779.51 Term Deposit 30,000.00 30,000.00 Total Bank 112,071.31 51,779.51
Current Assets Accounts Receivable 18,665.27 1,046.27 Uniform Stock on Hand 10,155.08 - Total Current Assets 28,820.35 1,046.27
Total Assets 140,891.66 52,825.78
Liabilities Current Liabilities Accounts Payable 24,674.82 - GST (3,006.80) (1,116.62) Rounding (0.06) (0.06) Sundry Creditors 1,000.00 1,000.00 Total Current Liabilities 22,667.96 (116.68)
Total Liabilities 22,667.96 (116.68)
Net Assets 118,223.70 52,942.46
Equity Current Year Earnings 65,281.24 5,192.10 Retained Earnings 52,942.46 47,750.36 Total Equity 118,223.70 52,942.46
Balance Sheet NSW Touch Association Hunter Western Hornets Cash Summary
NSW Touch Association Hunter Western Hornets For the 12 months ended 30 June 2019 Excluding GST
Jun 2019 Jun 2018
Income Accommodation (Revenue) 755 1,473 Fines 1,936 - Grants (Revenue) 9,668 2,136 Interest Income 608 1,872 Player Levies 222,801 187,014 Sponsorship (Revenue) 1,818 409 Stripe Fees Reimbursement 140 - Uniforms & Merchandise Revenue 37,094 9,225 Total Income 274,820 202,129
Less Operating Expenses Accommodation (Expense) 25,824 28,227 Accounting and Xero Fees 350 1,078 Advertising 743 - Audit Fees 2,700 - Bank Fees 157 76 Cleaning 2,092 - Computer Expenses 2,505 4,073 Courses 118 145 Donations - 1,125 Equipment Hire 31,131 26,143 Internet 90 - Meals and Catering 28,707 33,101 Medical and Massage 8,317 8,427 NSW Touch & TFA Team Entry Levies 12,000 14,400 Office Supplies 1,042 903 Phones 531 1,943 Photos 3,150 2,495 Postage 65 296 Prizes 23,117 24,060 Security 1,680 1,680 Square Fees Account 14 - Stripe Fees 154 - Subsidies and Discounts 24,137 12,692 Sundry 2,521 3,815 Travel Expenses 6,557 9,939 Uniform & Merchandise Expense 25,252 23,123 Uniform Stock on Hand 10,155 - Total Operating Expenses 213,108 197,742 Operating Surplus (Deficit) 61,712 4,387
GST Movements
Cash Summary | NSW Touch Association Hunter Western Hornets | 25 September 2019 Page 1 of 2 Cash Summary
Jun 2019 Jun 2018 GST Inputs (30,650) (21,087) GST Outputs 29,230 22,823 Net GST Movements (1,420) 1,736
Net Cash Movement 60,292 6,123
Summary Opening Balance 51,780 45,657 Plus Net Cash Movement 60,292 6,123 Closing Balance 112,071 51,780
Cash Summary | NSW Touch Association Hunter Western Hornets | 25 September 2019 Page 2 of 2 PART F
HUNTER WESTERN HORNETS TOUCH FOOTBALL
BOARD NOMINATION
2019 DATE: ...24…... / …………08 / …………
TO: Assistant Regional Director – Hunter Western Hornets Touch Association
Beau Newell - Regional Director. NOMINATION FOR - WAYNE GOODCHILD FROM: ……………………………………………………………………………………………………………………………………….
EMAIL: ………………………[email protected]……………………………………………………………………………………………………………….
PHONE: ………………………0415 391 875 …………………………… MOBILE: ………………………………………………….…….
Position sort [please tick]
Regional Director Assistant Regional Director
Finance Director Technical Director
Statement of claim for role sort: ……………………………………………Wayne has held the role of Assistant……………………………………………………………………….………………………………………… Regional Director for Hornets for the past 8 years, and prior to ……………………………………………that was the Junior Director……………………………………………………………………….………………………………………… (Hunter) for two years. ……………………………………………Wayne has been an outstanding…………………………………………………………………… member of the Hornets Board, with….………………………………………… dilligent insight into the ……………………………………………operations of the region, and……………………………………………………………………….………………………………………… ensuring the region is well managed. …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….…………………………………………
ABN: 92 594 826 967 [email protected]
www.hornetstouch.com.au PART F
Meet the criteria for the position description (refer here)
……………………………………………Wayne can communicate ……………………………………………………………………….…………………………………………effectively …………………………………………………………………………………………………………………….………………………………………… ……………………………………………He is well informed of all organisation………………………………………… activities, and…………………………….………………………………………… aware of the future directions and plans …………………………………………………………………………………………………………………….………………………………………… ……………………………………………of members ……………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… ……………………………………………Wayne has a good working…………………………………………………… knowledge of the constitution,………………….………………………………………… rules and the duties of all office …………………………………………………………………………………………………………………….………………………………………… ……………………………………………holders and subcommittees.……………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… ……………………………………………He is a supportive leader for……………………………………………………………………….………………………………………… all members, and holds a WWCC. …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… …………………………………………………………………………………………………………………….………………………………………… Please ensure you forward a current photo and resume with the nomination.
Moved by: …Beau………………………………………… Newell …………………
Signature: ……………………………………………………………… Date: …………24 / ………… 08 / ………… 2019
Seconded by: ……………………………………………Karen Davies …………………
Signature: ……………………………………………………………… Date: 24………… / ………… 08 / …………2019
We confirm the above named meets the requirements of the NSWTA and Hunter Western Hornets Touch Association Constitution.
X ______Affiliate President
ABN: 92 594 826 967 [email protected]
www.hornetstouch.com.au Hornets Touch Association 2018 Special Resolution Constitution Amendments 20.09.2018
Rationale Since the adoption of the new Hornets constitution in 2017, there have been various items that have either had incorrect grammar, spelling or references which have made it confusing for members to understand.
The included amendments suggestions cover such minor alterations to ensure the constitution flows with clear reference to specific parties (e.g. NSWTA Board and Hornets Regional Board).
All items can be adopted as one (within one special resolution), or additional alterations and/or removal of items can be made as the membership sees fit, and dealt with individually.
Proposed Amendments KEY:
• Existing constitutional text in GREY writing • Proposed alterations in BOLD BLACK writing
1) Legal Name of the organisation: Replace all references of “New South Wales Touch Football Association Hunter Western Hornets Incorporated” to “Hunter Western Hornets Touch Association Incorporated”. As per Certificate of Incorporation (see appendix) (Changes apply to Cover page and Pg4)
2) Part I, Pt 2: Objects of the Association: Replace point ‘a’ from: “Remain a member of the NSWTA and abide by all directions of the NSWTA”, to “Remain a member of the NSWTA and abide by all relevant policies and by-laws of the NSWTA”
Replace point ‘c’ from: “promote, organise and conduct championships, competitions and other events with NSWTA permission and guidance pertaining to the sport as may from time to time be considered expedient”, to “promote, organise and conduct championships, competitions and other events pertaining to the sport as may from time to time be considered expedient”
3) Part III, Point 6.2b: Amendments to Region Constitutions: Remove point ‘b’. Which states: “Any alteration or amendment to the Constitution approved in accordance with the above sub-clause by the Region requires to be approved by the NSWTA Board prior to the alteration or amendment being accepted.”
4) Part III, Point 7.2: Creation of New Categories: Replace “The NSWTA has the right and power to create new categories of membership from time to time, in its absolute discretion, with such rights, privileges and obligations as are determined applicable (other than voting rights), even if the effect of creating a new category is to alter rights, privileges or obligations of an existing category of Members. No new category of membership may be granted voting rights.” with “The Regional Board and/or NSWTA has the right and power to create new categories of membership from time to time, in its absolute discretion, with such rights, privileges and obligations as are determined applicable (other than voting rights), even if the effect of creating a new category is to alter rights, privileges or obligations of an existing category of Members. No new category of membership may be granted voting rights.”
5) Part III, Point 7.3: Life Membership: Replace point ‘a’ from: “The Regions Executive may endorse a person who has rendered distinguished or special service to the sport of Touch Football at the Regional level, for life membership. The nomination must be on the prescribed form (if any), meet the criteria and must be submitted to the NSWTA General Manager at least 60 days before the date set down for the Annual General Meeting.”, to “The Regional Board and/or any member of the Association may nominate a person who has rendered distinguished or special service to the sport of Touch Football at the Regional level, for life membership. The nomination must be on the prescribed form (if any), meet the criteria and must be submitted to the Assistant Regional Director at least 15 days before the date set down for the Annual General Meeting.”
Replace point ‘b’ (this first point ‘b’- as there are two), which states “Any Life Membership nomination must be endorsed the NSWTA Board prior to being considered by the membership.”, to “Any Life Membership nomination must be endorsed the Regional Board prior to being considered by the membership.
