Violet Foundation Supporting Meningococcal Constitution
1. Name
Violet Foundation Supporting Meningococcal, known as The Foundation in this document.
2. Aims
a) To Assist Patients and Their Families.
Provide support to patients and their families who are affected by Meningococcal and related diseases, especially in the first vulnerable days when the disease is diagnosed.
Provide the knowledge and comfort that they are not alone during the stressful times when treatment and operations are being carried out, and the loss of life occurs.
Provide ongoing support through local Violet Foundation Support Groups.
Provide Support Group Networks for the information of Medical personnel.
b) To Distribute Information About the Disease
In consultation with medical personnel, the Foundation will gather, collate, publish and distribute information concerning Meningococcal and related diseases to members of the community.
c) To Raise Funds for Research
Through various fundraising events the Violet Foundation Supporting Meningococcal will raise funds specifically for research into the Meningococcal diseases. In consultation with medical personnel, will distribute a grant to person/s or company/ies conducting research into Meningococcal. The grant will be given out at the Annual Violet Foundation Dinner.
d) To Establish Support Networks
Through public awareness of The Foundation, encourage the establishment of Support Group Networks Provide an oversighting role for the formation and establishment of each Support Group. Support Groups are not limited to the number in each State.
e) To establish a working relationship with the Meningitis Foundation
In consultation with the Meningitis Foundation establish a working relationship whereby the Violet Foundation Supporting Meningococcal provides support to the Meningitis Foundation.
The Meningitis Foundation will in turn provide assistance to the Violet Foundation. When a notification is made to the Meningitis Foundation of a patient or a family in need of assistance, the Meningitis Foundation will call upon the support arm of the Violet Foundation for assistance.
3. Membership
Membership to the Foundation is open to any interested person and the number of persons is unlimited. The Foundation is a Voluntary non profit organisation.
A membership fee will be charged in accordance with the Model of Rules. The membership fee is $5 with an annual subscription of $5.
Application for membership shall be made in writing, signed by the applicant, and shall be in such form and contain such requirements as the Management Committee from time to time prescribes.
As soon as practicable after the receipt of an application for membership, it shall be considered by the Management Committee, who shall thereupon determine upon the admission or rejection of the applicant. The Committee is required to give a reason for the rejection of an application, if requested by the applicant.
A register of members shall be kept showing the name, address and the date of commencement of membership.
4. Management
The management of the Foundation shall be vested in a Management Committee consisting of the office-bearers and 2 other members.
No member of the Management Committee shall be appointed to any salaried office of the Foundation or any office of the Foundation paid by fees.
No remuneration or other benefit in money or money’s worth shall be given by the Foundation to any member of the Management Committee except repayment of out-of pocket expenses in accordance with the Foundation’s Re-imbursement Policy.
5. Office Bearers
The office bearers shall consist of a President, Treasurer, Secretary, Publicity Officer and any such other officers as shall be decided by the members of The Foundation at the Annual General Meeting. The Office Bearers and the other Members of the Management Committee shall be elected annually at the Annual General Meeting.
Any casual vacancy occurring among the Office Bearers may be filled by the Committee. That person so appointed will remain in that position for the entire unexpired term of the member so replaced.
6. Proceedings of the Management Committee
a) The Management Committee may meet together for the dispatch of business, adjourn and otherwise appoint and regulate its meetings as it thinks fit. The President may at any time and the Secretary on the requisition of any two members of the Committee summon a meeting of the Committee.
b) Questions arising at any meeting of the Committee shall be decided by a majority of votes of those present and a determination by a majority of the members of the Committee present shall for all purposes be a determination of the Committee. In case of an equality of votes the Chairperson of the meeting shall have a second or casting vote.
c) The continuing members of the Committee may act notwithstanding any vacancy in the Committee, but if and so long as their number is not reduced below the number fixed by or pursuant to these Rules as the necessary quorum. The continuing member of members may act for the purposes of increasing the number of members of the Committee from amongst the members, which they are hereby employed to do, or of summoning a general meeting of the Foundation, but for no other purpose
7. Vacation of Office
The office of a member of the Committee shall become vacant:
a) Upon their death
b) If they become bankrupt or makes any arrangement or composition with their creditors generally,
c) If they become mentally ill, or a person whose person or estate is liable to be dealt with, in any way, under the law relating to mental health,
d) If they resign their office by notice in writing to The Foundation,
e) If they are absent for more than six months from Management meetings, without leave of the Management Committee,
f) If they cease to be a member of The Foundation
g) Upon a resolution being passed by a two-thirds majority of members present at a properly constituted general meeting especially called for the purpose to remove a person from office,
h) If they hold any office of profit or obtain a profit from The Foundation,
i) If they are directly or indirectly interested in any contract, or proposed contract, with The Foundation.
8. Financial Year
The financial year shall conclude on 30 June each year.
