Gear Club Constitution

Constitution of Golden Era Auto Racing Club Inc (Dec 2016)


ContentsPart 1 - Preliminary
1   Definitions.................................................. 2
Part 2 - Aims and Objectives........................... 2
Part 3 - Membership
  1. Membership generally............................... 3
3A Honorary Life Member…........................... 3
  1. Nomination for membership...................... 4
  2. Cessation of membership......................... 4
  3. Membership entitlements not transferable 4
  4. Resignation of membership....................... 5
  5. Register of members................................. 5
  6. Fees and subscriptions............................. 5
  7. Members’ liabilities.................................. 5
  8. Resolution of disputes............................. 5
  9. Disciplining of members…...................... 6
  10. Right of appeal of disciplined member.... 6
Part 4 - The committee
  1. Powers of the committee......................... 7
  2. Composition and membership of committee................................................ 7
  3. Election of committee members.............. 7
  4. Secretary................................................. 8
  5. Treasurer................................................. 8
  6. Casual vacancies.................................... 8
  7. Removal of committee members............ 8
  8. Committee meetings and quorum........... 9
  9. Delegation by committee to sub-committee................................................ 9
  10. Voting and decisions............................. 10
Part 5 - General meetings
  1. Annual general meetings - holding of.... 10
  2. Annual general meetings - calling of and business at............................................. 10
  3. Special general meetings - calling of.... 11
  4. Notice..................................................... 11
  5. Quorum for general meetings................ 11
  6. Presiding member................................. 12
  7. Adjournment.......................................... 11
  8. Making of decisions............................... 12
  9. Special resolutions................................ 12
  10. Voting..................................................... 12
  11. Proxy votes............................................ 13
  12. Postal ballots......................................... 13
Part 6 - Miscellaneous
  1. Insurance.............................................. 12
1

  1. Funds - source....................................... 13
  2. Funds - management............................ 13
  3. Change of name, objects and constitution 13
  4. Custody of books etc............................. 13
  5. Inspection of books etc.......................... 13
  6. Service of notices.................................. 14
  7. Financial year........................................ 14
  8. Vehicle Guidelines................................. 14
  9. Code of Conduct................................... 14
Appendix 1 Application for membership of association...................................................... 15
Appendix 2 Vehicle Guidelines..................... 16
Appendix 3 Code of Conduct........................ 18Part 1 - Preliminary1.Definitions
  1. In this constitution:
Director-General means the Director-General of the Department of Services, Technology and Administration.
Ordinary committee member means a member of the committee who is not an office-bearer of the association.
Secretary means:
  1. the person holding office under this constitution as secretary of the association, or
  2. if no such person holds that office - the public officer of the association.
Special general meeting means a general meeting of the association other than an annual general meeting.
The Act means the Associations Incorporation Act 2009.
The Regulation means the Associations Incorporation Regulation 2010.
  1. In this constitution:
    1. a reference to a function includes a reference to a power, authority and duty, and
    2. a reference to the exercise of a function includes, if the function is a duty, a reference to the performance of the duty.
  2. The provisions of the Interpretation Act 1987 apply to and in respect of this constitution in the same manner as those provisions would so apply if this constitution were an instrument made under the Act.
Part 2 - Aims and Objectives
  1. GEAR Club Inc. has, as its principal aim, the preservation of the racing cars, sports racing cars, sports cars, saloon cars, formula cars and clubmans from the pre 1960’s, as well as those cars with a history in Australian motor racing, from its formative years.
 
  1. The emphasis of GEAR Club inc. will be as much on the camaraderie and social aspects of meeting like enthusiasts, of discussing the history of racing cars and drivers of the eras, and of technical matters relating thereto, and for the display and use of the vehicles in organised and special events. A regular Newsletter will be sent to members to keep them fully informed of coming events, Club activities and historic motor sport chatter.
 
  1. To achieve this aim, GEAR Club Inc. will actively encourage and support the restoration,

conservation and the pleasurable usage and enjoyment of the racing cars, sports cars, sports racing cars, saloon cars, saloon racing cars, production cars, formula cars and clubmans which have contributed to the history of Australian motorsport.

  1. GEAR Club Inc encourages all members to have an interest in the preservation of the cars and history of Australian motor sport, from its formative years. Particularly welcome are the owners and former owners of racing cars, their families, pit crews and mechanics, loyal supporters and former spectators.
 
  1. Gear Club Inc. aims to grow sustainably by including as many vehicles as is practicable and safe under the Eligibility Guidelines.
 
  1. Unsafe or unacceptable behaviour which, subject to club committee resolution, may include overdriving, blocking, aggressive behaviour, on or off the track, will not be tolerated at GEAR Club Inc. events and members involved in repeated breaches may be the subject of disciplinary actions or expulsion from GEAR Club Inc.
 
  1. GEAR Club Inc. will promote and organise gatherings, static and mobile displays and motoring events for members and their cars, to meet all of their varying and different needs, in an affordable, safe, regulated and social motor sport environment. Safety requirements will be in conformity with established practice operating throughout Australia.
 