6) Part III, Point 7.4: Patrons: Replace “The Executive may recognise a person as a patron of the Association. This needs NSWTA Board endorsement. The conditions, obligations and privileges of the patrons shall be as prescribed in the By-Laws.”, to “The Regional Board may recognise a person as a patron of the Association. The conditions, obligations and privileges of the patrons shall be as prescribed in the By-Laws.”
7) Part III, Point 8.1: Affiliated Clubs: In point ‘c’ replace the word “Board” with “NSWTA”. (one reference in this section)
8) Part III, Point 13.1: Disciplinary Action: Replace the word “Executive” with “Regional Board”. (two references in this section)
9) Part IV, Point 17.1: Business of General Meetings: Replace the word “Executive” with “Regional Board”. (one reference in this section)
10) Part IV, Point 18.1: Notice of Motion to be submitted: Replace the words “30 days” with “15 days”.
11) Part IV, Point 19.1: Special General Meetings May be Held: Replace the word “Executive” with “Regional Board”. (one reference in this section)
12) Part IV, Point 19.2: Requisition of Special General Meetings: Replace the word “Board” with “Regional Board”. (part a, and part d)
Replace the word “Executive” with “Regional Board”. (part c)
13) Part IV, Point 21.1: Voting at General Meetings: Replace the words “Executive (being four persons)” with “Regional Board”.
14) Part IV, Point 22.2: Postal Ballot: Replace the words “the Executive, on NSWTA approval,” with “the Regional Board”.
15) Part V, Point 23.1: Powers of the Executive: Replace the titles; “The Executive” and “Powers of the Executive” to “The Regional Board” and “Powers of the Regional Board”, respectively.
Replace the words “…by the Executive. In particular, the Board…” with “by the Regional Board. In particular, the Regional Board…”.
16) Part V, Point 24: Composition of the Executive: Replace the titles; “Composition of The Executive” and “Executive Composition” to “Composition of The Regional Board” and “Regional Board Composition”, respectively.
17) Part V, Point 24: Composition of the Executive: Add: “(f) Up to two (2) Independent Directors which shall be appointed in accordance with Rule 26. An Independent Director may not serve as Chairman.”
18) Part V, Point 25.1: Qualifications for Interested Directors: Replace the word “Executive” and “Board” with “Regional Board”. (two references in part a; one reference in part c).
19) Part V, Point 25.2: Elections of Interested Directors: Replace “a) The Assistant Regional Director shall call for nominations thirty (30) days before the date of the Annual General Meeting. The NSWTA and Affiliated Clubs shall be notified of the call for nominations.”, to “a) The Assistant Regional Director shall call for nominations no less than thirty (30) days before the date of the Annual General Meeting. The NSWTA and Affiliated Clubs shall be notified of the call for nominations.”.
Remove the word “forty” from part (c).
Replace the word “Executive” with “Regional Board”. (three references in part d).
20) Part V, Point 25.: Term of Appointment: Replace “Should any adjustment to the term of Interested Directors elected under this Constitution be necessary to ensure rotational terms in accordance with this Constitution, this shall be determined by the Executive and require NSWTA approval. Elections to subsequent Boards shall then proceed in accordance with the procedures in this Constitution with approximately half the Board retiring each year.”, to;
Replace “(c) Should any adjustment to the term of Interested Directors elected under this Constitution be necessary to ensure rotational terms in accordance with this Constitution, this shall be determined by the Regional Board. Elections to subsequent Boards shall then proceed in accordance with the procedures in this Constitution with approximately half the Board retiring each year.”.
21) Inclusion of new subsection: Part V, Point 26 (new): Add the following as section 26, with all remaining sections and references altered according to chronological order of existing subsection numbers.
“26. APPOINTMENT OF INDEPENDENT DIRECTOR
26.1 Appointment of Independent Director The Interested Directors shall appoint up to two (2) Independent Directors.
26.2 Qualifications for Independent Director The Independent Director may have specific skills in commerce, finance, marketing, law or business generally or such other skills which complement the Regional Board composition, but need not have experience in or exposure to the sport of Touch. They do not need to be Members of the Association.
26.3 Term of Appointment An Independent Director shall be appointed by the Interested Directors in accordance with this Constitution for a term of 1 year, which shall commence up to six weeks after the Annual General Meeting until up to six weeks after the conclusion of the next Annual General Meeting following.”
22) Part V, Point 27.1: Grounds for Termination of Director: Replace the word “Executive” with “Regional Board”. (two references in part e; one reference in part k).
23) Part V, Point 27.3: Casual Vacancies: Add “(c) Any Independent Director casual vacancy may be filled by the Interested Directors from among appropriately qualified persons, for the remainder of the Director's term.”
24) Part V, Point 27.4: Remaining Directors May Act: Replace the word “Executive” with “Regional Board”. (one reference)
25) Part V, Point 28: Meetings of the Executive: Replace the titles; “Meetings of The Executive”, “Executive to Meet”, “Decisions of Executive” to “Meetings of The Regional Board”, “Regional Board to Meet”, and “Decisions of Regional Board” respectively.
Replace all remaining references of “Executive” and “Board” with “Regional Board”.
Replace the words “General Manager” with “Assistant Regional Director”.
26) Part V, Point 28.4: Quorum: Replace the word “Executive” with “Regional Board”. (one reference)
27) Part V, Point 28.6: Validity of Executive Decisions: Replace the title; “Validity of Executive Decisions” to “Validity of Regional Board Decisions”.
28) Part V, Point 29: Conflicts: Replace the words “Executive” with “Regional Board”. (one reference in 29.1; two references in 29.2; two references in 29.3)
Replace the words “General Manager” with “Assistant Regional Director”. (one reference in s29.5)
29) Part VI, Point 30: Delegations: Replace the words “Executive” with “Regional Board”. (three references in 30.1 – incl title; two references in 30.2;
30) Part VI, Point 30.3: Regional Committee: Replace “(a) The NSWTA Board shall establish a regional committee under the power of delegation in Rule 31.2. (b) The Regional Committee shall meet at least twice a year to: (i) inform the NSWTA Board of significant membership issues; (ii) assist the NSWTA Board to design or review the organisation’s strategic direction; (iii) discuss statewide issues; (iv) provide feedback to the NSWTA Board on the results of its governance decisions in practice at the Affiliated Club level. (c) The members of the Regional Committee shall comprise: (i) the Region Delegates or a representative from the Region; and (ii) the Directors.”, to; (a) The Regional Board shall establish a regional committee under the power of delegation in Rule 31.2. (b) The Regional Committee shall meet at least twice a year to: (i) inform the Regional Board of significant membership issues; (ii) assist the Regional Board to design or review the organisation’s strategic direction; (iii) discuss region-wide issues; (iv) provide feedback to the Regional Board on the results of its governance decisions in practice at the Affiliated Club level. (c) The members of the Regional Committee shall comprise of various positions as decided by the Regional Board from time to time and the Directors.
31) Part VI, Point 31: By-Laws: Replace the words “Executive” with “Regional Board”. (two references in 31.1)
32) Part VI, Point 32: Records and Accounts: Replace the words “Executive” and “Board” with “Regional Board”. (one reference in 32.1; three references in 32.3; title of 32.4; one reference in 32.4; one reference in 32.5).
33) Part VI, Point 33: Auditor: Replace the words “Executive” with “Regional Board”. (one reference in 33.1).
34) Part VI, Point 35: Seal: Replace the words “General Manager” with “Assistant Regional Director”. (one reference in 35.1; one reference in 35.2)
Replace the words “Executive” with “Regional Board”. (one reference in 35.2).
35) Part VI, Point 39: Source of Funds: Replace “The funds of the Association may be derived from annual membership subscriptions, fees and levies payable by Members, donations, grants, sponsorships and such other sources as the NSWTA Board determines.”, to; “The funds of the Association may be derived from annual membership subscriptions, fees and levies payable by Members, donations, grants, sponsorships and such other sources as the Regional Board and/or NSWTA Board determines.”
36) Part VI, Point 41: Grievance Procedure: Replace the words “Executive” with “Regional Board”. (two references in 41.2; one reference in 41.3d; one reference in 41.3e).
