The Corporations Law.
_______________________________________________________________________
CONSTITUTION
of
GOLD COAST Ð TWEED DISTRICT BOWLS ASSOCIATION LTD.
PART 1
1 NAME OF ASSOCIATION
The name of the Company is Gold Coast Ð Tweed District Bowls Association Ltd.
(the Association').
2 REGISTERED OFFICE
The registered office of the Association will be situated, within the designated area
of the Association within the State of Queensland.
3 OBJECTS OF ASSOCIATION
3.1 The Association is the body for the administration of the game of bowls in the
District of the Gold Coast and Affiliated Clubs of Northern New South Wales.
3.2 The objects of the Association are to:
(a) Provide for the encouragement, conduct, promotion, control and management
of the game of bowls and all related matters throughout the District and do all
things necessary or desirable in the interests of the game;
(b) Become a Member of Bowls Queensland (R.Q.B.A) and
Bowls Australia Incorporated (`Bowls Australia') or any body which may
succeed it and to act in accordance with the constitution of Bowls Australia or
its successors in pursuit of these objects;
(c) Control, manage and conduct Bowls competitions.
(d) Strive for and maintain government, commercial and public recognition of the
Gold Coast Ð Tweed District Bowls Association as the authority for Bowls
within the Allocated Boundaries of the Gold Coast ÐTweed District;
(e) Use and protect the Intellectual Property of the Association;
(f) Purchase, hire, lease or otherwise acquire for the purposes of the Association
any real or personal property and so far as the law may from time to time
allow to improve, develop, sell, mortgage, transfer, lease, let, exchange and in
any other manner dispose of, deal with or use that property or those rights or
any of them or any part of them;
(g) Borrow or raise money in a manner and on such terms as may seem expedient
for the purposes of the Association and for those purposes, so far as the law
may from time to time allow, give debentures, liens, mortgages, charges or other
security over the whole or any part of the real or personal property of the
Association;
(h) Invest and deal with the moneys of the Association, not immediately required
for the purposes of the Association in such a manner as may from time to time
be determined and from time to time vary and realise those investments;
(i) Make, draw, accept, endorse, discount, execute and issue bills of exchange,
promissory notes, debentures, bills of lading and other negotiable or transferable
instruments or securities;
(j) Undertake and execute any trusts either gratuitously or otherwise, which may
seem to the Association conducive to any of these objects;
(k) Take or reject any gift, donation and testamentary dispositions, whether subject
to any special trust or not for any one or more of these objects;
(l) Take or hold any property which may be subject to any trust and deal with
that property only in the manner as is allowed by law having regard to that trust;
(m) Pursue through itself or others, such commercial arrangements including
sponsorship and marketing opportunities, as are appropriate to further the
objects of the Association;
(n) Adopt and enforce the laws and standards of the game of bowls as promulgated
and interpreted by Bowls Australia or its successor from time to time and
enforce the requirements of the Bowls Queensland
(o) To elect a delegate to Bowls Queensland or its successor;
(p) Select and control teams or sides to represent the Association;
(q) Settle all questions or disputes on all matters pertaining to the game of bowls in
within the District which are submitted to the Association for its adjudication,
including disciplinary matters, except those areas of the game subject to decision
by Bowls Queensland or Bowls Australia. as required by those bodies;
(r) Approve the attire and/or uniform to be worn by all players, markers, umpires
and officials of the Association, Members and Affiliated Clubs having regard to
the standards approved by Bowls Queensland.;
(s) Represent the interests of its Members, bowlers and bowls generally in any
appropriate forum;
(t) Formulate and implement appropriate policies, including policies in relation to
equal opportunity, equity, drugs in sport, health, and safety, junior and senior
programs, infectious diseases and such other matters as arise from time to time
as issues to be addressed.
