CONSTITUTION · This Constitution may be modified, altered or added to by Special Resolution passed at a special or general meeting of the Association by not less than a two-thirds

Yachting Northern Territory Incorporated Constitution 2018

CONSTITUTION

FOR

YACHTING NORTHERN TERRITORY INCORPORATED

IN FORCE FROM

26 July 2018


TABLE OF CONTENTS 1. NAME ......................................................................................................................................................... 3

2. INTERPRETATION .................................................................................................................................... 3

3. OBJECTS ................................................................................................................................................... 4

4. POWERS ................................................................................................................................................... 4

5. COUNCIL OF THE ASSOCIATION ........................................................................................................... 5

5.1 Powers of the Council ....................................................................................................................... 6

5.2 Council Members and Procedures .................................................................................................... 6

5.3 Powers of Council Committees ......................................................................................................... 7

6. EXECUTIVE COMMITTEE OF THE ASSOCIATION ................................................................................ 7

6.1 The Executive Committee ................................................................................................................. 7

6.2 Eligibility ............................................................................................................................................. 8

6.2.1. For the period from the date of this Constitution: .............................................................................. 8

6.3 Powers of the Executive Committee ................................................................................................. 8

6.4 President and Vice-President ............................................................................................................ 9

6.5 Secretary ......................................................................................................................................... 10

6.6 Treasurer ......................................................................................................................................... 10

6.7 Public Officer ................................................................................................................................... 11

7. PROPERTY, FINANCE AND PROCEDURES ........................................................................................ 11

8. INCORPORATION ................................................................................................................................... 12

9. DISSOLUTION ......................................................................................................................................... 12

10. MEMBERSHIP .................................................................................................................................... 12

10.1. Membership Year. ........................................................................................................................... 12

10.2. Member Clubs. ................................................................................................................................ 12

10.3. Membership Determination. Membership for the Association shall be determined by the Council of the Association and shall be set out in the By-Laws of the Association. ..................................................... 13

11. APPLICATION FOR MEMBERSHIP ................................................................................................... 13

12. ELECTION OF MEMBERS ................................................................................................................. 13

13. RESIGNATION OF MEMBERS AND COUNCILLORS....................................................................... 13

14. SUBSCRIPTIONS AND LEVIES ......................................................................................................... 13

15. RIGHTS OF MEMBERS ...................................................................................................................... 14

16. CESSATION OF MEMBERSHIP ........................................................................................................ 14

17. REGISTER OF MEMBERS ................................................................................................................. 15

18 GRIEVANCE AND DISPUTES PROCEDURES ................................................................................. 15

19. MEETINGS .......................................................................................................................................... 16

19.1 Association Meetings ...................................................................................................................... 16

19.1.1 Annual General Meeting .......................................................................................................... 16

19.1.2. General Meetings .................................................................................................................... 17

19.1.3. Special Resolution ................................................................................................................... 17

19.1.4. Special General Meetings ....................................................................................................... 17

19.1.5 Attendance at General Meetings ............................................................................................. 18


19.1.6 Voting Members ...................................................................................................................... 18

19.2. Council Meetings ............................................................................................................................. 18

19.3. Committee Meetings ....................................................................................................................... 18

19.3.1 Executive Committee............................................................................................................... 18

19.3.2 Sub Committees ...................................................................................................................... 18

19.4 Observers ........................................................................................................................................ 18

19.5 Electronic Media .............................................................................................................................. 18

20. CONDUCT OF MEETING ................................................................................................................... 19

21. VOTING ............................................................................................................................................... 19

22. QUORUMS .......................................................................................................................................... 20

23. RACING RULES AND SAFETY REGULATIONS ............................................................................... 20

24. SPECIAL RACING RULES AND SAFETY REGULATIONS .............................................................. 20

25. SAIL NUMBERS .................................................................................................................................. 21

26. CHAMPIONSHIPS .............................................................................................................................. 21

27. APPEALS ............................................................................................................................................ 21

28. NOTICES ............................................................................................................................................. 21

29. DOCUMENTS ..................................................................................................................................... 22

30. COMMON SEAL.................................................................................................................................. 22

31. AMENDMENTS ................................................................................................................................... 22

By- Laws of Yachting NT Inc. .......................................................................................................................... 24

By-Law 1 .................................................................................................................................................. 24

By-Law 2 .................................................................................................................................................. 25


CONSTITUTION

YACHTING NORTHERN TERRITORY INCORPORATED.