NEW SOUTH WALES TOUCH FOOTBALL ASSOCIATION HUNTER WESTERN HORNETS INCORPROATED
CONSTITUTION
Updated August 2017
TABLE OF CONTENTS
CONSTITUTION ...... 1
1. NAME OF ASSOCIATION ...... 1
2. OBJECTS OF ASSOCIATION ...... 1
3. POWERS OF ASSOCIATION ...... 2
4. INTERPRETATION ...... 2
5. REGIONS ...... 4
6. REGION CONSTITUTION ...... 6
7. MEMBERS ...... 6
8. AFFILIATED CLUBS AND INDIVIDUAL MEMBERS ...... 8
9. SUBSCRIPTIONS AND FEES ...... 9
10. REGISTER OF MEMBERS ...... 9
11. EFFECT OF MEMBERSHIP ...... 9
12. DISCONTINUANCE OF MEMBERSHIP ...... 10
13. DISCIPLINE OF MEMBERS ...... 11
14. DELEGATES ...... 11
15. GENERAL MEETINGS ...... 11
16. NOTICE OF GENERAL MEETING ...... 12
17. BUSINESS ...... 12
18. NOTICES OF MOTION ...... 12
19. SPECIAL GENERAL MEETINGS ...... 13
20. PROCEEDINGS AT GENERAL MEETINGS...... 13
21. VOTING AT GENERAL MEETINGS ...... 15
22. PROXY AND POSTAL VOTING ...... 15
23. POWERS OF THE EXECUTIVE ...... 15
24. COMPOSITION OF THE EXECUTIVE ...... 16
25. ELECTION OF INTERESTED DIRECTORS ...... 16
2
26. APPOINTMENT OF NSWTA DELEGATE ...... 17
27. VACANCIES OF EXECUTIVE MEMBERS ...... 18
28. MEETINGS OF THE EXECUTIVE ...... 19
29. CONFLICTS...... 21
30. DELEGATIONS ...... 22
31. BY-LAWS ...... 24
32. RECORDS AND ACCOUNTS ...... 24
33. AUDITOR ...... 25
34. NOTICE ...... 25
35. SEAL ...... 26
36. ALTERATION OF CONSTITUTION ...... 26
37. INDEMNITY ...... 26
38. WINDING UP ...... 26
39. SOURCE OF FUNDS ...... 27
40. APPLICATION OF INCOME ...... 27
41. GRIEVANCE PROCEDURE ...... 28
ASSOCIATIONS INCORPORATION ACT (2009) (NSW)
CONSTITUTION
OF
NEW SOUTH WALES TOUCH FOOTBALL ASSOCIATION HUNTER WESTERN HORNETS INCORPROATED
PART I – OBJECTS, POWERS AND INTERPRETATION
1. NAME OF ASSOCIATION
The name of the association is New South Wales Touch Association Hunter Western Hornets Incorporated ("Association").
2. OBJECTS OF ASSOCIATION
The Association is the representative the New South Wales Touch Association for the administration of Touch Football in the allocated region of New South Wales. The objects for which the Association is established and maintained are to:
(a) Remain a member of the NSWTA and abide by all directions of the NSWTA
(b) promote, encourage, foster, develop, and extend the sport of Touch Football Football in the region for human beings;
(b) co-ordinate, encourage, assist and support the activities of the Affiliated Clubs and their co-operation with each other;
(c) promote, organise and conduct championships, competitions and other events with NSWTA permission and guidance pertaining to the sport as may from time to time be considered expedient;
(d) abide by and maintain standardised playing rules and regulations as issued by the NSWTA;
(e) select support and/or sponsor any representative team or teams for any purposes associated with Touch Football as approved by the NSWTA;
(f) act as the disciplinary and adjudicating body where required by the NSWTA in respect to all matters pertaining to Touch Football Football in the Region;
(g) co-operate with the NSWTA as the controlling body of the game in New South Wales in the promotion and control of the sport of Touch Football Football.
2
3. POWERS OF ASSOCIATION
Solely for furthering the objects set out above the Association has, in addition to the rights, powers and privileges conferred on it under the Act, the legal capacity and powers of a company as set out under section 124 of the Corporations Act.
4. INTERPRETATION
4.1 Definitions
In this Constitution unless the contrary intention appears, these words shall have the following meanings:
“Act” means the Associations Incorporation Act 1984 (NSW) or any other act under which the Association may be incorporated from time to time.
“Affiliated Club” means a Touch Football club which is recognised as a member of the NSWTA under Rule 8.
“Board” means the body consisting of the NSWTA Directors under Rule 24 of the NSWTA Constitution.
“By-Law” means any by-law, regulation or policy made by the Executive and/or the Board under Rule 32.
“Chairperson” means the duly elected Regional Director
“Delegate” means the persons elected or appointed from time to time by a Region or Affiliated Club to act for and on behalf of that Region or Affiliated Club and represent the Region or Affiliated Club at General Meetings or otherwise.
“Director” means a member of the Executive elected or appointed in accordance with this Constitution and includes the Interested Directors and the NSWTA Delegate.
“Executive” means the body consisting of the Directors under Rule 24 of the NSWTA Constitution.
“Financial Member” means a member who has, as at any given time, paid all monies due and payable to NSWTA in respect of its membership.
“Financial Year” means a period of 12 months commencing 1 July and ending 30 June each year.
“General Manager” means the person who is appointed under the NSWTA Constitution to carry out the duties set out in Rule 30 of the NSWTA Constitution.
“General Meeting” means the annual or any special general meeting of the Association.
“Individual Member” means a registered financial individual member of the Association.
“Intellectual Property” means all rights or goodwill subsisting in copyright, business names, names, trade marks (or signs), logos, designs, patents or service 3
marks (whether registered or registrable) relating to the Association or any event, competition or activity of or conducted, promoted or administered by the Association.
“Interested Director” means a Director elected under Rule 25.
“Life Member” means an individual upon whom life membership of the Association has been conferred under Rule 7.3.
“Member” means a member for the time being of the Association under Part III of this Constitution.
“NSWTA” means the New South Wales Touch Football Association.
“Ordinary Member” means a registered financial individual member of an Affiliated Club.
“Region” means an entity recognised under Part II to administer the sport of Touch Football in a particular region.
“Regional Committee” means the regional committee established by the Board under Rule 31.3(a).
“Seal” means the common seal of the Association and includes any official seal of the Association.
“Special Resolution” means a special resolution passed in accordance with the Act.
“Technical Committee” means the technical committees established by the Executive under Rule 31.4(a) and any other technical committees established by the Executive from time to time.
"Touch Football" or “Touch” means the sport played under the rules as determined by the NSWTA and/or Touch Football Australia.
4.2 Interpretation
In this Constitution:
(a) a reference to a function includes a reference to a power, authority and duty;
(b) a reference to the exercise of a function includes, where the function is a power, authority or duty, a reference to the exercise of the power or authority of the performance of the duty;
(c) words importing the singular include the plural and vice versa;
(d) words importing any gender include the other genders;
(e) references to persons include corporations and bodies politic;
(f) references to a person include the legal personal representatives, successors and permitted assigns of that person; 4
(g) a reference to a statute, ordinance, code or other law includes regulations and other statutory instruments under it and consolidations, amendments, re-enactments or replacements of any of them (whether of the same or any legislative authority having jurisdiction); and
(h) a reference to "writing" shall unless the contrary intention appears, be construed as including references to printing, lithography, photography and other modes of representing or reproducing words in a visible form, including messages sent by electronic mail.
4.3 Severance
If any provision of this Constitution or any phrase contained in them is invalid or unenforceable in any jurisdiction, the phrase or provision is to be read down for the purpose of that jurisdiction, if possible, so as to be valid and enforceable. If the rule or phrase can not be so read down it shall be severed to the extent of the invalidity or unenforceability. Such severance shall not affect the remaining provisions of this Constitution or affect the validity or enforceability of any provision in any other jurisdiction.
4.4 Expressions in Act
Except where the contrary intention appears, in this Constitution, an expression that deals with a matter dealt with by a particular provision of the Act, has the same meaning as that provision of the Act.
PART II – REGIONS
5. REGIONS
5.1 Regions
The NSWTA shall consist of such Regions as are recognised by the NSWTA to conduct Touch Football in a particular geographic area or on behalf of a particular group. The boundaries of each Region shall be as decided by the NSWTA Board from time to time.
5.2 Recognition of Regions as Members
A Region shall be recognised as a Member of the NSWTA and shall administer Touch Football in its particular geographical area or on behalf of its constituents, subject to the direction of the NSWTA and in accordance with the objects of the NSWTA.
5.3 Compliance of Regions
Each Region shall:
(a) be incorporated in New South Wales under the Act or similar legislation;
(b) elect or appoint 1 Delegate to represent it at NSWTA General Meetings in accordance with this Constitution; 5
(c) provide the NSWTA with copies of its audited accounts, annual report and other associated documents within 30 days of the Region's annual general meeting;
(d) adopt in principle, the objects of the NSWTA and adopt rules which reflect and which are generally in conformity with the NSWTA Constitution;
(e) do all that is reasonably necessary to enable the objects of the NSWTA to be achieved;
(f) at all times operate with, and promote, mutual trust and confidence between the NSWTA and the Members in pursuit of these objects; and
(g) at all times act on behalf of and in the interests of the Members and the sport of Touch Football Football.
5.4 Operation of Rules
The NSWTA and the Association agree:
(a) that they are bound by this Constitution and that this Constitution operates to create uniformity in the way in which the objects of the Association and the sport of Touch Football are to be conducted, encouraged, promoted and administered in Australia;
(b) to act in good faith and loyalty to each other to ensure the maintenance and enhancement of the sport of Touch Football, its standards, quality and reputation for the collective and mutual benefit of the Members and the sport of Touch Football;
(c) to make full and proper disclosure to each other of all matters of importance to the NSWTA, the Association and the sport of Touch Football;
(d) not to acquire a private advantage at the expense of any of the NSWTA or Association or any other Region or the sport of Touch Football;
(e) to act for and on behalf of the interests of the sport of Touch Football, NSWTA, the Association and the Members; and
(f) that should a Region have administrative, operational or financial difficulties, including but not limited to where a Region:
(i) takes or has taken or has instituted against it any action or proceeding, whether voluntary or compulsory, having as its object the winding up of the Region; or
(ii) enters into a composition or arrangement with its creditors, other than a voluntary winding up by members for the purpose of reconstruction or amalgamation; or
(iii) a mortgagee or other creditor takes possession of any of its assets; 6
the NSWTA may, in its absolute discretion act to assist that Region in whatever manner and on such conditions as the NSWTA considers appropriate, including, but not limited to the appointment of an administrator.
6. REGION CONSTITUTION
6.1 Constitution
The constituent documents of each Region shall clearly reflect the objects of the NSWTA and shall be in a form acceptable to the NSWTA Board.
6.2 Amendments to Region Constitutions
(a) Each Region shall take all steps necessary to ensure its constituent documents and rules are in a form acceptable to the NSWTA Board and shall ensure its documents are amended in conformity with future amendments made to the NSWTA Constitution.
(b) Any alteration or amendment to the Constitution approved in accordance with the above sub-clause by the Region requires to be approved by the NSWTA Board prior to the alteration or amendment being accepted.
PART III – MEMBERSHIP
7. MEMBERS
7.1 Category of Members
The Members of the Association shall consist of:
(a) the NSWTA , which subject to this Constitution, shall be represented by their Delegates who shall have the right to attend, debate and vote at General Meetings for and on behalf of the NSWTA;
(b) the Affiliated Clubs, which subject to this Constitution, shall be represented by their Delegates who shall have the right to attend, debate and vote at General Meetings for and on behalf of the Affiliated Clubs;
(c) Ordinary Members, who subject to this Constitution, may attend and debate at General Meetings, but have no right to vote at General Meetings;
(d) Individual Members, who subject to this Constitution, may attend and debate at General Meetings, but have no right to vote at General Meetings;
(e) Life Members, who subject to this Constitution, may attend and debate at General Meetings, but have no right to vote at General Meetings;
(f) Patrons, who subject to this Constitution, may attend and debate at General Meetings, but have no right to vote at General Meetings;
(g) such new categories of Members, created in accordance with Rule 7.2 below. 7
7.2 Creation of New Categories
The NSWTA has the right and power to create new categories of membership from time to time, in its absolute discretion, with such rights, privileges and obligations as are determined applicable (other than voting rights), even if the effect of creating a new category is to alter rights, privileges or obligations of an existing category of Members. No new category of membership may be granted voting rights.
7.3 Life Members
(a) The Regions Executive may endorse a person who has rendered distinguished or special service to the sport of Touch Football at the Regional level, for life membership. The nomination must be on the prescribed form (if any), meet the criteria and must be submitted to the NSWTA General Manager at least 60 days before the date set down for the Annual General Meeting.
(b) Any Life Membership nomination must be endorsed the NSWTA Board prior to being considered by the membership.
(b) The nomination for Life Member shall be considered at the Annual General Meeting. A resolution of the Annual General Meeting to confer life membership must be passed by Special Resolution. The vote on such resolution will be taken by secret ballot.
(c) Conditions, obligations and privileges of life membership shall be as prescribed in the By-Laws.
7.4 Patrons
The Executive may recognise a person as a patron of the Association. This needs NSWTA Board endorsement. The conditions, obligations and privileges of the patrons shall be as prescribed in the By-Laws.
7.5 Deeming Provisions
(a) All persons who were individual members, ordinary members, life members or patrons of the Association prior to the time of approval of this Constitution under the Act, shall be deemed Individual Members, Ordinary Members, Life Members and Patrons respectively from the time of approval of this Constitution under the Act, and will be entitled to such benefits as are conferred on them by the Association.
(b) All organisations who were affiliates of the Association prior to the time of approval of this Constitution under the Act, shall be deemed Affiliated Clubs respectively from the time of approval of this Constitution under the Act, and will be entitled to such benefits as are conferred on them by the Association. 8
8. AFFILIATED CLUBS AND INDIVIDUAL MEMBERS
8.1 Affiliated Clubs
(a) To be eligible for membership, an Affiliated Club must be incorporated or in the process of incorporation, which process shall be complete within 2 years of applying for membership under this Constitution.
(b) For such time as an Affiliated Club is not incorporated, the secretary of any such unincorporated Affiliated Club shall be deemed to be the Member (on behalf of the unincorporated Affiliated Club), and shall be entitled to exercise the same voting and other rights and have the same obligations and shall follow such procedures on behalf of the unincorporated Affiliated Club as incorporated Affiliated Clubs, to the extent that this is possible.
(c) Any dispute or uncertainty as to the application of this Constitution to an unincorporated Affiliated Club shall be resolved by the Board in its sole discretion.
(d) Failure to incorporate within the period stated in Rule 8.1(a) shall result in the expulsion of the secretary (acting on behalf of the unincorporated Affiliated Club) from membership. The unincorporated club shall not be entitled to re-apply for membership until such time as it is incorporated.
(e) To be eligible for membership, an Affiliated Club must be a Financial Member of the NSWTA.
8.2 Application for Membership
An application for membership by an Affiliated Club or Individual Member must be:
(a) in writing to the NSWTA on the form prescribed from time to time by the NSWTA , from the applicant or its nominated representative and lodged with the NSWTA;
(b) in the case of an application for Affiliated Club membership, accompanied by a copy of the applicant’s constitution (which must be acceptable to the NSWTA and be substantially in conformity with this Constitution) and register of members; and
(c) accompanied by the appropriate fee.
8.3 Discretion to Accept or Reject Application
(a) The NSWTA may accept or reject an application and shall not be required or compelled to provide any reason for such acceptance or rejection.
(b) Where the NSWTA accepts an application, the applicant shall become a Member. Membership of the Association shall be deemed to commence upon acceptance of the application by the NSWTA. The General Manager shall amend the register accordingly as soon as practicable.
(c) Where the NSWTA rejects an application the NSWTA shall refund any fees forwarded with the application and the application shall be deemed rejected by the NSWTA. 9
8.4 Membership Renewal
(a) Affiliated Clubs, Ordinary Members and Individual Members must reapply for membership with the Association in accordance with the procedures set down by the NSWTA in By-Laws from time to time.
(b) Upon request by the NSWTA, an Affiliated Club must lodge with the Association an updated copy of its constitution (including all amendments) and provide details of any change in its Delegate, and any other information reasonably required by the NSWTA or the Association. Each Affiliated Club is to ensure that its constitution is amended in conformity with amendments made to this Constitution.
9. SUBSCRIPTIONS AND FEES
9.1 The annual membership subscription (if any), fees and any levies payable by Members (or any category of members) to the NSWTA, the basis of, the time for and manner of payment shall be as determined by the NSWTA Board from time to time.
9.2 Any Member which or who has not paid all monies due and payable by that Member to the NSWTA shall (subject to the NSWTA Board’s discretion) have all rights under this Constitution immediately suspended from the expiry of the time prescribed for payment of those monies. Such rights will be suspended until such time as the monies are fully paid or otherwise in the NSWTA Board’s discretion. In the meantime, the Member shall have no automatic right to resign from the Association, and shall be dealt with in the NSWTA Board’s discretion, which includes the right to expel, suspend, disqualify, fine, discipline or retain that Member as a Member, or impose such other conditions or requirements as the Board considers appropriate.
10. REGISTER OF MEMBERS
10.1 General Manager to Keep Register
The General Manager shall keep and maintain a register of Members in which shall be entered such information as is required under the Act from time to time.
10.2 Inspection of Register
Having regard to confidentiality considerations, an extract of the register, excluding the address of any Delegate, Individual Member, Ordinary Member, Life Member, Parton or Director shall be available for inspection (but not copying) by Members, upon reasonable request.
11. EFFECT OF MEMBERSHIP
Members acknowledge and agree that:
(a) this Constitution constitutes a contract between each of them and the Association and that they are bound by the Rules and the By-Laws;
(b) they shall comply with and observe this Constitution and the By-Laws and any determination, resolution or policy which may be made or passed by the Board or any duly authorised committee; 10
(c) by submitting to this Constitution and the By-Laws they are subject to the jurisdiction of the Association;
(d) this Constitution is made in pursuit of a common object, namely the mutual and collective benefit of the Association, the Members and the sport of Touch Football;
(e) this Constitution and By-Laws are necessary and reasonable for promoting the objects of the Association and particularly the advancement and protection of the sport of Touch Football; and
(f) they are entitled to all benefits, advantages, privileges and services of Association membership.
12. DISCONTINUANCE OF MEMBERSHIP
12.1 Notice of Resignation
Subject to this Constitution any Member which has paid all monies due and payable to the NSWTA and has no other liability (contingent or otherwise) to the NSWTA or the Association may resign from the NSWTA and Association by giving 1 months’ notice in writing to the NSWTA and the Association of such intention to withdraw or resign and upon the expiration of that period of notice, the Member shall cease to be a Member. A Life Member or Patron who has paid all monies due and payable to the NSWTA and/or the Association may resign by notice in writing with immediate effect.
12.2 Expiration of Notice Period
Subject to Rule 12.5 upon the expiration of any notice period applicable under Rule 12.1 an entry, recording the date on which the Member who or which gave notice ceased to be a Member shall be recorded in the register.
12.3 Forfeiture of Rights
A Member who or which ceases to be a Member, for whatever reason, shall forfeit all right in and claim upon the Association and its property including Intellectual Property. Any Association documents, records or other property in the possession, custody or control of that Member shall be returned to the Association immediately.
12.4 Membership may be Reinstated
Membership which has lapsed, been withdrawn or terminated under this Constitution may be reinstated at the discretion of the NSWTA Board, on application in accordance with this Constitution and otherwise on such conditions as it sees fit.
12.5 Cessation of Membership
Where an Affiliated Club ceases to be a Member in accordance with this Constitution or the Act, the Ordinary Members of that Affiliated Club may cease or remain Members to the extent (if any) and for such time (if any) as is determined in the sole discretion of the Board. 11
13. DISCIPLINE OF MEMBERS
13.1 Disciplinary Action
Where the Executive is advised or considers that a Member has allegedly:
(a) breached, failed, refused or neglected to comply with a provision of this Constitution, the By-Laws or any resolution or determination of the Executive or any duly authorised committee; or
(b) acted in a manner unbecoming of a Member or prejudicial to the objects and interests of the Association and/or the sport of Touch Football; or
(c) brought the Association or the sport of Touch Football into disrepute;
the Executive may commence or cause to be commenced disciplinary proceedings against that Member, and that Member will be subject to, and submits unreservedly to the jurisdiction, procedures, penalties and appeal mechanisms (if any) of the Association set out in the By-Laws.
PART IV - GENERAL MEETINGS
14. DELEGATES
14.1 Appointment of Delegates
Each Affiliated Club shall appoint 1 Delegate for such term as is deemed appropriate by the Affiliated Club. A Delegate must:
(a) be a Member of the Association;
(b) be appropriately empowered by the appointing Region or Affiliated Club to consider, make decisions and vote at General Meetings;
(c) not be a Director.
The NSWTA shall also appoint 1 Delegate for such term as is deemed appropriate by Board
14.2 Regions and Affiliated Clubs to Advise
Each Affiliated Club shall advise the Association of its Delegate within 14 days of the appointment or any change of the Delegate, including the name, address and contact details of the Delegate.
15. GENERAL MEETINGS
15.1 An Annual General Meeting of the Association shall be held in accordance with the provisions of the Act and this Constitution and on a date and at a venue to be determined by the Board.
15.2 All General Meetings other than the Annual General Meeting shall be Special General Meetings and shall be held in accordance with this Constitution. 12
16. NOTICE OF GENERAL MEETING
16.1 Notice of General Meetings
(a) Notice of every General Meeting shall be given to NSWTA and Affiliated Clubs at the address appearing in the register kept by the Association. No other person shall be entitled as of right to receive notices of General Meetings.
(b) Notice of General Meeting shall be given at least thirty (30) days prior to the General Meeting and shall specify the place and day and hour of the General Meeting.
(c) The agenda for the General Meeting stating the business to be transacted at the General Meeting shall be given at least ten (10) days prior to the General Meeting, together with any notice of motion received from NSWTA and Affiliated Clubs.
16.2 Entitlement to Attend General Meeting
Notwithstanding any other Rule, no Member shall be represented at, or take part in a General Meeting, unless all monies (set in accordance with Rule 9) then due and payable to the NSWTA and the Association are paid.
17. BUSINESS
17.1 Business of General Meetings
(a) The business to be transacted at the Annual General Meeting includes the consideration of accounts, reports of the Executive (including in relation to the activities of the Association during the last preceding Financial Year) and auditors and the election of Directors and Life Members.
(b) All business that is transacted at a General Meeting, and also all that is transacted at the Annual General Meeting, with the exception of those matters set out in Rule 17.1(a) shall be special business. “Special business” is business of which a notice of motion has been submitted in accordance with Rule 18.1.
17.2 Business Transacted
No business other than that stated on the notice shall be transacted at that meeting.
18. NOTICES OF MOTION
18.1 Notice of Motion to be Submitted
All notices of motion for inclusion as special business at a General Meeting must be submitted in writing (in the required form) to the Assistant Regional Director not less than 30 days (excluding receiving date and meeting date) prior to the General Meeting.
18.2 Unsuccessful Notice of Motion 13
A motion of which due notice has been given, if unsuccessful, cannot be resubmitted, nor may any other motion having similar effect be moved at a subsequent General Meeting for a period of twelve (12) months. The Chairpersonshall determine whether a motion is a motion having a similar effect.
19. SPECIAL GENERAL MEETINGS
19.1 Special General Meetings May be Held
The Executive may, whenever it thinks fit, convene a Special General Meeting of the Association and, where, but for this Rule more than 15 months would elapse between Annual General Meetings, shall convene a Special General Meeting before the expiration of that period.
19.2 Requisition of Special General Meetings
(a) The Board shall on the requisition in writing of ten per cent (10%) of the Affiliated Clubs convene a Special General Meeting.
(b) The requisition for a Special General Meeting shall state the object(s) of the meeting, shall be signed by the Affiliated Clubs making the requisition and be sent to the Association. The requisition may consist of several documents in a like form, each signed by 1 or more of the Affiliated Clubs making the requisition.
(c) If the Executive does not cause a Special General Meeting to be held within 3 months after the date on which the requisition is sent to the Association, the Affiliated Clubs making the requisition, or any of them, may convene a Special General Meeting to be held not later than 3 months after that date.
(d) A Special General Meeting convened by the Affiliated Clubs under this Constitution shall be convened in the same manner, or as nearly as possible as that, in which meetings are convened by the Board.
20. PROCEEDINGS AT GENERAL MEETINGS
20.1 Quorum
No business shall be transacted at any General Meeting unless a quorum is present at the time when the meeting proceeds to business. A quorum for General Meetings of the Association shall be five (5) voting members.
20.2 Chairperson of Executive Preside
The Chairperson shall, subject to this Constitution, preside as Chairperson at every General Meeting of the Association. If the Chairperson is not present, or is unwilling or unable to preside, the Directors shall choose one of their number present who shall, subject to this Constitution, preside as Chairperson for that meeting only.
20.3 Adjournment of Meeting
(a) If within half an hour from the time appointed for the General Meeting a quorum is not present the meeting shall be adjourned to such other day 14
and at such other time and place as the Chairperson may determine. If at the adjourned meeting a quorum is not present within half an hour from the time appointed for the meeting the meeting will lapse.
(b) The Chairperson may, with the consent of any General Meeting at which a quorum is present, and shall, if so directed by the meeting, adjourn the meeting from time to time and from place to place but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.
(c) The Chairperson may, with the consent of any General Meeting at which a quorum is not present allow the meeting to proceed subject to:- * Unanimous acceptance of those Members present. * Any determination pursuant to the circulated agenda shall not be deemed approved until the said determination has been circulated to the Members for Thirty (30) Days. * If a minimum of ten (10) objectors are received from voting General Meeting members then the relevant issue shall be deemed to be lost.
(d) When a General Meeting is adjourned for 30 days or more, notice of the adjourned meeting shall be given as in the case of an original meeting.
(e) Except as provided in Rule 20.3(c) it shall not be necessary to give any notice of an adjournment or the business to be transacted at any adjourned meeting.
20.4 Voting Procedure
At any General Meeting a resolution put to the vote of the meeting shall be decided on a show of hands, unless a poll is (before or on the declaration of the result of the show of hands) demanded:
(a) by the Chairperson; or
(b) by the majority of the Delegates.
20.5 Recording of Determinations
Unless a poll is demanded under Rule 20.4, a declaration by the Chairperson that a resolution has on a show of hands been carried or carried unanimously or by a particular majority or lost and an entry to that effect in the book containing the minutes of the proceedings of the Association shall be conclusive evidence of the fact without proof of the number of the votes recorded in favour of or against the resolution.
20.6 Where Poll Demanded
If a poll is duly demanded under Rule 20.4 it shall be taken in such manner and either at once or after an interval or adjournment or otherwise as the Chairperson directs and the result of the poll shall be the resolution of the meeting at which the poll was demanded. 15
20.7 Resolutions at General Meetings
Except where a Special Resolution is required, all questions at General Meetings shall be determined by the majority of votes (as set out in Rule 21). Except as otherwise provided in this Constitution, in the case of an equality of votes on a question at a General Meeting, the Chairperson is entitled to a casting vote.
20.8 Minutes
The Assistant Regional Director shall keep minutes of the resolutions and proceedings of each General Meeting in books provided for that purpose, together with a record of the names of persons present at all meetings.
21. VOTING AT GENERAL MEETINGS
21.1 The NSWTA and Affiliated Club shall, subject to this Constitution, be entitled to 1 vote at General Meetings. Each member of the Executive (being four persons) be entitled to 1 vote at General Meetings. No other Member shall be entitled to vote, but shall subject to this Constitution have, and be entitled to exercise, those rights set out in Rule 7.1.
22. PROXY AND POSTAL VOTING
22.1 Proxy Voting Not Permitted
Proxy voting shall NOT be permitted at General Meetings.
22.2 Postal Ballot
Should an issue arise between General Meetings which requires a decision or ratification by the the NSWTA and Affiliated Clubs, the Executive, on NSWTA approval, may call a postal vote in such manner as it considers necessary.
PART V - THE EXECUTIVE
23. POWERS OF THE EXECUTIVE
23.1 Subject to the Act and this Constitution the business of the Association shall be managed, and the powers of the Association shall be exercised, by the Executive. In particular, the Board as the controlling authority of the Association shall be responsible for acting on all state issues in accordance with the objects of the Association and shall operate for the collective and mutual benefit of the Association and the sports of Touch Football throughout New South Wales and shall:
(a) govern the sport of Touch Football in New South Wales in accordance with the objects of the Association;
(b) determine major strategic directions of the Association;
(c) review the Association’s performance in achieving its pre-determined aims, objectives and policies; and
(d) manage national responsibilities. 16
24. COMPOSITION OF THE EXECUTIVE
24.1 Executive Composition
The Board shall comprise:
(a) the Regional Director (an Interested Director) elected in accordance with Rule 25;
(b) the Director of Finance (an Interested Director) elected in accordance with Rule 25;
(c) the Assistant Regional (an Interested Director) Director elected in accordance with Rule 25;
(d) the Technical Director (an Interested Director) elected in accordance with Rule 25;.
(e) One (1) nominated delegate from the NSWTA
25. ELECTION OF INTERESTED DIRECTORS
25.1 Qualifications for Interested Directors
(a) Nominees for Interested Director positions on the Executive must meet the qualifications as prescribed from time to time by the NSWTA Board and set out in the By-Laws.
(b) Interested Directors should have a knowledge of Touch Football and its stakeholders and a commitment to the development of Touch Football.
(c) Nominees for Interested Director positions on the Executive must declare any position they hold in NSWTA or Affiliated Club, including as an office bearer, director or a paid appointee.
25.2 Elections of Interested Directors
(a) The Assistant Regional Director shall call for nominations thirty (30) days before the date of the Annual General Meeting. The NSWTA and Affiliated Clubs shall be notified of the call for nominations.
(b) Nominations for Interested Directors must be:
(i) in writing;
(ii) on the prescribed form (if any) provided for that purpose;
(iii) signed by a nominator and seconder, who must be a Delegate of a the NSWTA or Affiliated Club; and
(iv) certified by the nominee (who must be a Member) expressing his or her willingness to accept the position for which he or she is nominated. 17
(c) Nominations must be received by the Assistant Regional Director at least forty fifteen (15) days prior to the Annual General Meeting.
(d) If the number of nominations received for the Executve is equal to the number of vacancies to be filled or if there are insufficient nominations received to fill all vacancies on the Executive, then those nominated shall only be elected if they are elected by the Members by secret ballot in such usual and proper manner as the Chairperson directs. If the nominees are not elected or if there are vacancies to be filled, the vacancies shall be filled by the Executive in accordance with Rule 27.3.
(e) If the number of nominations exceeds the number of vacancies to be filled, a secret ballot shall be taken in such usual and proper manner as the Chairperson directs.
(f) The voting shall be conducted by exhaustive ballot, the procedure for which will be detailed in By-Laws.
25.3 Term of Appointment
(a) Interested Directors shall be elected in accordance with this Constitution for a term of 2 years, which shall commence from the conclusion of the Annual General Meeting at which the election occurred until the conclusion of the second Annual General Meeting following.
(b) The Regional Director and Technical Director shall be elected in each year of odd number and the Director of Finance and Assistant Regional Director shall be elected, in each year of even number.
(c) Should any adjustment to the term of Interested Directors elected under this Constitution be necessary to ensure rotational terms in accordance with this Constitution, this shall be determined by the Executive and require NSWTA approval. Elections to subsequent Boards shall then proceed in accordance with the procedures in this Constitution with approximately half the Board retiring each year.
26. APPOINTMENT OF NSWTA DELEGATE
26.1 Appointment of NSWTA Delegate
The NSWTA shall have the power to appoint 1 Delegate should they deem necessary.
26.2 Qualifications for NSWTA Delegate
The NSWTA Delegate may have specific skills in governance, commerce, finance, marketing, law or business generally or such other skills which compliment the Executive composition, but need not have experience in or exposure to the sport of Touch Football. They do not need to be Members of the NSWTA or Association.
26.3 Term of Appointment
The NSWTA Delegate shall be appointed by NSWTA in accordance with this Constitution for a term of 1 year. 18
The NSWTA Delegate reappointed by the NSWTA Board for subsequent terms if deemed necessary.
27. VACANCIES OF EXECUTIVE MEMBERS
27.1 Grounds for Termination of Director
In addition to the circumstances (if any) in which the office of a Director becomes vacant by virtue of the Act, the office of a Director becomes vacant if the Director:
(a) dies;
(b) becomes bankrupt or makes any arrangement or composition with his creditors generally;
(c) becomes of unsound mind or a person whose person or estate is liable to be dealt with in anyway under the law relating to mental health;
(d) resigns his office in writing to the NSWTA and the Association;
(e) is absent without the consent of the Executive from 2 consecutive meetings of the Executive;
(f) holds any office of employment of the NSWTA, the Association or any Touch Football entity;
(g) without the prior consent or later ratification of the Members in General Meeting holds any office of profit under the NSWTA or the Association;
(h) is directly or indirectly interested in any contract or proposed contract with the Association and fails to declare the nature of his interest;
(i) is removed from office by Special Resolution under Rule 27.2; or
(j) would otherwise be prohibited from being a director of a corporation under the Corporations Act or is disqualified from office under the Act.
(k) conducts him or herself in a manner which is deemed by the majority of the Executive to be contrary to the interest of the Association.
(l) conducts him or herself in a manner which is deemed by the NSWTA Board to be contrary to the interest of the NSWTA and or the Association.
27.2 Removal of a Director
(a) The Association in a General Meeting may by Special Resolution remove any Director, before the expiration of their term of office. If a Director is removed in accordance with this Rule the office of the Director becomes vacant and shall be filled in accordance with the procedure set out in Rule 27.3.
(b) Where the Director to whom a proposed resolution referred to in Rule 27.2(a) makes representations in writing to the General Manager and requests that such representations be notified to the Members, the General Manager may send a copy of the representations to each 19
Affiliated Club or, if they are not so sent, the Director may require that they be read out at the meeting, and the representations shall be so read.
27.3 Casual Vacancies
(a) A vacancy in the position of an Interested Director shall be filled by the Directors until the next Annual General Meeting of the Association. If the term of the Interested Director has not expired, the Members shall fill the vacancy for the remainder of the Directors term.
.
(b) Only an elected Director, that is an Interested Director, can be elevated to fill the casual vacancy of the Chairperson.
27.4 Remaining Directors May Act
In the event of a casual vacancy or vacancies in the office of a Director, the remaining Directors may act but, if the number of remaining Directors is not sufficient to constitute a quorum at a meeting of the Executive, they may act only for the purpose of increasing the number of Directors to a number sufficient to constitute such a quorum.
28. MEETINGS OF THE EXECUTIVE
28.1 Executive to Meet
The Board shall meet as often as is deemed necessary in every calendar year for the dispatch of business and may adjourn and, subject to this Constitution otherwise regulate, its meetings as it thinks fit. The General Manager shall, on the requisition of 2 Directors, convene a meeting of the Board within a reasonable time.
28.2 Decisions of Executive
Subject to this Constitution, questions arising at any meeting of the Executive shall be decided by a majority of votes and all questions so decided shall for all purposes be deemed a determination of the Executive. All Executive members shall have 1 vote on any question. The Chairperson shall also have a casting vote where voting is equal.
28.3 Resolutions not in Meeting
(a) A resolution in writing, signed or assented to by telegram, cablegram, radiogram, facsimile, telex, electronic mail or other form of visible or other electronic communication by all the Directors shall be as valid and effectual as if it had been passed at a meeting of Directors duly convened and held. Any such resolution may consist of several documents in like form each signed by 1 or more of the Directors.
(b) Without limiting the power of the Executive to regulate their meetings as they think fit, a meeting of the Executive may be held where 1 or more of the Directors is not physically present at the meeting, provided that: 20
(i) all persons participating in the meeting are able to communicate with each other effectively, simultaneously and instantaneously, whether by means of telephone or other form of communication;
(ii) notice of the meeting is given to all the Directors entitled to notice in accordance with the usual procedures agreed upon or laid down from time to time by the Executive and such notice specifies that Directors are not required to be present in person;
(iii) in the event that a failure in communications prevents condition (i) from being satisfied by that number of Directors which constitutes a quorum, and none of such Directors are present at the place where the meeting is deemed by virtue of the further provisions of this Rule to be held, then the meeting shall be suspended until condition (i) is satisfied again. If such condition is not satisfied within 15 minutes from the interruption the meeting shall be deemed to have terminated;
(iv) any meeting held where 1 or more of the Directors is not physically present shall be deemed to be held at the place specified in the notice of meeting provided a Director is there present and if no Director is there present the meeting shall be deemed to be held at the place where the Chairperson is located.
28.4 Quorum
At meetings of the Executive the number of Directors whose presence (or participation under Rule 28.3) is required to constitute a quorum is 3 Directors.
28.5 Notice of Executive Meetings
Unless all Directors agree to hold a meeting at shorter notice (which agreement shall be sufficiently evidenced by their presence) not less than 7 days’ oral or written notice of the meeting of the Executive shall be given to each Director by the Assistant Regional Director. The agenda shall be forwarded to each Director not less than 3 days prior to such meeting.
28.6 Validity of Executive Decisions
A procedural defect in decisions taken by the Executive shall not result in such decision being invalidated.
28.7 Chairperson of Board Meeting
The Chairperson shall preside at every meeting of the Executive. If the Chairperson is not present, or is unwilling or unable to preside, the Directors shall choose one of their number to preside as Chairperson for that meeting only. 21
29. CONFLICTS
29.1 Directors’ Interests
A Director is disqualified by holding any place of profit or position of employment in the Association or in any company or incorporated association in which the Association is a shareholder or otherwise interested or from contracting with the Association either as vendor, purchaser or otherwise except with express resolution of approval of the Executive. Any such contract or any contract or arrangement entered into by or on behalf of the Association in which any Director is in any way interested will be voided for such reason.
29.2 Conflict of Interest
A Director shall declare his interest in any:
(a) contractual matter;
(b) selection matter;
(c) disciplinary matter; or
(d) other financial matter;
in which a conflict of interest arises or may arise, and shall, unless otherwise determined by the Executive, absent himself from discussions of such matter and shall not be entitled to vote in respect of such matter. If the Director votes, the vote shall not be counted. In the event of any uncertainty as to whether it is necessary for a Director to absent himself from discussions and refrain from voting, the issue should be immediately determined by vote of the Executive, or if this is not possible, the matter shall be adjourned or deferred.
29.3 Disclosure of Interests
The nature of the interest of such Director must be declared by the Director at the meeting of the Executive at which the contract or other matter is first taken into consideration if the interest then exists or in any other case at the first meeting of the Executive after the acquisition of the interest. If a Director becomes interested in a contract or other matter after it is made or entered into the declaration of the interest must be made at the first meeting of the Executive held after the Director becomes so interested.
29.4 General Disclosure
A general notice that a Director is a member of any specified firm or company and is to be regarded as interested in all transactions with that firm or company is sufficient declaration under Rule 29.3 as regards such Director and the said transactions. After such general notice it is not necessary for such Director to give a special notice relating to any particular transaction with that firm or company.
29.5 Recording Disclosures
It is the duty of the General Manager to record in the minutes any declaration made or any general notice given by a Director in accordance with Rule 29.3 and 29.4. 22
PART VI - MISCELLANEOUS
30. DELEGATIONS
30.1 Executive may Delegate Functions to Committees
The Executive may by instrument in writing create or establish or appoint from among its own members, the Members, or otherwise, committees to carry out such duties and functions, and with such powers, as the Executive determines.
30.2 Delegation by Instrument
The Executive may in the establishing instrument delegate such functions as are specified in the instrument, other than:
(a) this power of delegation; and
(b) a function imposed on the Executive by the Act or any other law, or this Constitution.
30.3 Regional Committee
(a) The NSWTA Board shall establish a regional committee under the power of delegation in Rule 31.2.
(b) The Regional Committee shall meet at least twice a year to:
(i) inform the NSWTA Board of significant membership issues;
(ii) assist the NSWTA Board to design or review the organisation’s strategic direction;
(iii) discuss statewide issues;
(iv) provide feedback to the NSWTA Board on the results of its governance decisions in practice at the Affiliated Club level.
(c) The members of the Regional Committee shall comprise:
(i) the Region Delegates or a representative from the Region; and
(ii) the Directors.
30.4 Technical Committees
(a) The Executive shall establish the following technical committees under the power of delegation in Rule 31.2:
(i) Coaching;
(ii) Selectors;
(iii) Juniors;
(iv) Referee. 23
(b) The following procedure shall apply in relation to the appointment of members of the Technical Committee:
(i) The Executive shall call for nominations for members of the Technical Committees from the Members.
(ii) Nominations shall be called for the position of Director and general committee members.
(iii) The Executive is to appoint the Director, and the other members of the Technical Committee after considering the recommendation of the Director.
(iv) If insufficient nominations are received from the Members or the nominations are considered inappropriate by the Executive, the Executive shall appoint the positions on the Technical Committee in its discretion after consultation with the NSWTA.
30.5 Delegated Function Exercised in Accordance With Terms
A function, the exercise of which has been delegated under this Rule, may whilst the delegation remains unrevoked, be exercised from time to time in accordance with the terms of the delegation.
30.6 Procedure of Delegated Entity
(a) The procedures for any committee established shall, with any necessary or incidental amendment, be the same as that applicable to meetings of the Executive under Rule 28. The quorum shall be determined by the committee, but shall be no less than the majority of the total number of committee members.
(b) A Executive shall be ex-officio members of any committee so appointed.
(c) Within 14 days of any meeting of any committee, the committee shall send a copy of the minutes and any supporting documents to the Assistant Regional Director.
30.7 Delegation may be Conditional
A delegation under this Rule may be made subject to such conditions or limitations as to the exercise of any function or at the time or circumstances as may be specified in the delegation.
30.8 Revocation of Delegation
The Executive may by instrument in writing, revoke wholly or in part any delegation made under this Rule, and may amend, repeal or veto any decision made by such committee under this Rule where such decision is contrary to this Constitution, the By-Laws, the Act, the objects of the Association, the NSWTA or the committee’s delegation. 24
31. BY-LAWS
31.1 Executive to Formulate By-Laws
The Executive may (by itself or by delegation to a committee) formulate, approve, issue, adopt, interpret and amend such by-laws, regulations and policies (“By- Laws”) for the proper advancement, management and administration of the Association, the advancement of the objects of the Association and the sport of Touch Football as it thinks necessary or desirable. Such By-Laws must be consistent with this Constitution and met with approval of the NSWTA.
31.2 By-Laws Binding
All By-Laws made under this Rule and NSWTA By-Laws shall be binding on the Association and Members.
31.3 By-Laws Deemed Applicable
All by-laws, regulations and policies of the Association in force at the date of the approval of this Constitution under the Act insofar as such by-laws, regulations and policies are not inconsistent with, or have been replaced by this Constitution, shall be deemed to be By-Laws under this Rule.
31.4 Notices Binding on Members
Amendments, alterations, interpretations or other changes to By-Laws shall be advised to Regions by means of notices approved by the Executive and prepared and issued by the Assistant Regional Director. NSWTA By-Laws noted to the Regions and Affiliated Clubs shall be obliged to draw such notices to the attention of their respective Members. Notices are binding upon all Members.