9. Annual General Meeting
The Annual General Meeting of Members shall be held during the month of September each year, when the Annual Report and Financial Statements shall be presented.
10. General Meeting
A minimum of 8 General Meetings will be conducted throughout the calendar year where business of The Foundation will be discussed.
11. Special General Meeting
Any two members of the Committee may, at any time, convene a Special General Meeting of The Foundation. Special General Meetings shall also be convened by the Secretary at the written request of not less than five per centum in numbers of the members of The Foundation and shall be held within a period of one month of receipt of the request.
12. Quorum
At Meetings of Members, a quorum shall consist of five members and at a Management Committee Meeting shall consist of three members. Should within half an hour of the time set down for a meeting to commence, a quorum be not present, then the meeting shall be adjourned to the same time and place seven days later or to a place and to a time within one month of the date of such meeting, to be determined thereat. If at such adjourned meeting a quorum not be present, then those members attending shall be deemed to be a quorum, provided, the number of such members is not less than three.
13. Proceedings at General Meetings
a) The President shall preside as Chairperson at every generl meeting of the Foundation, but if they are not present within fifteen minutes after the time appointed for the holding of the meeting or is unwilling to act, then the members present shall elect one of the numbers to be chairperson of the meeting, a simple majority sufficing.
b) The Chairperson may, with the consent of any 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. When a meeting is adjourned for thirty days or more, notice of the adjourned meeting shall be given as in the case of an original meeting. Except as previously provided it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting.
c) At any general meeting a resolution put to the vote of a 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 by the Chairperson or by at least three members present. Unless a poss is so demanded 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 Foundation shall each be conclusive evidence or the fact without proof of the number or proportion of votes recorded in favour of or against the resolution. The demand for a poll may be withdrawn.
d) If a poll is duly demanded 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 but a poll demanded on the election of a Chairperson or on a question of adjournment shall be taken forthwith.
e) In the case of an equality of votes, whether on a show of hands or on a poll, the chairperson of the meeting at which the show of hands takes place or at which a poll is demanded shall be entitled to a second or casting vote.
f) Each member present and voting at a general meeting of the Foundation shall have one vote.
14. Notice of Meetings
Notice shall be given for the Annual General Meeting and General Meetings. The Secretary shall give at least seven days notice to members of The Foundation, specifying the place, the day and the hour of the meeting. The notice will include the general nature of the business to be dealt with at the meeting.
15. Funds
a) All monies received by The Foundation shall be deposited intact at the earliest possible date to the credit of The Foundation's Working Bank Account or The Foundation's Research Account. Receipts for monies received shall be issued promptly.
b) All payments made by The Foundation shall be paid by cheque signed by any two of the Management Committee.
c) The funds of The Foundation are to be derived from donations, gifts, fundraising events and any other means resoluted by the Committee.
d) The Management Committee will resolute at a general meeting as to what per centum will be given from a fund raising event to The Foundation's Research Account.
e) The Foundation will establish a Research Account specifically for grants to be given to person/s or company/ies conducting research into the Meningococcal Disease.
f) Persons making donations to The Foundation may specifically request which account they wish their donation to be placed in or how it is distributed.
g) Funds raised by means of a fundraising appeal within the meaning of the Charitable Fundraising Act 1991 must be maintained in accordance with that act.
The Management Committee shall ensure appropriate books of account and records are maintained, including those required to be maintained under the Charitable Fundraising Act 1991.
17. Authorisation of Accounts
All accounts shall be presented and passed for payment at a Management Committee/General Meeting. Full details of all such approvals shall be entered in the Minute Book.
18. Audit
a) The auditor or auditors shall be elected at the Annual General Meeting. They shall examine all accounts, vouchers, receipts, books, etc and furnish a report thereon to the members at the Annual Meeting. Audits shall be conducted at regular intervals of not more than twelve months.
b) 20 An auditor shall not be a member of closely related to a member of the Management Committee.
c) Subject of paragraph (d) hereof notice of the intention to nominate an auditor to replace the current auditor shall be given to the Secretary at least twenty one days before the Annual General Meeting. The Secretary shall send a copy of the nomination of the current auditor at least seven days before the Annual General Meeting. The current auditor shall be entitled to attend the Annual General Meeting and if that person so wishes to be heard at such Annual General Meeting.
d) Where the current auditor submits a resignation, or notifies the Secretary of the intention not to seek re-election as auditor, paragraph (c) hereof shall not apply.
19. Minutes
The Management Committee shall cause minutes to be made:
a) Of all appointments of office bearers and members of the Committee,
b) Of all names and members of the Committee present at all meetings of the Foundation,
c) Of all proceedings of all meetings of the Foundation. Such minutes shall be signed by the Chairperson of the meeting at the next succeeding meeting after approval of the meeting.