1. NAME

The name of the association shall be "Yachting Northern Territory Incorporated."

2. INTERPRETATION

2.1 In this Constitution, unless the contrary intention appears:

"Act" means the Associations Act. "Association" means Yachting Northern Territory Incorporated.

“By-Laws” are additional rules which apply to members which generally deal with internal and administrative matters.

"Club" means any association or club or group by another name which has been accepted as a member of the association. “Club Member” means a member of a club who has access to a full range of programs and services offered by the club as a participant. This type of member typically pays a full registration fee and participates regularly in programs and services. "Council" means the council constituted in accordance with clause 5. "Executive committee" means the committee constituted in accordance with clause 6.1 "Member' means the affiliated club or association which has been accepted as a member "Public Officer" means the person who is elected by Council to act as the Public Officer of the Association for the purposes of the Associations Act. “Reasonable time” unless otherwise stated in this constitution reasonable time will mean 30 days from the date of notification. "Yacht" means any vessel which is used for pleasure whether propelled by sail or power


2.2 In this Constitution expressions referring 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 and figures in visible form.

2.3 Words and expressions contained in this Constitution shall be interpreted

in accordance with the provisions of the Interpretation Act. 2.4 Words importing any gender shall mean and be construed as importing

any other gender. 2.5 Words importing the singular shall imply the plural and vice versa. 2.6 The constitution known as the 1997 version was repealed as at 23 June

2011. Any appointment made, or motion passed under the constitution hereby repealed, if in force at the commencement of this constitution, shall continue in force as far as practicable as if made or passed under this constitution.

3. OBJECTS

3.1 The objects of the Association shall be;

3.1.1 As the peak sailing body promote and regulate yachting and yacht

racing in the Northern Territory. 3.1.2 To be a member of Australian Sailing Limited or any subsequent

National Yachting Authority.

4. POWERS

4.1 The powers of the Association: 4.1.1 To hold Northern Territory Championships and contests between

yachts, whether on its own account, or as delegated to it by the Australian Sailing Limited, or otherwise, and to delegate the conduct of any such championship or contest to the particular class association, or to such other Member or Committee formed for that purpose, as the Association considers desirable

4.1.2 To pass and implement special racing rules, safety and other

regulations where no suitable National or international rule exists;


4.1.3 To recognize the measurement of yachts and the allotment of sail numbers, letters and emblems by National, Northern Territory Clubs and Class Associations except where provided by clause 24 hereof.

4.1.4 To hear and determine all appeals from the decision of any

Member of the Association, or any committee thereof, which may be referred by any Member of the Association, or by any person who is concerned in such decision.

4.1.5 To determine or give an opinion on any question, dispute or matter

referred to it by a. Member of the Association or if it so decides by any non-member organisation

4.1.6 To exercise all powers given to the Association by any deed of

gift, or by the condition attached to the awarding of any cup or prize, or delegated to it by any Member of the Association, and to determine all matters referred to the decision of the Association by any deed of gift or any condition of awarding any cup or prize;

4.1.7 To regulate any inter-state contest to be carried out in the

Northern Territory. 4.1.8 To deal with all other matters connected with yachting and yacht

racing and within the objects of the Association, which may be referred to it by a Member of the Association.

4.1.9 Generally to deal with and regulate all other matters connected

with yachting and yacht racing which it considers necessary or desirable to achieve the objects of the Association.

4.1.10 To secure representation, or obtain advice, whether professional

or otherwise, on any matter considered necessary or advisable to achieve, promote or maintain the objects of the Association.

4.1.11 Without limiting the generality of the foregoing, to do all things

necessary within its powers to promote the sport of sailing within the Northern Territory.

4.1.12 To liaise with NT Government and others to procure funding for

N.T. sailing schools and for the development of sailors and sailing within the NT.

5. COUNCIL OF THE ASSOCIATION

The Council of the Association shall consist of a delegate/s from affiliated clubs in accordance with clause 15.


5.1 Powers of the Council

The Council shall have the following powers and duties:

5.1.1. To elect members of the Executive Committee in accordance with Clause 6.

5.1.2. To approve policy of the Association, providing that such policy is not

inconsistent with this Constitution; and will deal with matters referred to it by the Association or any Committee of the Association, and to co-ordinate the activities of the Association within the framework of this constitution.