32. RECORDS AND ACCOUNTS
32.1 Assistant Regional Director to Keep Records
The Assistant Regional Director shall establish and maintain proper records and minutes concerning all transactions, business, meetings and dealings of the Association and the Executive and shall produce these as appropriate at each Executive meeting or General Meeting.
32.2 Records Kept in Accordance with Act
Proper accounting and other records shall be kept in accordance with the Act, generally accepted accounting principles and/or any applicable code of conduct. The books of account shall be kept in the care and control of the Assistant Regional Director.
32.3 Inspection of Records
Subject to privacy and commercial considerations, the Executive may in its discretion make the records, books and other documents of the Association available for inspection (but not copying) by a Affiliated Club at any reasonable hour. The Executive may impose reasonable charges in relation to such inspection. 25
The Executive will make the records, books and other documents of the Association available for inspection by the NSWTA upon request.
32.4 Board to Submit Accounts
The Executive shall submit to the Annual General Meeting the accounts of the Association in accordance with the Act and NSWTA policy.
32.5 Negotiable Instruments
All cheques, promissory notes, bankers drafts, bills of exchange and other negotiable instruments, and all receipts for money paid to the Association, shall be signed, drawn, accepted, endorsed or otherwise executed, as the case may be, by 2 persons appointed in writing by the Executive.
33. AUDITOR
33.1 A properly qualified auditor or auditors shall be appointed and the remuneration of such auditor or auditors fixed by the Executive. The auditor’s duties shall be regulated in accordance with the Act, or if no relevant provisions exist under the Act, in accordance with generally accepted accounting principles and/or any applicable codes of conduct.
34. NOTICE
34.1 Manner of Notice
(a) Notices may be given by the Region to any Member by sending the notice by post or facsimile transmission or where available, by electronic mail, to the Member’s registered address, facsimile number or electronic mail address.
(b) Where a notice is sent by post, service of the notice shall be deemed to be effected by properly addressing and posting the notice. Service of the notice is deemed to have been effected 2 days after posting.
(c) Where a notice is sent by facsimile transmission, service of the notice shall be deemed to be effected upon receipt of a confirmation report confirming the facsimile was sent to/or received at the facsimile number to which it was sent.
(d) Where a notice is sent by electronic mail, service of the notice shall be deemed to be effected upon receipt of a confirmation report confirming the electronic mail message was received at the electronic mail address to which it was sent.
34.2 Notice of General Meeting
Notice of every General Meeting shall be given in the manner authorised and to the persons entitled to receive notice under this Constitution. 26
35. SEAL
35.1 Safe Custody of Seal
The NSWTA General Manager shall provide for safe custody of the Seal.
35.2 Affixing Seal
The Seal shall only be used by authority of the Executive and every document to which the seal is affixed shall be signed by 2 Directors or a Director and the NSWTA General Manager.
35.3 Director’s Interest
A Director may not sign a document to which the seal of the Association is fixed where the Director is interested in the contract or arrangement to which the document relates.
36. ALTERATION OF CONSTITUTION
36.1 This Constitution shall not be altered except by Special Resolution.
36.2 Any alteration or addition to the Constitution approved in accordance with the above sub-clause requires to be passed by the NSWTA Board.
37. INDEMNITY
37.1 Directors to be Indemnified
Every Director, auditor, manager, employee or agent of the Association shall be indemnified to the extent provided under the directors and officers insurance policy of the Association (if any) against any liability incurred by him/her in his/her capacity as Director, auditor, manager, employee or agent in defending any proceedings, whether civil or criminal, in which judgement is given in his/her favour or in which he/she is acquitted or in connection with any application in relation to any such proceedings in which relief is, under the Act, granted to him/her by the Court.
37.2 Association to Indemnify
The Association shall indemnify its Directors and employees to the extent provided under the directors and officers insurance policy of the Association (if any) against all damages and costs (including legal costs) for which any such Director or employee may be or become liable to any third party in consequence of any act or omission except wilful misconduct:
(a) in the case of a Director performed or made whilst acting on behalf of and with the authority, express or implied of the Association; and
(b) in the case of an employee, performed or made in the course of, and within the scope of his/her employment by the Association.
38. WINDING UP
38.1 Winding Up of the Association 27
Subject to this Rule 39, the Association may be wound up in accordance with the provisions of the Act.
38.2 Liability of Members
The liability of the Members of the Association is limited.
38.3 Members’ Contributions
Every Member of the Association undertakes to contribute to the assets of the Association in the event of it being wound up while a Member, or within 1 year after ceasing to be a Member for payment of the debts and liabilities of the Association contracted before the time at which he or she ceases to be a Member, and the costs, charges and expenses of winding up and for an adjustment of the rights of contributors among themselves, such amount as may be required not exceeding $1.00.
38.4 Distribution of Property on Winding Up
If upon winding up or dissolution of the Association there remains after satisfaction of all its debts and liabilities any assets or property, the same shall not be paid to or distributed amongst the Members of the Association but shall be given or transferred to the NSWTA. The NSWTA at its discretion may give or transfer to some body or bodies having objects similar to the objects of the Association and which prohibits the distribution of its or their income and property among its or their Members to an extent at least as great as is imposed on the Association by this Constitution and which is also not carried on for profit and which is similarly exempt (or entitled to be exempt) from income tax. Such body or bodies to be determined by the NSWTA at or before the time of dissolution, and in default thereof by such judge of the relevant Supreme Court or such other court as may have or acquire jurisdiction in the matter.
39. SOURCE OF FUNDS
39.1 The funds of the Association may be derived from annual membership subscriptions, fees and levies payable by Members, donations, grants, sponsorships and such other sources as the NSWTA Board determines.
40. APPLICATION OF INCOME
40.1 Income and Property Applied to Objects
The income and property of the Association shall be applied solely towards the promotion of the objects of the Association as set out in this Constitution.
40.2 No Income to Members
Except as prescribed in this Constitution:
(a) no portion of the income or property of the Association shall be paid or transferred, directly or indirectly by way of dividend, bonus or otherwise to any Member; and 28
(b) no remuneration or other benefit in money or money's worth shall be paid or given by the Association to any Member who holds any office of the Association.
40.3 Payments in Good Faith
Nothing contained in Rule 41.2 shall prevent payment in good faith of or to any Member for:
(a) any services actually rendered to the Association whether as an employee or otherwise;
(b) goods supplied to the Association in the ordinary and usual course of operation;
(c) interest on money borrowed from any Member;
(d) rent for premises demised or let by any Member to the Association;
(e) any out-of-pocket expenses incurred by the Member on behalf of the Association; or
(f) any other reason;
provided that any such payment shall not exceed the amount ordinarily payable between ordinary commercial parties dealing at arm’s length in a similar transaction.
41. GRIEVANCE PROCEDURE
41.1 Grievance by a Member
Where a Member of the Association has a grievance with another Member or with the Association (but not being any of the grounds set out in Rule 13) and that Member considers the grievance warrants investigation and action by the Association, the Member shall follow the procedure set out in this Rule 42.
41.2 Grievances Officer
The Member shall contact, either by telephone or in writing, the Association’s grievances officer (“Grievance Officer”), appointed by the Executive (but not a member of the Executive), and advise they have a grievance which they wish to discuss. The identity of the nominated Grievances Officer will be communicated to all Members of the Association by written notice. Where a grievance is to be submitted in writing it should be addressed clearly to the Grievances Officer and marked “Private & Confidential”.
41.3 Action by Grievances Officer
(a) Where a grievance has been received by the Grievances Officer she or he shall, as soon as practicable, meet with, or discuss the grievance with the aggrieved Member. The Grievances Officer may take whatever steps and conduct whatever investigations necessary to determine whether the grievance is legitimate.
29
(b) Where the Grievances Officer determines the grievance is legitimate she or he shall take all reasonable steps to resolve the grievance.
(c) Where the Grievances Officer determines the grievance is not legitimate she or he shall advise the aggrieved Member accordingly. If the aggrieved Member is not satisfied with the Grievances Officer’s determination they may take whatever further action they consider necessary or appropriate.
(d) Where the Grievances Officer is unable to resolve a grievance or considers the grievance of a very serious nature they shall report the grievance to the Regional Director, NSWTA General Manager and/or the Executive for action.
(e) All grievances received by the Grievances Officer, and all information surrounding the circumstances of a grievance which is discovered by the Grievances Officer on investigation shall be confidential and may be communicated only to the Regional Director, NSWTA General Manager and/or the Executive.
41.4 Procedures by Grievances Officer
In investigating a grievance and/or determining its legitimacy, the Grievances Officer shall observe and apply the procedures applicable to a proceeding under Rule 13, in so far as they are applicable.