  1. GEAR Club Inc. will be, by design, a specialist Club concentrating its efforts predominately for the cars of Australian motor sport including the Tasman-Pacific Formulas and Race Categories in Australian motor racing, in order to provide its members with a range of events not normally or practically available within the more broadly based Car Clubs of the Historic Movement.
 
  1. To take all reasonable steps to ensure transparency in that members of GEAR Club Inc. are fully and honestly informed as to the administration, finances, fees and charges associated with the ongoing conduct of GEAR Club Inc.
 
  1. GEAR Club Inc. expects, and will enforce, safe, on-track behaviour. Passing in corners is forbidden unless you are clearly waved through by the leading vehicle and a distance not less than 1 metre is maintained between vehicles. Passing on straights is allowed providing a distance of not less than 1 metre is maintained between vehicles and the pass is conducted safely.
Part 3 – Membership3.Membership generally
  1. A person is eligible to be a member of the association if:
    1. the person is a natural person, and
    2. the person has been nominated and approved for membership of the association in accordance with clause 4.
  2. A person is taken to be a member of the association if:
    1. the person is a natural person, and
    2. the person was:
      1. in the case of an association that amalgamates with GEAR Club Inc, someone who has been a member of the almalgamating association immediately before the amalgamation with GEAR Club inc, or
 
  1. A person is taken to be a member of the association if the person was one of the individuals on whose behalf an application for registration of the association under section 6 (1) (a) of the Act was made.
3A. – Honorary Life Member
3A.1The association may, by resolution put to a general meeting, extend to selected persons an invitation of honorary life membership of the association which, if accepted, will entitle the honorary life member to full membership rights and entitlements for life without payment of any fees and/or subscriptions at any time
3A.2 Persons who may be selected for invitation to honorary life membership shall include such persons who in the judgment of the association have by special achievement, endeavours or attributes made a significant, permanent or unique contribution to the fame or longevity of historic vehicles or of the association.
3A.3 Any member of the committee, or any two financial members, may nominate a person to the committee for honorary life membership.
 
 
4.Nomination for membership
  1. A nomination of a person for membership of the association:
    1. must be made by a member of the association in writing in the form set out in Appendix 1 to this constitution, and
    2. must be lodged with a committee member of the association.
  2. As soon as practicable after receiving a nomination for membership, the committee member must refer the nomination to the committee which is to determine whether to approve or to reject the nomination.
  3. As soon as practicable after the committee makes that determination, the secretary or treasurer, or other person as appointed by the committee, must:
    1. notify the nominee that the committee approved or rejected the nomination (whichever is applicable), and
    2. if the committee approved the nomination, request the nominee to pay (within the period of 28 days after receipt by the nominee of the notification) the sum payable under this constitution by a member as entrance fee and annual subscription.
  4. The secretary or treasurer must, on payment by the nominee of the amounts referred to in subclause
4.3 (b) within the period referred to in that provision, enter or cause to be entered the nominee’s name in the register of members and, on the name being so entered, the nominee becomes a member of the association.
  1. The nomination form in Appendix 1 may be varied as necessary by a majority vote of the committee.
5.Cessation of membership
A person ceases to be a member of the association if the person:
  1. dies, or
  2. resigns membership, or
  3. is expelled from the association, or
  4. fails to pay the annual membership fee under clause 8.2 within 3 months after the fee is due.
6.Membership entitlements not transferable
A right, privilege or obligation which a person has by reason of being a member of the association:
  1. is not capable of being transferred or transmitted to another person, and
  2. terminates on cessation of the person’s membership.

7.Resignation of membership
  1. A member of the association may resign from membership of the association by first giving to the secretary written notice of at least one month (or such other period as the committee may determine) of the member’s intention to resign and, on the expiration of the period of notice, the member ceases to be a member.
7.3 If a member of the association ceases to be a member under subclause 7.1, and in every other case where a member ceases to hold membership, the secretary, treasurer or other person as appointed by the committee must make an appropriate entry in the register of members recording the date on which the member ceased to be a member.
8.Register of members
  1. The public officer of the association must establish and maintain, or cause to establish and maintain, a register of members of the association specifying the name and postal or residential address of each person who is a member of the association together with the date on which the person became a member.
  2. The register of members must be kept in New South Wales:
    1. at the main premises of the association, or
    2. if the association has no premises, at the association’s official address.
  3. The register of members must be open for inspection, free of charge, by any member of the association at any reasonable hour.
  4. A member of the association may obtain a copy of any part of the register on payment of a fee of not more than $1 for each page copied.
  5. If a member requests that any information contained on the register about the member (other than the member’s name) not be available for inspection, that information must not be made available for inspection.
  6. A member must not use information about a person obtained from the register to contact or send material to the person, other than for:
    1. the purposes of sending the person a newsletter, a notice in respect of a meeting or other event relating to the association or other material relating to the association, or
    2. any other purpose necessary to comply with a requirement of the Act or the Regulation.
9.Fees and subscriptions
  1. A member of the association must, on admission to membership, pay to the association a fee of $1 or, if some other amount is determined by the committee, that other amount.
  2. In addition to any amount payable by the member under subclause 9.1, a member of the association must pay to the association an annual membership fee of $2 or, if some other amount is determined by the committee, that other amount:
    1. except as provided by paragraph (b), before 1 July in each calendar year, or
    2. if the member becomes a member on or after 1 July in any calendar year - on becoming a member and before 1 July in each succeeding calendar year.
10.Members’ liabilities
The liability of a member of the association to contribute towards the payment of the debts and liabilities of the association or the costs, charges and expenses of the winding up of the association is limited to the amount, if any, unpaid by the member in respect of membership of the association as required by clause 8.
11.Resolution of disputes
  1. If a dispute arises between a member and another member (in their capacity as members) of the association, or a dispute between a member or members and the association, all attempts are to be

made to resolve the dispute as early as possible and by the simplest and most cost effective means, with or without the assistance of the committee.
  1. If such disputes cannot be resolved as above, they are to be referred to a community justice centre for mediation under the Community Justice Centres Act 1983.
  2. If a dispute is not resolved by mediation within 3 months of the referral to a community justice centre, the dispute is to be referred to arbitration.
  3. The Commercial Arbitration Act 1984 applies to any such dispute referred to arbitration.
12.Disciplining of members
  1. A complaint may be made to the committee, in writing and signed by the member, by any person that is a member of the association concerning any other member who:
    1. has refused or neglected to comply with a provision or provisions of this constitution, and/or
    2. has wilfully acted in a manner prejudicial to the interests of the association and/or,
    3. has conducted themselves on or off the track contrary to the expectations outlined in Part 2, Aims and Objectives, and event supplementary regulations.
  2. The committee may refuse to deal with a complaint if it considers the complaint to be trivial or vexatious in nature.
  3. If the committee decides to deal with the complaint, the committee:
    1. must cause notice of the complaint to be served on the member concerned, and
    2. must give the member at least 14 days from the time the notice is served within which to make submissions to the committee in connection with the complaint, and
    3. must take into consideration any submissions made by the member in connection with the complaint.
  4. The committee may, by resolution, expel the member from the association or suspend the member for a specified time from membership of the association or suspend the member for a specified time from participating in on track events, if after considering the complaint and any submissions made in connection with the complaint, it is satisfied that the facts alleged in the complaint have been proved and the expulsion or suspension is warranted in the circumstances.
  5. If the committee expels or suspends a member, the secretary must, within 7 days after the action is taken, cause written notice to be given to the member of the action taken, of the reasons given by the committee for having taken that action and of the member’s right of appeal under clause 13.
  6. The expulsion or suspension does not take effect:
    1. until the expiration of the period within which the member is entitled to appeal against the resolution concerned, or
    2. if within that period the member exercises the right of appeal, unless and until the association confirms the resolution under clause 12, whichever is the later.
13.Right of appeal of disciplined member
  1. A member may appeal to the association in general meeting against a resolution of the committee under clause 12, within 7 days after notice of the resolution is served on the member, by lodging with the secretary a notice to that effect.
  2. The notice may, but need not, be accompanied by a list of the grounds on which the member intends to rely for the purposes of the appeal.
  3. On receipt of a notice from a member under subclause 13.1, the secretary must notify the committee which is to convene a general meeting of the association to be held at a mutually agreed date.
  4. At a general meeting of the association convened under subclause 13.3:
    1. no business other than the question of the appeal is to be transacted, and
 
  1. the committee and the member must be given the opportunity to state their respective cases orally or in writing, or both, and
  2. the members present are to vote by secret ballot on the question of whether the resolution should be confirmed or revoked.
  3. The appeal is to be determined by a simple majority of votes cast by members of the association.
Part 4 - The committee14.Powers of the committee
Subject to the Act, the Regulation and this constitution and to any resolution passed by the association in general meeting, the committee:
  1. is to control and manage the affairs of the association, and
  2. may exercise all such functions as may be exercised by the association, other than those functions that are required by this constitution to be exercised by a general meeting of members of the association, and
  3. has power to perform all such acts and do all such things as appear to the committee to be necessary or desirable for the proper management of the affairs of the association.
15.Composition and membership of committee
  1. The committee is to consist of:
    1. the office-bearers of the association, and
    2. at least 3 ordinary committee members, each of whom is to be elected at the annual general meeting of the association under clause 15.
  2. The total minimum number of committee members is to be 7.
  3. The office-bearers of the association are as follows:
    1. the president,
    2. the vice-president,
    3. the treasurer,
    4. the secretary,
    5. the event secretary
  4. A committee member may hold up to 2 offices (other than both the president and vice-president offices).
  5. Each member of the committee is, subject to this constitution, to hold office until the conclusion of the annual general meeting following the date of the member’s election, but is eligible for re-election.
  6. The committee will consist only of members who have no conflict of interest, either personally or professionally.
16.Election of committee members
  1. Nominations of candidates for election as office-bearers of the association or as ordinary committee members:
    1. must be made in writing, signed by 2 members of the association and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and
    2. must be delivered to the secretary of the association prior to the commencement of the holding of the annual general meeting at which the election is to take place.
  2. If insufficient nominations are received to fill all vacancies on the committee, the candidates nominated are taken to be elected unless further nominations are to be called for from the floor, and received at the annual general meeting
 
  1. If insufficient further nominations are received, any vacant positions remaining on the committee are taken to be casual vacancies.
  2. If the number of nominations received is equal to the number of vacancies to be filled, the persons nominated are taken to be elected.
  3. If the number of nominations received exceeds the number of vacancies to be filled, a ballot is to be held.
  4. The ballot for the election of office-bearers and ordinary committee members of the committee is to be conducted at the annual general meeting in such usual and proper manner as the committee may direct.
  5. A person nominated as a candidate for election as an office-bearer or as an ordinary committee member of the association must be a member of the association.
17.Secretary
  1. The secretary of the association must, as soon as practicable after being appointed as secretary, lodge notice with the association of his or her address.
  2. It is the duty of the secretary to keep minutes of:
    1. all appointments of office-bearers and members of the committee, and
    2. the names of members of the committee present at a committee meeting or a general meeting, and
    3. all proceedings at committee meetings and general meetings.
  3. Minutes of proceedings at a meeting must be signed by the chairperson of the meeting or by the chairperson of the next succeeding meeting.
18.Treasurer
It is the duty of the treasurer of the association to ensure:
  1. that all money due to the association is collected and received and that all payments authorised by the association are made, and
  2. that correct books and accounts are kept showing the financial affairs of the association, including full details of all receipts and expenditure connected with the activities of the association.
19.Casual vacancies
  1. In the event of a casual vacancy occurring in the membership of the committee, the committee may appoint a member of the association to fill the vacancy and the member so appointed is to hold office, subject to this constitution, until the conclusion of the annual general meeting next following the date of the appointment.
  2. A casual vacancy in the office of a member of the committee occurs if the member:
    1. dies, or
    2. ceases to be a member of the association, or
    3. becomes an insolvent under administration within the meaning of the Corporations Act 2001 of the Commonwealth, or
    4. resigns office by notice in writing given to the secretary, or
    5. is removed from office under clause 19, or
    6. becomes a mentally incapacitated person, or
    7. is absent without the consent of the committee from 3 consecutive meetings of the committee, or
    8. is convicted of an offence involving fraud or dishonesty for which the maximum penalty on conviction is imprisonment for not less than 3 months, or
 
  1. is prohibited from being a director of a company under Part 2D.6 (Disqualification from managing corporations) of the Corporations Act 2001 of the Commonwealth.
20.Removal of committee members
  1. The association in general meeting may by resolution remove any member of the committee from the office of member before the expiration of the member’s term of office and may by resolution appoint another person to hold office until the expiration of the term of office of the member so removed.
  2. If a member of the committee to whom a proposed resolution referred to in subclause 20.1 relates makes representations in writing to the secretary or president (not exceeding five A4 pages of minimum 11 point font) and requests that the representations be notified to the members of the association, the secretary or the president may send a copy of the representations to each member of the association or, if the representations are not so sent, the member is entitled to require that the representations be read out at the meeting at which the resolution is considered.
21.Committee meetings and quorum
  1. The committee must meet at least 3 times in each period of 12 months at such place and time as the committee may determine.
  2. At the discretion of a majority of the committee, a meeting may be held by teleconference, which will be coordinated or facilitated by the secretary or a delegated committee member.
  3. Additional meetings of the committee may be convened by the president or by any member of the committee.
  4. Oral or written notice of a meeting of the committee must be given by the secretary to each member of the committee at least 48 hours (or such other period as may be unanimously agreed on by the members of the committee) before the time appointed for the holding of the meeting.
  5. Notice of a meeting given under subclause 21.4 must specify the general nature of the business to be transacted at the meeting and no business other than that business is to be transacted at the meeting, except business which the committee members present at the meeting unanimously agree to treat as urgent business.
  6. Any 5 members of the committee constitute a quorum for the transaction of the business of a meeting of the committee.
  7. No business is to be transacted by the committee unless a quorum is present and if, within half an hour of the time appointed for the meeting, a quorum is not present, the meeting is to stand adjourned to the same place and at the same hour of the same day in the following week or at a reasonable and practicable time as determined by the committee.
  8. If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the meeting is to be dissolved.
  9. At a meeting of the committee:
    1. the president or, in the president’s absence, the vice-president is to preside, or
    2. if the president and the vice-president are absent or unwilling to act, such one of the remaining members of the committee as may be chosen by the members present at the meeting is to preside.
22.Delegation by committee to sub-committee
  1. The committee may, by instrument in writing, delegate to one or more sub-committees (consisting of such member or members of the association as the committee thinks fit) the exercise of such of the functions of the committee as are specified in the instrument, other than:
    1. this power of delegation, and
    2. a function which is a duty imposed on the committee by the Act or by any other law.
 
  1. A function, the exercise of which has been delegated to a sub-committee under this clause, may, while the delegation remains unrevoked, be exercised from time to time by the sub-committee in accordance with the terms of the delegation.
  2. A delegation under this clause may be made subject to such conditions or limitations as to the exercise of any function, or as to time or circumstances, as may be specified in the instrument of delegation.
  3. Despite any delegation under this clause, the committee may continue to exercise any function delegated.
  4. Any act or thing done or suffered by a sub-committee acting in the exercise of a delegation under this clause has the same force and effect as it would have if it had been done or suffered by the committee.
  5. The committee may, by instrument in writing, revoke wholly or in part any delegation under this clause.
  6. A sub-committee may meet and adjourn as it thinks proper.
23.Voting and decisions
  1. Questions arising at a meeting of the committee or of any sub-committee appointed by the committee are to be determined by a majority of the votes of members of the committee or sub- committee present at the meeting.
  2. Each member present at a meeting of the committee or of any sub-committee appointed by the committee (including the person presiding at the meeting) is entitled to one vote but, in the event of an equality of votes on any question, the person presiding may exercise a second or casting vote.
  3. Subject to clause 20.2, the committee may act despite any vacancy on the committee.
  4. Any act or thing done or suffered, or purporting to have been done or suffered, by the committee or by a sub-committee appointed by the committee, is valid and effectual despite any defect that may afterwards be discovered in the appointment or qualification of any member of the committee or sub- committee.
Part 4 - General meetings24.Annual general meetings - holding of
  1. The association must hold its first annual general meeting within 18 months after its registration under the Act.
  2. The association must hold its annual general meetings:
    1. within 6 months after the close of the association’s financial year, or
    2. within such later time as may be allowed by the Director-General or prescribed by the Regulation.
25.Annual general meetings - calling of and business at
  1. The annual general meeting of the association is, subject to the Act and to clause 23, to be convened on such date and at such place and time as the committee thinks fit.
  2. In addition to any other business which may be transacted at an annual general meeting, the business of an annual general meeting is to include the following:
    1. to confirm the minutes of the last preceding annual general meeting and of any special general meeting held since that meeting,
    2. to receive from the committee reports on the activities of the association during the last preceding financial year,
    3. to elect office-bearers of the association and ordinary committee members,
    4. to receive and consider any financial statement or report required to be submitted to members under the Act.
  3. An annual general meeting must be specified as such in the notice convening it.

26.Special general meetings - calling of
  1. The committee may, whenever it thinks fit, convene a special general meeting of the association.
  2. The committee must, on the requisition in writing of at least 5 per cent of the total number of members, convene a special general meeting of the association.
  3. A requisition of members for a special general meeting:
    1. must state the purpose or purposes of the meeting, and
    2. must be signed by the members making the requisition, and
    3. must be lodged with the secretary, and
    4. may consist of several documents in a similar form, each signed by one or more of the members making the requisition.
  4. If the committee fails to convene a special general meeting on a mutually agreed date, on which a requisition of members for the meeting is lodged with the secretary, any one or more of the members who made the requisition may convene a special general meeting to be held not later than 3 months after that date.
  5. A special general meeting convened by a member or members as referred to in subclause 26.4 must be convened as nearly as is practicable in the same manner as general meetings are convened by the committee.
27.Notice
  1. Except if the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary must, at least 14 days before the date fixed for the holding of the general meeting, give a notice to each member specifying the place, date and time of the meeting and the nature of the business proposed to be transacted at the meeting.
  2. If the nature of the business proposed to be dealt with at a general meeting requires a special resolution of the association, the secretary must, at least 21 days before the date fixed for the holding of the general meeting, cause notice to be given to each member specifying, in addition to the matter required under subclause 27.1, the intention to propose the resolution as a special resolution.
  3. No business other than that specified in the notice convening a general meeting is to be transacted at the meeting except, in the case of an annual general meeting, business which may be transacted under clause 24.2.
  4. A member desiring to bring any business before a general meeting may give notice in writing of that business to the secretary who must include that business in the next notice calling a general meeting given after receipt of the notice from the member.
28.Quorum for general meetings
  1. Except as provided by clause 28.4 below, no item of business is to be transacted at a general meeting unless a quorum of members entitled under this constitution to vote is present during the time the meeting is considering that item.
  2. Five members present (being members entitled under this constitution to vote at a general meeting) constitute a quorum for the transaction of the business of a general meeting.
  3. If within half an hour after the appointed time for the commencement of a general meeting a quorum is not present, the meeting:
    1. if convened on the requisition of members, is to be dissolved, and
    2. in any other case, is to stand adjourned to the same day in the following week at the same time and (unless another place is specified at the time of the adjournment by the person presiding at the meeting or communicated by written notice to members given before the day to which the meeting is adjourned) at the same place.
 
  1. If at the adjourned meeting a quorum is not present within half an hour after the time appointed for the commencement of the meeting, the members present (being at least 3) are to constitute a quorum.
29.Presiding member
  1. The president or, in the president’s absence, the vice-president, is to preside as chairperson at each general meeting of the association.
  2. If the president and the vice-president are absent or unwilling to act, the members present must elect one of their number to preside as chairperson at the meeting.
30.Adjournment
  1. The chairperson of a general meeting at which a quorum is present may, with the consent of the majority of members present at the meeting, adjourn the meeting from time to time and place to place, but no business is to be transacted at an adjourned meeting other than the business left unfinished at the meeting at which the adjournment took place.
  2. If a general meeting is adjourned for 14 days or more, the secretary must give written or oral notice of the adjourned meeting to each member of the association stating the place, date and time of the meeting and the nature of the business to be transacted at the meeting.
  3. Except as provided in subclauses 30.1 and 30.2, notice of an adjournment of a general meeting or of the business to be transacted at an adjourned meeting is not required to be given.
31.Making of decisions
  1. A question arising at a general meeting of the association is to be determined by either:
    1. a show of hands, or
    2. if on the motion of the chairperson or if 5 or more members present at the meeting decide that the question should be determined by a written ballot—a written ballot.
  2. If the question is to be determined by a show of hands, a declaration by the chairperson that a resolution has, on a show of hands, been carried or carried unanimously or carried by a particular majority or lost, or an entry to that effect in the minute book of the association, is evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against that resolution.
31.2 If the question is to be determined by a written ballot, the ballot is to be conducted in accordance with the directions of the chairperson.
32.Special resolutions
  1. A special resolution may only be passed by the association in accordance with section 39 of the Act.
  2. A resolution of the association is a special resolution if it is passed by a majority which comprises at least three-quarters of such members of the association as, being entitled under these rules so to vote in person or by proxy at a general meeting of which at least 21 days’ written notice specifying the intention to propose the resolution as a special resolution was given in accordance with these rules.
33.Voting
  1. On any question arising at a general meeting of the association a member has one vote only.
  2. In the case of an equality of votes on a question at a general meeting, the chairperson of the meeting is entitled to exercise a second or casting vote.
  3. A member is not entitled to vote at any general meeting of the association unless all money due and payable by the member to the association has been paid.
  4. A member is not entitled to vote at any general meeting of the association if the member is under 17 years of age.

34.Proxy votes
Proxy voting undertaken at or in respect of a general meeting is allowed with a maximum of two proxy votes, in writing, signed by both parties, per attending member. Proxy votes are to be presented to the secretary no less than 24 hours prior to the general meeting.
35.Postal ballots
  1. The association may hold a postal ballot to determine any issue or proposal (other than an appeal under clause 12).
  2. A postal ballot is to be conducted in accordance with Schedule 3 to the Regulation.
Part 5 - Miscellaneous36.Insurance
The association may effect and maintain insurance.
37.Funds - source
  1. The funds of the association are to be derived from entrance fees and annual subscriptions of members, donations and, subject to any resolution passed by the association in general meeting, such other sources as the committee determines.
  2. All money received by the association must be deposited as soon as practicable and without deduction to the credit of the association’s bank or other authorised deposit-taking institution account.
  3. The association must, as soon as practicable after receiving any money, issue an appropriate receipt.
38.Funds - management
  1. Subject to any resolution passed by the association in general meeting, the funds of the association are to be used in pursuance of the objects of the association in such manner as the committee determines.
  2. All cheques, drafts, bills of exchange, promissory notes and other negotiable instruments must be signed by any 2 members of the committee or employees of the association, being members or employees authorised to do so by the committee.
39.Change of name, objects and constitution
An application to the Director-General for registration of a change in the association’s name, objects or constitution in accordance with section 10 of the Act is to be made by the public officer or a committee member.
40.Custody of books etc
Except as otherwise provided by this constitution, the public officer must keep in his or her custody or under his or her control all records, books and other documents, excluding financial records, relating to the association. Financial records and documents are to be kept and controlled by the treasurer.
41.Inspection of books etc
  1. The following documents must be open to inspection, free of charge, by a member of the association at any reasonable hour:
    1. records, books and other financial documents of the association,
    2. this constitution,
    3. minutes of all committee meetings and general meetings of the association.
  2. A member of the association may obtain a copy of any of the documents referred to in subclause
41.1 on payment of a fee of not more than $1 for each page copied.