20. Expulsion of Members
A member may be expelled from membership of the Foundation by the Management Committee, if in the opinion of such Committee, after affording such member an opportunity of offering the Committee an explanation of that person’s conduct either verbally or in writing as the Committee may decide, the conduct of the member is such as to be detrimental to the best interests of the Foundation, provided that:
a) such expulsion shall not be effective unless it is confirmed by a majority of members present at a Special General Meeting of members convened to consider the expulsion.
b) such Special General Meeting is held within a period of one month form the date of the decision of the Management Committee to expel the member.
c) At such Special General Meeting the member whose expulsion is under consideration shall be allowed to offer an explanation of that person’s conduct verbally or in writing at the option of such member.
d) The voting of such Special General Meeting shall be by ballot if not less than five members present thereat so demand.
e) It shall be in the power of the committee to exclude such member from participation in the affairs of the Foundation until such Special General Meeting shall be held.
21. Dissolution
a) The Foundation shall be dissolved in the event of membership of less than three persons or upon the vote of a three - fourths majority of members present at a Special General Meeting convened to consider such question.
b) Upon a resolution being passed in accordance with Paragraph 16 a) of this rule, the net assets or property liable after satisfying all debts and liabilities shall, upon determination by the members of The Foundation, be handed over to some other organisation or organisations having objects similar to the objects of The Foundation. However in making distribution, The Foundation must ensure it satisfies all legal obligations applying to any funds or property over which a charitable trust exists.
22. Amendment of Rules
These rules may be amended by a resolution passed by a two-thirds majority of members present at any Annual General Meeting at which notice of the proposed amendment shall have been given or at a Special General Meeting convened for that purpose.
23. Reimbursement of Expenses
Out of Pocket expenses to be paid to the Committee Members as approved at Committee Management/General Meetings in accordance with the Reimbursement Policy of The Foundation.
24. Distribution of Funds
a) The income and property of The Foundation however derived, shall, subject to any obligations under charitable trust law or any other statutory requirements, be used and applied solely in the promotion of the objectives of The Foundation and in the exercise of powers conferred upon it by the constitution.
b) No proportion of this income and property shall be distributed, paid or transferred directly or indirectly by way of dividend, bonus or otherwise by way of profit, to or amongst the members of The Foundation.
c) The requirement contained in b) shall not, however, prevent payment in good faith of;
i. Interest (provided it is based on the prevailing rate of interest charged by banks) to any such member in respect of monies advanced by that member to the Foundation, or otherwise owing by The Foundation to the member; or
ii. Any remuneration to any officers or servants of The Foundation or other person in return for any services genuinely rendered to The Foundation.
25. Notices
A notice may be given to any member either personally or by sending it by post to the member’s address registered with the Foundation or if that person has no registered address to the place of abode of the member last known to the Management Committee. Where a notice is sent by post, service of the notice shall be deemed to be effected by properly addressing, prepaying and posting a letter or an envelope containing the notice and to have been effected in the case of the notice of a meeting on the day after the date of its posting and in any other case the time at which the letter would be delivered in the ordinary course of post.
26. Internal Disputes
The Management Committee shall ensure that a mechanism is established for resolving internal disputes within its membership. This may include:
a) The appointment of an independent person to arbitrate in the dispute.
b) A process to bring the parties together to resolve the dispute at an early stage presenting their case.
c) A process to ensure that all parties receive a full and fair opportunity of presenting their case
d) Where the dispute cannot be resolved internally by arbitration or mediation, to refer the matter to a Community Justice Centre which functions as 'a centre for dispute settlement'.
27. Complaints
The Management Committee shall ensure that a mechanism is established that will properly and effectively deal with complaints made by members of the public and grievances from employees.
28. Custody of Books
Except as otherwise provided by these rules, the public officer must keep in their custody or under their control all records, books and other documents relating to The Foundation.
29. Inspection of Books
The records, books and other documents of The Foundation must be open to inspection, free of charge, by a member of The Foundation or any other Government related organisation at any reasonable time.
All accounting books must be audited prior to the presentation of the Annual Report.
30. Australian Business Number and Tax File Number
The Foundation will register with the Australian Taxation Office and have an Australian Business Number (A.B.N.) and Tax File Number (T.F.N.)which will be documented on all financial transactions where necessary.
31. Fundraising for Foundation
All fund raising activities will be conducted in accordance with the Charity Act as outlined in the information supplied by the Department of Gaming and Racing.
The Foundation will have a Charity Fundraising Number to conduct fundraising activities.
No Foundation fundraising activity will be conducted without the approval of the Management Committee.
32. Fundraising for Individuals
The Foundation per se will not fundraise for an individual.
If the Foundation is approached to fundraise for an individual, assistance can be provided with the necessary guidelines on how to conduct the activity.
Independent committees can be formed, by members of the Foundation, to organise such activity. All proceeds from these events will go direct to the nominated person.