5.1.3. To approve creation, amendment or dissolution of By-Laws as required

for the efficient and effective operation of the Association. Such By-Laws shall be approved at a special meeting in accordance with clause 31 of this Constitution.

5.1.4. To receive promptly the minutes of meetings of its committees and to ensure that decisions made thereat comply with the policy of the Association and only intervene and take action as it considers necessary when, in its opinion, a decision does not so comply.

5.1.5. To delegate such of its powers as it considers warranted, either generally

or from time to a committee, and to vary or revoke the scope of any such delegation.

5.1.6. To approve engagement of such employees as it shall consider

necessary, at such remuneration and terms as it considers appropriate, and to terminate such employment.

5.1.7. To conduct all meetings within accepted standing orders.

5.1.8. To elect a patron from time to time.

5.2 Council Members and Procedures

5.2.1. Council members who absent themselves from two consecutive

meetings without due cause may be looked upon as having resigned. Their nominating club will be informed in writing to the Secretary of the Club and requested to provide a replacement for the forthcoming meeting. If no replacement is provided, Council may appoint a replacement who shall be from a Member club.

5.2.2. Appointed councilors will have voting power and must be a

member of an affiliated club.


5.2.3. Member clubs will nominate persons who are able and prepared to assist council to achieve its objects.

5.2.4. Council may request member clubs to replace a nominee who is

unable to work within the constitution and rules of council. 5.2.5. Member clubs will formally submit matters to council to the Hon.

Secretary. 5.2.6. The Chairman of Council meetings will take a neutral non-voting

position, but will have a casting vote. 5.2.7. Normal meetings of council will be open to observers from

affiliated clubs.

5.3 Powers of Council Committees

Each Committee of Council shall have the following powers and duties

5.3.1. To exercise any powers and undertake any duties specifically delegated to it by council and it shall at all times be limited in authority by direction of Council.

5.3.2. To report to Council on matters with which it has dealt and to bring

recommendations before Council for adoption. 5.3.3 To commit expenditure within strict guidelines as previously

decided by Council.

6. EXECUTIVE COMMITTEE OF THE ASSOCIATION

6.1 The Executive Committee

The Executive Committee will consist of the Senior Officers of the Association elected by the Council, who shall act as the Board of Management of the Association, namely:

The President The Vice President The Hon. Secretary The Hon. Treasurer

6.1.1. Executive Committee members will normally serve a two

year term as follows

President and Treasurer .................to AGM of even years, Vice President and Secretary .........to AGM of odd years.


6.1.2. The Executive Committee shall continue to hold office until the election of their successors.

6.1.5. The Council may at any time fill any casual vacancy

occurring on the Executive Committee where a position becomes vacant during a term. The casual position will be filled for the remainder of the term of that position.

6.1.6. In seeking nominations the Executive Committee Members

the Yachting Northern Territory Council should consider the candidates skill and ability to fulfill the requirements of the position to be filled.

6.1.6. Where possible the Yachting Northern Territory Council

should strive to ensure that a gender balance of at least 50% is achieved within the Executive Council.

6.2 Eligibility

6.2.1. For the period from the date of this Constitution:

6.2.2. An Executive Committee Member should not hold any official position at state, regional or club level, or other administrative position that provides a material conflict of interest which is actual or perceived.

Where a potential conflict of interest arises the Executive Committee Member must disclose the nature and extent of the interest at the Committee meeting. The Secretary must record the disclosure in the minutes of the meeting. A member of the Executive Committee who has a direct conflict of interest must not take part in a decision of the committee with respect to that interest but may, subject to the Executive Committee approval, take part in deliberations with respect to the decision. The Secretary must maintain a conflict of interest register and an Executive Committeeperson’s involvement in any decisions with which they have a conflict of interest.

6.3 Powers of the Executive Committee

6.3.1. Members of the Executive Committee are to manage

Yachting Northern Territory’s business and may exercise those Yachting Northern Territory’s powers that are not required by the Act or by this constitution to be exercised by Yachting Northern Territory in a General Meeting.


6.3.2. As soon as practicable after being elected to the Executive Committee, each committee member must become familiar with the Act, the regulations made under the Act and the Constitution and Policies of Yachting Northern Territory.

6.3.3. The Executive Committee is collectively responsible for ensuring the Association complies with the Act, the regulations made under the Act and the Constitution and Policies of Yachting Northern Territory...