(u) Provide, furnish and maintain premises and other amenities for the use of its
Members and Affiliated Clubs and such other persons as the Board of Directors
of the Association may from time to time permit either gratuitously or otherwise;
(v) Apply for and hold gaming and liquor licences in accordance with the law from
time to time;
(w) Enter into arrangements with any government or authority that are for the
purposes of, or incidental to, these objects and to obtain rights, privileges and
concessions from any government or authority and carry out, exercise and
comply with any such rights, privileges and concessions and to oppose any
application or other proceedings which may seem calculated directly or
indirectly to prejudice the property, rights or interests of the Association;
(x) Do all acts and things and enter into and make any arrangement as are incidental,
conducive or subsidiary to the advancement of these objects.
4 INDEPENDENCE OF OBJECTS
Each of the objects in clause 3 constitutes a separate object of the Association and
each object shall be construed independently of any other object and none of the
objects is to be construed as merely subsidiary to any other object.
5 APPLICATION OF INCOME
5.1 The income and property of the Association shall be applied solely towards the
promotion of the objects of the Association as set out in this Memorandum of
Association.
5.2 Except as prescribed in this Memorandum of Association:
(a) No portion of the income or property of the Association shall be paid or
transferred, directly or indirectly by way of dividend, bonus or otherwise
by way of profit to any person who is, or has been, a Member or to any
person claiming through them; and
(b) No remuneration or other benefit in money or money's worth shall be paid
or given by the Association to any Director of the Association or a
Member's Delegate.
5.3 Nothing contained in clauses 5.1 or 5.2 shall prevent:
(a) payment in good faith to any officer, servant or Member of the
Association for any services actually rendered to the Association whether
as an employee or otherwise;
(b) the payment in good faith to any officer, servant or Member of the
Association for goods supplied to the Association in the ordinary and
usual course of operation;
(c) reimbursement of expenses to any Member, Member's Delegate, member
of a Committee or Director of the Association incurred on behalf of the
Association;
(d) the payment of interest, not exceeding the commercial rate, on money
borrowed from any person or member;
(e) the payment of rent for premises demised or let by any person or
Member to the Association;
(f) payment to any utility company or any other company of which a
Director or Member holds not more than a 100th part of the issued capital
and that Director or Member is not bound to account for any share of
profits he may receive in respect of or as a result of such payment;
(g) the making of grants of money to any Affiliated Club in accordance with
the Articles of Association to be used for the purposes of its objects or
the objects of the Association if the constitution of that Affiliated Club
imposes a restriction upon the distribution of income and property to its
members at least as extensive as the restriction imposed upon the
Association by this clause.
6 CONDITIONS OF LICENCE
The fifth and sixth clauses of this Memorandum of Association contain
conditions on which a licence is granted by the Crown Law Officer to the
Association under section 30 of the Companies Act 1931-1955.
7 LIABILITY OF MEMBERS
7.1 The liability of Members of the Association is limited.
7.2 However, if any Member of the Association is paid or receives any dividend,
bonus or other profit or property in contravention of clause 5 of this
Memorandum of Association the liability of that Member and of every Member
who has concurred in or authorised that payment shall be unlimited.
8 MEMBERS' CONTRIBUTIONS
Every Member of the Association undertakes to contribute to the assets of the
Association in the event of it being wound up while a Member, or within one year
after ceasing to be a Member, for payment of:
(a) the debts and liabilities of the Association incurred before the time at which
he or it ceases to be a Member;
(b) the costs, charges and expenses of winding up; and
(c) an adjustment of the rights of contributors amongst themselves,
an amount as may be required not exceeding $1.00.
9 DISTRIBUTION OF PROPERTY ON WINDING UP
9.1 If, on the winding up or dissolution of the Association by any means and for any
reason, there remains any property, after the satisfaction of all the Association's
debts and liabilities, the property shall not be paid to or distributed among the
Members of the Association, but shall be given or transferred:
(a) to one or more institutions selected by the Members of the Association at
or before the dissolution of the Association, having objects similar to the
Association and prohibiting, or agreeing to prohibit the distribution of its or
their income and property, to an extent at least as great as that imposed on
the Association under Clause 5; and
(b) if effect cannot be given to paragraph (a), to some other body, the objects
of which are the promotion of charity (whether or not the body is a Member
of the Association or an affiliated Club). