Federation of Parents and Citizens' Associations of New South Wales

Constitution

1. Definitions 

In this constitution, unless contrary intention appears:

(a)    Association - means a Parent and Citizens' association or other kindred parent organisation properly constituted under the NSW Education Act, 1990.

(b)   Department - means the Department of Education and Training of NSW.

(c)    District Council - means a district council of Parents and Citizens' associations properly constituted in accordance with the NSW Education Act, 1990.

(d)   Federation - means the Federation of Parents and Citizens' Associations of NSW.

(e)    Delegate - means a properly authorised delegate to annual conference.

(f)     Region - means a division of the State of NSW as more particularly described in By-Laws hereto.

(g)    Council - means Executive Council as defined by the Education Commission Act within the meaning of the Federation Incorporation Act.

(h)    Words importing the singular number shall include the plural; and words importing the masculine gender shall include the feminine, and vice-versa.

2. Name of the Corporation and Registered Office

The name of the Corporation shall be the 'Federation of Parents and Citizens' Associations of New South Wales'. The head office of the Corporation shall be located in Sydney.

3. Aims and Objectives

The objectives of the Federation shall be:

(a)    To promote the cause of education and to facilitate community involvement in education.

(b)   To co-operate with the DET and all community agencies interested in furthering education.

(c)    To assist in the organisation of associations, district councils and regional councils and to assist any such association, district or regional councils by financial or other means in such circumstances and such manner as may seem proper to the association, district or regional council and the Federation.

(d)   To carry out research into the problems of education and to co-operate with other recognised groups to achieve more effective solutions to these problems.

(e)    To establish and expend funds both for the general conduct of the Federation and to enable the Federation to carry out its aims and objectives.

(f)     The Federation shall be non-sectarian and non-party political.

4. Policy

(a)    The policy of the Federation shall be determined by annual conference.

(b)   Council may add to policy between annual conferences but may not alter existing policy.

5. Affiliation and Membership

(a)    Members of the Federation shall be its properly constituted affiliates.

(b)   An affiliate shall be an association or district council which has chosen to join the Federation by carrying a resolution to that effect at a general meeting and which has remitted the stipulated affiliation fee to the Federation.

(c)    The affiliation fees payable to the Federation shall be determined by the annual conference.

(d)   All affiliation fees shall become due and payable within three months of the conclusion of the annual conference and affiliates, having paid their fees, shall be considered in good financial standing up to and including the next annual conference.

6. Council

(a)    The implementation of Federation policy shall be carried out by the Council in accordance with the decisions of the annual conference and the constitution and by-Laws of the Federation.

(b)   The Council shall consist of the Executive Officers and the Councillors. The Executive Officers shall be the President, the Senior Vice-President, four Vice-Presidents (two of whom shall be from metropolitan regions and two of whom shall be from country regions), the Treasurer and the Publicity Officer. The Councillors shall be delegates elected to represent the affiliates within each Region.

(c)    The Executive Officers shall be elected by and from annual conference.

(d)   A delegate, to be eligible for election as an Executive Officer, shall have previously served as a Councillor and no-one shall serve more than two (2) terms consecutively in the same office.

(e)    Council meetings shall be open to members of affiliates authorised by such affiliates in writing to attend as observers, except that the meeting can be closed to attendance by observers by the decision of the chairperson.

7. Committees

(a)    Council shall appoint from within itself an Executive to act on its behalf between meetings.

(b)   The Council may elect from within itself such other committees as it deems necessary for the proper functioning of the Federation. Such committees shall have the power to co-opt.

(c)    Executive meetings shall be open to all councillors to attend as observers, except that the meeting can be closed to attendance by observers by the decision of the Chairperson.

8. Annual Conference

(a)    The annual conference of the Federation shall be held once each calendar year.

(b)   The annual conference shall be constituted by the Council, life members and delegates.

(c)    The annual conference shall be convened for the purpose of exchange of information on, and discussion of, Federation's aims and objects, and for the formation of, or amendment to Federation policy to achieve such aims and objects.

(d)   At the annual conference, 80 delegates shall form a quorum.

9. Finance

(a)    The funds of the Federation shall be applied to further the aims and objectives of the Federation at such time and such manner as the Council may determine.

(b)   The income and property of the Federation whence so ever derived shall be applied solely towards the promotion of the objects of the Federation and no portion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus or otherwise by way of profit to any person provided that nothing herein shall prevent the payment in good faith of remuneration of any officer or servants of the Federation.

(c)    The Federation shall have authority and power to borrow such sums of money on such terms and security as may be required for all and/or any purpose borrowing shall be at the discretion of annual conference or council and shall be carried into effect by any two of the President, Executive Officer and Treasurer.

10. Audit

A registered public accountant shall be appointed by the annual conference as auditor for the year. The books of accounts, vouchers and accounts shall be examined by the auditor and he shall report thereon to the following annual conference.

11. Life Membership

The Federation may confer Life Membership on any person whose services to the Federation justify such an honour. Such members shall be appointed by annual conference on the recommendation of the Council. Life members shall not be eligible to vote at annual conference or stand for election to office of the Federation by virtue of this honour only.

12. Distinguished Service Award

The Federation may confer a Distinguished Service Award on individual Councillors and/or Officers as recognition of outstanding and dedicated service given to Federation. The decision to confer such an award should be made at annual conference on the specific recommendation of Council or a resolution by annual conference itself.

13. Amendment of Constitution

(a)    This constitution may be amended only by the approval of a two-thirds majority of annual conference voting on a motion for its amendment of which at least six weeks' notice has been given to each affiliate.

(b)   An amendment of the constitution of the corporation does not take effect until an instrument certified under the seal of the corporation to be a true copy of the resolution affecting the amendment has been lodged in the office of the Corporate Affairs Commission and the fee prescribed by or under the Companies Act, 1961, in respect of the lodgement has been paid.

(c)    Motions for amendment of this constitution shall be dealt with by annual conference 2005 and by annual conference held every third year thereafter.

14. Indemnity

Members of Council jointly and severally as such shall be held indemnified personally in respect of their bona fide official acts, and shall be indemnified out of the assets of Federation against any liability incurred in taking or defending any proceedings, whether civil or criminal, or in connection with any application under any Act in which relief is granted by the Court in respect of any negligence, default, breach of duty or breach of trust relating to the Federation or his Office.

15. Winding up

(a)    The Federation shall be dissolved in the event of the number of affiliates becoming less than one-fifth of the number of organisations qualified to affiliate, or upon the vote of a two-thirds majority at a special conference called for this purpose and convened with the same representation as an annual conference. Affiliates must receive 13 week’s written notice of any intended motion to wind up Federation.

(b)   Upon dissolution, assets and funds on hand, after payment of all expenses and liabilities, shall not be paid to or distributed among the members. The assets and funds shall be given or transferred to some other charitable institution or institutions which shall also prohibit the distribution of its or their property among its or their members. Such charitable institution or institutions to be determined by the Conference making the decision to dissolve the Federation.

(c)    The Officers of the Federation be authorised to take all steps necessary to wind up Federation notwithstanding that the Federation has ceased to exist on the date determined by the aforementioned conference.