6.3.4. To exercise any powers and duties specifically delegated to it by Council and it shall at all times be limited in authority by direction of Council

6.3.5. To deal with, on behalf of Council, such matters of

urgent nature which may arise and which, in the opinion of the Executive Committee, do not warrant special meetings of Council;

6.3.6. To report to each meeting of Council any action it

may have taken, since its last report on matters with which it has dealt. Such report to be included in council’s minutes

6.3.7. To provide and regulate its own rules for convening

of meetings and conduct of its meetings generally, and to alter such rules if desirable;

6.3.8. To fill any casual vacancy, occurring in any

Committee, including that of President.

6.3.9. To act at all times in the best interest of the sport of sailing and its members as a whole. To make decisions and govern the sport of sailing in an impartial manner in relationship to its members and clubs treating all members and clubs as equals.

6.4 President and Vice-President

6.4.1. Subject to subclauses 6.3.2 and 6.3.3, the President must chair all general meetings and committee meetings.

6.4.2. If the President is absent from a meeting, the Vice-President must chair the meeting.

6.4.3. If the President and the Vice- President are both absent, the chairing member for that meeting must be:

(a) A member elected by the other members present if it is a general meeting; or

(b) A committee member elected by the other committee


members present if it is a committee meeting.

6.5 Secretary

6.5.1. The Secretary must:

(a) Coordinate the correspondence of the Association;

(b) Ensure minutes of all proceedings of general meetings and of committee meetings are kept in accordance with section 38 of the Act;

(c) Maintain the register of members in accordance with section 34 of the Act;

(d) unless the members resolve otherwise at a general meeting – have custody of all books, documents, records and registers of the Association, other than those required by clause 37(5) of the Act to be in the custody of the Treasurer; and

(e) Perform any other duties imposed by this Constitution on the Secretary.

6.6 Treasurer

6.6.1. The Treasurer must:

(a) Receive all moneys paid to or received by the Association and issue receipts for those moneys in the name of the Association;

(b) Pay all moneys received into the account of the Association within 5 working days after receipt;

(c) Make any payments authorised by the Committee or by a general meeting of the Association from the Association's funds; and

(d) Ensure cheques are signed by him or her and at least one other committee member, or by any 2 other committee members authorised by the Committee.

6.6.2. The Treasurer must ensure the accounting records of the Association are kept in accordance with section 41 of the Act.

6.6.3. The Treasurer must coordinate the preparation of the Association's annual statement of accounts.

6.6.4. If directed to do so by the President, the Treasurer must submit to the Committee a report, balance sheet or financial statement in accordance with that direction.


6.6.5. The Treasurer has custody of all securities, books and documents of a financial nature and accounting records of the Association unless the members resolve otherwise at a general meeting.

6.6.6. The Treasurer must perform any other duties imposed by this Constitution on the Treasurer.

6.7 Public Officer

6.7.1. The public officer must ensure that documents are filed with the Commissioner of Consumer Affairs in accordance with sections 23, 28 and 45 of the Act.

6.7.2. The public officer must keep a current copy of the Constitution of the Association.

7. PROPERTY, FINANCE AND PROCEDURES

7.1. All monies received by the Association shall be banked into a

bank account in the name of the Association. Said bank account will be operated by the Executive Committee members.

7.2. Unless they are not available, the Hon. Treasurer and the Hon.

Secretary will sign on behalf of the Association. All outgoing payments must be by Cheque or electronic bank transfer. Council will provide for books and records to be kept properly.

7.3. Subsidiary bank accounts for special events may be opened with

the approval of, and under conditions approved by Council. 7.4. Any dealing by the Association in real property shall be made and

conducted in the name of the Association, any instrument effecting such dealings shall be signed and sealed by two of the executive committee whose signatures shall be binding on all Members of the Association, providing the dealing has been resolved in accordance with this a resolution to proceed was made at a General Meeting of the Association.

7.5. Upon written request and the payment of the prescribed fee, a

Member Club shall be entitled to inspect such books and records and take extracts there from, and the Council shall supply a true copy of such books and records.

7.6. All expenditure must be itemised in the minutes and approved by

a majority of the Councilors present prior to all money being expended.


7.7. The financial year of the association shall be the financial year commencing 1 July to 30 June the following year.

7.8. The Hon. Treasurer will submit an interim financial report to the

first meeting of Council after 30 June. The financial books of the Association will then be audited and a copy of the audit report distributed to the members not less than 14 days before the AGM. The audit report will be presented at the AGM of the Association for approval by the members.

7.9. All standard procedures shall be conducted in accordance with

those set out in the Associations approved policies and procedures.

8. INCORPORATION

If any of the parties hereto, at present an unincorporated body, shall hereafter become incorporated under the provisions of relevant Northern Territory legislation or otherwise, the rights and privileges of such unincorporated body shall become transferred to and endure for the benefit of such incorporated body.

9. DISSOLUTION

If on the winding up or dissolution of the Association, and after satisfaction of all its debts and liabilities, there remains any assets, the assets must not be distributed to the members or former members. The surplus assets must be given or transferred to another association incorporated under the Act thathas similar objects or purposes, is not carried on for profit or gain to its individual members and is determined by resolution of the members.

10. MEMBERSHIP

10.1. Membership Year. The membership year of Yachting Northern

Territory shall be the same as the financial year of the Association. 1 July to 30 June of the following year.

10.2. Member Clubs. Any yacht club or sailing club or class association in

the Northern Territory, the constitution and rules of which are approved by Council may be accepted as a Member Club. Minimum membership of Yachting Northern Territory will be 5 members. Minimum membership of a member club of Yachting Northern Territory will be 5 members.


10.3. Membership Determination. Membership for the Association shall be determined by the Council of the Association and shall be set out in the By-Laws of the Association.

.

11. APPLICATION FOR MEMBERSHIP

11.1 Any Yachting or Sailing Club, or Class Association in the Northern

Territory, not already a member of the Association, but desiring to join the same, shall make application in writing to the Association and shall furnish a copy of the constitution or rules of the club together with a listing of registered members and such particulars and information as the Association may require. An applicant elected in accordance with this clause shall be forwarded a copy of the Constitution of the Association, incorporating any amendments thereto.

The applicant shall be formally admitted to membership upon receipt by the Association of the acceptance, in writing, of the Constitution, and payment by the applicant of the subscriptions or levies, as determined in accordance with clause 14 hereof for the year of election or if elected after the beginning of the membership year, a pro-rata proportion of such subscription and or levies as determined by Council.

12. ELECTION OF MEMBERS

12.1 Election of a new Member Club shall be effected by the vote of council,

in accordance with clause 21 hereof, and such vote must be carried by not less than a two-thirds majority of votes cast.

13. RESIGNATION OF MEMBERS AND COUNCILLORS

13.1 A Member of the Association or of council may resign by notice in writing

to council but such resignation shall not take effect until the expiration of one (1) month after the date written notice of the intention to resign shall have been given to council.

14. SUBSCRIPTIONS AND LEVIES

14.1 Each Member Club of the Association shall pay fees due to the

Association as follows.

14.1.1 Annual Fees and Levies. . The annual fee or levy for each club for membership will be recommended annually by the Council and set at the AGM.


. 14.1.3 Payment. Payment of all fees and or levies set at the AGM will

be applied in the following membership year.

15. RIGHTS OF MEMBERS

Member Clubs rights and limitations are herein defined.

15.1 Each Member Club may provide one delegate to Council. In addition,

clubs with a high number of members declared, and who satisfy the definition as Club Member in accordance with clause 2.1, may provide additional delegates to Council on the basis of the tables below;

members additional delegate/s

10 to 100 1 101 to 200 2 “ “ 201 to 300 3 “ “ And so on to a maximum of 5 additional delegates.

15.2 Purchase or receive such publications, services or objects as arranged

by Council. 15.3 Submit appeals and such other matters for consideration by the

Association as herein defined 15.4 Such other rights and privileges as herein defined 15.5 Members of affiliated clubs may attend Council meetings as observers.

16. CESSATION OF MEMBERSHIP

16.1 Council may resolve, on a two-thirds majority of votes cast in

accordance with clause 21 of councilors entitled to vote, that any Member Club shall cease to be a Member of the Association if;

16.1.1 Its subscriptions or other moneys due to the Association shall

remain unpaid two (2) months after it shall have been notified that the same has been levied or be due;

16.1.2 It is in breach of the provisions of the constitution and it shall not

have rectified such breach within a reasonable time after it has been requested to do so;


16.1.3 Having been given reasonable notice of Council to show cause, it shall have not satisfied Council that it is a desirable Member of the Association.