42.Service of notices
  1. For the purpose of this constitution, a notice may be served on or given to a person:
    1. by delivering it to the person personally, or
    2. by sending it by pre-paid post to the address of the person, or
    3. by sending it by facsimile transmission or some other form of electronic transmission to an address specified by the person for giving or serving the notice.
  2. For the purpose of this constitution, a notice is taken, unless the contrary is proved, to have been given or served:
    1. in the case of a notice given or served personally, on the date on which it is received by the addressee, and
    2. in the case of a notice sent by pre-paid post, on the date when it would have been delivered in the ordinary course of post, and
    3. in the case of a notice sent by facsimile transmission or some other form of electronic transmission, on the date it was sent or, if the machine from which the transmission was sent produces a report indicating that the notice was sent on a later date, on that date.
43.Financial year
The financial year of the association is:
  1. the period of time commencing on the date of incorporation of the association and ending on the following 30 June, and
  2. each period of 12 months after the expiration of the previous financial year of the association, commencing on 1 July and ending on the following 30 June.
44.Vehicle guidelines
The eligibility of vehicles to participate in GEAR Club Inc. events will be governed by the attached ”Vehicle Guidelines”, Appendix 2. These guidelines may only be varied by a majority vote of members at a general meeting.
 
45.Code of Conduct
The Code of Conduct of GEAR Club Inc. is contained in the attached Appendix 3. These guidelines may only be varied by a majority vote of members at a general meeting.

Appendix 1APPLICATION FOR MEMBERSHIP OF ASSOCIATION
 
GOLDEN ERA AUTO RACING CLUB INCORPORATED(incorporated under the Associations Incorporation Act, 1984)
 
I, ……………………………...……………………………………………………………………...…….…
 
of ……………………………………………………………………………………………………………..
 
STATE .…………………    P/CODE………………..  DATE OF BIRTH:………………………………
 
OCCUPATION..................................................... hereby apply to become a member of the abovenamed incorporated
association. In the event of my admission as a member, I agree to be bound by the constitution of the association for the time being in force. I enclose cheque, or have made a Direct Debit to the Club’s bank account for $30.00 being Membership fee.
 
……………………………………………………….                                                                                   Date ;…………………………………………
 
…………………………………. Signature of applicant
 
I,........................................................................................ , a member of the association,
(full name)
nominate the applicant, who is personally known to me, for membership of the association. Date ;…………………………..……………………
………………………………….
Signature of proposer
 
Don’t know anyone at GEAR? Please provide a reference from any club that you have been a member of, or a personal character reference.
 
NEW MEMBER DETAILS:
 
TELEPHONE (H) ………………….………… (W)……………….………… FAX ……………..……….
 
MOB ………………………………   EMAIL …………………………………………………………..
All correspondence and the copy of club magazine (the GEARBOX) will come to this email address
 
ROAD LICENCE NO. ………………. STATE OF ISSUE: ……….… EXPIRY DATE………….
 
I HOLD/HAVE HELD COMPETITION LICENCE ISSUED AS FOLLOWS:.
 
Issuing Body: ………………… Country: ……………… No. of years racing experience:……..
 
Licence No. …………………… Last Date of Expiry: ……………….. Level: ..……………..
 
PAST COMPETITION EXPERIENCE:
…………………………………………….………………………………………………………………………………………
………………………………………………………………………………………………………………………………………
………………………………………………………………………………………………………………………………………
………………………………………………………………………………………………………………………………………
 
*PLEASE MAKE CHEQUE PAYABLE TO “GEAR CLUB INC” AND FORWARD TO :
The Treasurer: P O Box 1789 Bathurst NSW 2795.
For Direct Debit to Club’s Bank account at Westpac, Manly Branch either electronically or otherwise to; GOLDEN ERA AUTO RACING CLUB,  BSB 032 294                                                         Account No. 135512.                                                       Reference ‘your name ‘

Appendix 2
 
Vehicle Guidelines (2016) 
This regulation supersedes all previous vehicle eligibility documents.
 
A2.1 Vehicles that have entered and participated in GEAR and 2nd GEAR events prior to January 2016 are generally considered, subject to the Aims and Objectives and subject to safety concerns, as eligible vehicles under these guidelines. All eligibility will be subject to GEAR Club Inc. resolution.
A2.2 GEAR recognises its founding principle of creating a safe and fun environment for pre 60's racing cars, sports racing cars, sports cars, saloon cars, formula cars and clubmans.
A2.3 With respect to the founding principles of GEAR Club Inc., all pre 60’s racing cars, sports racing cars, sports cars, saloon cars, formula cars and clubmans, or true copies of those cars, will ALWAYS AND INDEFINITELY, have a class available to run in at GEAR Club Inc. events.
A2.3 All new vehicles considered at any time may be subject to a safety inspection by a panel of no less than 3 members as nominated by the committee. This panel will make recommendations to the committee.
A2.4 GEAR Club Inc welcomes all racing cars, sports racing cars, sports cars, saloon cars, formula cars and clubmans of, and truly representative of, Australian Motor Sport from its formative years.
A2.5 Eligibility will include original cars; reconstructions and recreations of a former racing car that no longer exists using period components to original specifications: recently built "specials" in the likeness of airs of a particular period using components and technology of that period, and reconstructions and recreations to a very high standard of significant overseas racing and sports racing competition cars. Eligibility will be totally at the discretion of the committee of GEAR Club Inc.
  1. The committee shall at its total discretion prescribe cars that are accepted by GEAR Club Inc as being eligible cars of Australian Motor Sport and shall, from time to time, make available to members a list of such eligible cars.
  2. Should any member wish to have a car added to the list of eligible cars, or removed from that list, he or she must make application to the committee which shall apply the criteria of eligibility as set out in Appendix 2.
  3. Any appeal must be made to the committee of GEAR Club Inc. who shall convene a panel (see A2.8 below).
A2.6 The aim of this regulation is about inclusion rather than exclusion. GEAR Club Inc. will liase with owners of vehicles to assist them to meet Club regulatory and safety requirements.
A2.7 The committee shall, at its total discretion, prescribe cars that are compatible with those vehicles that have run in GEAR Club Inc and 2nd Gear prior to January 2016 and are accepted by GEAR Club Inc. as being eligible cars of Australian motor sport.
A2.8 Should the committee reject a certain vehicle, the member may apply to the committee for a review by a panel of 5 members, as appointed by the committee and in discussion with the member. This panel will make recommendations to the committee regarding eligibility for only the vehicle in question. The panel may request a physical inspection of the vehicle to be arranged at a mutually acceptable time. The member must have written support from at least 5 other GEAR Club Inc. members; supply electronic copies, if possible, of relevant vehicle history, including log books, if available, and photos; additional information to support their appeal; their reason for their belief that the vehicle is consistent with the vehicle eligibility regulations of GEAR Inc; and

any other information requested by the committee. The committee may call in members, or non
-members, who have proven expertise relative to the particular vehicle, for opinions and advice. The committee’s decision is final.
A2.9 GEAR Club Inc. reserves the right to accept cars on an "Eligibility Pending" basis or, alternatively, to cancel eligibility should a vehicle be altered contrary to its original presentation.
A2.10 At the discretion of the Committee, invitations to participate may also be extended, on an individual basis, to cars and motorcycles outside the above criteria.
A2.11 The Club will maintain a public Register of Member's vehicles as a permanent up-to-date historical record.
A2.12 It will be the responsibility of the member to always present the car in its format as originally presented, or to apply for approval for re-registration in a new format.

Appendix 3 Code of ConductGEAR Club Inc is managed specifically to provide members with the opportunity for the sheer enjoyment
and pleasure of their old racing and sports vehicles in a safe, affordable, regulated and social motor sport environment. It is therefore the personal responsibility of each and every member and participant to ensure that all of their fellow members share equally in the enjoyment of the day, regardless of the age and/or performance of their respective vehicles and/or the track skills and/or circuit experience of their fellow participants.
In order to encourage these important aims and noting that safety is our prime criteria, the Club has adopted, and will enforce, the following Participants’ Code of Driving Behaviour:
A3.1 At all times the safety and well-being of fellow participants and the preservation of their historic vehicles shall be the predominant consideration.
A3.2 Club Days will include a Participant Training Period with experienced observers offering advice and guidance to participants.
A3.3 If directed by the committee, or event secretary or Clerk of the Course acting on the committee’s behalf, participants will undertake this training opportunity/
A3.4 Vehicles will be scrutineered for safety. A participant should only participate in an event if his/her vehicle is fully mechanically prepared and he/she is personally fit and of a sound temperament.
A3.5 Club Days are not race days. Overdriving or baulking will not be tolerated under any circumstances.
A3.6 The Clerk of the Course has overall responsibility for the general conduct and control of an event in accordance with the Supplementary Regulations, Programme and Organising Permit. At GEAR events the Clerk of the Course is responsible for monitoring driver behaviour and ensuring sub-standard driving behaviour is adjusted by the driver.
A3.7 Participants should continually observe their mirrors for faster and overtaking vehicles. The faster vehicle must be permitted to pass in safety, with the participant of the slower vehicle signalling and moving to open the line for the faster vehicle. The participant of the faster vehicle should likewise then respond and acknowledge the gesture.
A3.8 Approaching a corner, the leading “on-line” vehicle shall have the right to that corner. The following vehicle shall not “dive under” into the corner, but must concede and wait until the exit before passing the slower vehicle.
A3.9 Any participant considered to be offending under the Code of Conduct may be immediately excluded from an event and may not be invited to future events.
A3.10 Unlike formal Race Meetings with paid Officials or otherwise, the running and success of our days depends entirely on the input of members and volunteers. To ensure the full enjoyment of all members, particularly those of the Committee who organise the event but also wish to drive their cars, it is incumbent on all participants to freely volunteer of their time for some period to assist in the manning of flag points, recovery vehicles, grid marshalling and similar.
·Do the right thing
  • Get into the spirit of GEAR
  • Enjoy the vehicles – Soak up the atmosphere
    • Relax and be social – Have a great day
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