16.2 Member Clubs may be required to show they continue as an active

sailing club and have a visible presence, e.g. a) A constitution or set of rules which are acceptable to the

Association b) An elected committee with regular meetings. c) A proper financial structure with bank account in the name of the

club and an audited financial statement each year. d) A register of financial and active members who are members (for

levy purposes) of an affiliated Club.

Member Clubs who no longer embody those requirements will cease to be a Member Club upon a resolution to that effect by Council

17. REGISTER OF MEMBERS

17.1 The Council shall cause a register to be kept in which shall be entered

the names and postal addresses of all admitted to membership of the Association, and the dates of their admission to membership,

17.2 Particulars shall also be entered into the register of the resignations,

terminations and reinstatements of membership and any further particulars Council may require from time to time.

17.3 The register shall be open for inspection at all reasonable times by any

Member Club which previously applies to the secretary for such inspection.

18 GRIEVANCE AND DISPUTES PROCEDURES

18.1 This clause applies to disputes between:

(a) A member and another member; or

(b) A member and the Committee.

18.2 Within 14 days after the dispute comes to the attention of the parties to the dispute, they must meet and discuss the matter in dispute, and, if possible, resolve the dispute.

18.3 If the parties are unable to resolve the dispute at the meeting, or if a party fails to attend that meeting, then the parties must, within 10 days after the meeting, hold another meeting in the presence of a mediator.


18.4 The mediator must be:

(a) A person chosen by agreement between the parties; or

(b) In the absence of agreement:

(I) For a dispute between a member and another member – a person appointed by the Committee; or

(ii) For a dispute between a member and the Committee – a person who is a mediator appointed or employed by the department administering the Act.

18.5 A member of the Association can be a mediator.

18.6 The mediator cannot be a party to the dispute.

18.7 The parties to the dispute must, in good faith, attempt to settle the dispute by mediation.

18.8 The mediator, in conducting the mediation, must:

(a) Give the parties to the mediation process every opportunity to be heard;

(b) Allow due consideration by all parties of any written statement submitted by any party; and

(c) Ensure natural justice is accorded to the parties to the dispute throughout the mediation process.

18.9 The mediator must not determine the dispute.

18.10 If the mediation process does not result in the dispute being resolved, the parties may seek to resolve the dispute in accordance with the Act or otherwise at law.

19. MEETINGS

19.1 Association Meetings

19.1.1 Annual General Meeting The Association must hold its first annual general meeting within 18 months after its incorporation. Subsequent annual general meetings shall be held each year on a date as determined by council and within 5 months after the close of Council's financial year. Business will be as listed herein.


Notice of the AGM. The Association Secretary of the Association shall, at least 21 days before the fixed date for holding the AGM of the Association cause to be inserted in a newspaper published daily in the NT an advertisement specifying the place, day and time for the holding of the meeting and the nature of the business to be transacted thereat. Quorum shall be as clause 22.

BUSINESS a) Reading of the notice convening the meeting. b) Confirmation of the minutes of previous general meeting. c) Consideration and adoption of the annual reports. d) Presentation of the balance sheet and the income and

expenditure account. e) Election of Members of Council f) Election of Public Officer g) Receive recommendations and set amounts payable for

fees and levies. h) Motions of which notice has been given. i) General business.

19.1.2. General Meetings Shall be held at least twice a year, one will be the Annual General Meeting and the second at least six months after the first, and no later than three months prior to the AGM. The provisions as to the giving of notice and of quorum outlined in 22 shall apply.

19.1.3. Special Resolution A special resolution may be moved at any general meeting of the Association.

(a) The Secretary must give all members not less than 21 days’ notice of the meeting at which a special resolution is to be proposed unless otherwise provided in the Schedule.

(b) The notice must include the resolution to be proposed and the intention to propose the resolution as a special resolution.

19.1.4. Special General Meetings Council may call a Special General Meeting at any time and shall call such a meeting on the requisition executed by not less than three (3) member clubs. The requisition shall state the proposed business of the meeting. No business other than that given on the notice shall be transacted at such Special General Meeting. The provisions as to the giving of notice and of quorum outlined in 19.1.1 above shall apply.


19.1.5 Attendance at General Meetings Attendance at General meetings will be open to all members of affiliated clubs.

19.1.6 Voting Members Clubs entitled to vote at any meeting must be financial seven days prior to that meeting."

19.2. Council Meetings

Council will meet monthly, or as decided by Council.

19.3. Committee Meetings

19.3.1 Executive Committee Shall meet at such time and place as the Chairman thereof shall think necessary or as convened in accordance with the rules laid down by the Council or of the rules of the Committee passed pursuant to clause 6.2.4 hereof.

19.3.2 Sub Committees Shall meet at such time and place as the Chairman thereof shall think necessary or as convened in accordance with the rules laid down by the Council.

19.4 Observers

Members of Member Clubs may attend meetings. They may speak if permitted by the Chairman, but shall have no vote. (See 19.1.5.)

19.5 Electronic Media

Meetings of Council and Committees may be held by telephone or other audio or audiovisual communication approved by the Council. Where such communication link has .been established, such that all those Councilors or Committee Members available at the .time scheduled for the meeting can be heard by each other, they shall all be taken as being .in attendance at such meeting as if they were personally present.


20. CONDUCT OF MEETING

20.1 The President, or in his absence the Vice President, shall, by virtue of

his office, be the Chairman of all Association, Council and Executive Committee meetings, provided that in the case of the absence of the President and Vice President from the meeting fifteen (15) minutes after the time for the holding thereof, the Members of the Association, Council or Executive Committee, (as the case may be,) may elect a Chairman, but for the purpose of that meeting only.

20.2 If, at any scheduled meeting of the Association, Council, Executive

Committee other Committee, a quorum is not present within fifteen (15) minutes after the time appointed for the holding thereof, the meeting shall be deferred until such date, time and place as the Chairman of the meeting shall determine, or as subsequently convened.

20.3 Proper minutes of the meetings of the Association and of the Council

shall be kept by the Honorary Secretary, or such other person appointed from time to time by the Council. Proper minutes of the meetings of the Executive Committee or any other Committee shall be kept and such minutes, or a copy thereof, delivered promptly to the Honorary Secretary of the Association a copy of minutes of Council will be sent to affiliated clubs.

20.4 Upon written request and the payment of the prescribed fee, a Member

Club shall be entitled such minutes and take extracts there from, and the Council shall supply a true copy of the minutes requested

21. VOTING

21.1 Delegates are to verify their membership of the body which they

represent if so required by the Chairman. 21.2 Each Member Club shall have only one (1) vote regardless of the number of delegates under clause 15.1. 21.3 Proxy votes will be allowed where the Member Club is not situated in the

location of the meeting. Such proxies shall be in writing from the executive of the Member Club and relate to the specific item for which they are used.

21.4 At any meeting of the Executive Committee or the Council each member

of the Executive Committee or Council personally present shall have one (1) vote, except as stated in clause 5.2.6.

21.5 At any meeting of the Association motions shall be carried by a simple

majority except where otherwise stated in this constitution.


22. QUORUMS

The following numbers shall constitute quorums for meetings of the bodies provided for in this Constitution: 22.1 General meetings and Council meetings.

Quorum will be 50% of an even number of Member Clubs, or if there is an uneven number, then 50% of the number, less one.

22.2 Executive Committee. 3 members 22.3 Committees of Council 3 members

23. RACING RULES AND SAFETY REGULATIONS

23.1 The Racing Rules of the Association hereinafter called the Racing Rules)

shall be the Racing Rules for the time being in force of the World Sailing and modified by the prescriptions of the Australian Sailing Limited, and as further modified by the Special Racing Rules of the Association.

23.2 The safety Regulations of the Association shall be the Safety

Regulations of Australian Sailing Limited and such other Safety Regulations of the Association.

24. SPECIAL RACING RULES AND SAFETY REGULATIONS

24.1 Without restricting the generality of the foregoing, the Association is

hereby empowered upon the following basis to make and amend Special Racing Rules and Regulations:

24.1.2 If, by the said date, objection has not been lodged by Member

Club entitled to vote, then the same shall form part of the Special Racing Rules or Safety Regulations of the Association, as the case may be, and be effective from the date of such adoption or such later date proclaimed in the proposal.

24.1.3 In the case of appeals on the Racing Rules, the Association shall

have the power to appoint an Appeals Committee as required, whose decision shall be final and may be promulgated to the parties as the decision of the Association.

24.1.4 Any appeal lodged by a non-Member Club or Association shall

only be heard and determined with the approval of the Council.


25. SAIL NUMBERS

Subject to recognised International, National or other classes who control their own national register through Australian Sailing Limited, or with the Association's approval where necessary, or where numbers are issued by a Class Authority, Club or Association subject to the approval of Australian Sailing Limited or the Association, the Association will be the final arbitrator over the issuing and allocation of sail numbers, letters and emblems.

26. CHAMPIONSHIPS

26.1 Any member club desiring to hold a Northern Territory Championship

shall apply in writing to the Association, setting forth such information as Council from time to time prescribes.

26.2 If the Association approves the application it may delegate the conduct

of such Championship to the applicant Member Club upon such conditions as it may lay down.

26.3 No Northern Territory Championship shall be held by any Member Club

unless conducted in accordance with such delegated authority and of the conditions laid down by the Association.

26.4 The above provisions relating to delegation, imposing of conditions and

conduct of a Championship shall apply to any race or series of races, the conduct of which has been delegated to the Association.

27. APPEALS

The entertainment and hearing of appeals from any decision of a Race Committee shall be regulated by World Sailing, Sailing Rules. The decision of the Association on an appeal shall be final, provided that the Association may on its own motion, refer any appeal to Australian Sailing Limited should it think it proper to do so.

28. NOTICES

A notice may be served by or on behalf of the Association upon any Member either personally or by sending it through the post in a prepaid letter addressed to the member at his usual or last known address. A letter sent by prepaid post


shall be deemed to have been received by the person to whom it was addressed four days after it was posted.

29. DOCUMENTS

All standard documents and procedures of the Association shall be approved by the Council and become part of the standard operating procedures for the Association. Documents approved by the Council shall be in force until rescinded and / or replaced by documents accepted by a vote of not less than two thirds of Council members.

30. COMMON SEAL

30.1 The Common Seal of the Association shall be kept in the custody of the

Association Secretary. 30.2 The Common Seal shall not be affixed to any instrument except by the

authority of the Council and the affixing thereof shall be attested by the signatures either of two members of the Executive Committee , or one member of the Executive Committee and one Councilor of the Association.

31. AMENDMENTS

This Constitution may be modified, altered or added to by Special Resolution passed at a special or general meeting of the Association by not less than a two-thirds majority of Member Clubs and not less than a majority of two-thirds of votes cast in accordance with clause 21 of this constitution. The Association shall post to all members, not less than twenty one (21) days before the meeting, a notice of meeting and a copy of the resolution intended to be proposed thereat. Upon the passing of the resolution the constitution shall be deemed to have been amended accordingly, and all Members shall be bound thereby. As soon as practicable the Association, at its expense, shall post to each Member of the Association a copy of the resolution so passed. Any amendment to the Special Racing Rules or the Safety Regulations of the Association shall not be deemed to be an amendment to the Constitution. By-Laws may be made, amended or dissolved by Special Resolution passed at a special or general meeting of the Association by not less than a two-thirds majority of Member Clubs and not less than a majority of two-thirds of votes cast in accordance with clause 21 of this constitution.


Making, amending or dissolving any By-Law of the Association will not be deemed to be an amendment to the Constitution.


By- Laws of Yachting NT Inc. Making, amending or dissolving any By-Law of the Association will not be deemed to

be an amendment to the Constitution.

The following By-Laws must be read in conjunction with the YNT Constitution.

By-Law 1. (in force from 21 / 06 / 2018)

MEMBERSHIP

Any club or class association supporting sailing in the Northern Territory, the

constitution and rules of which are approved by the YNT Council may be accepted

as a Member Club or Class Association. Membership for YNT shall be determined

by the Council YNT of and set out in the By-Laws of YNT.

Membership of Yachting Northern Territory shall consist of the following:

CLUBS:

The Darwin Sailing Club Incorporated (DSC)

The Gove Boat Club (GBC)

The Dinah Beach Cruising Yacht Association Incorporated (DBCYA)

CLASS ASSOCIATIONS:

Cruising Yacht Association of NT Incorporated (CYANT)

Multihull Association of Northern Territory Australia Incorporated (MANTA)

Tasar Association Northern Territory Incorporated (TANT)

Northern Territory District Laser Class Association (NTDLCA)

Northern Territory Minnow Association Incorporated (NTMA)


By-Law 2. (in force from 21 / 06 / 2018)

SUBSCRIPTIONS AND LEVIES

Each Member Club of YNT shall pay the fees due to YNT. Payment of all fees and or

levies shall be set at the YNT AGM and will be applied in the following membership

year.

Membership Fee

Membership for 2018/19 will increase by the CPI amount for 2018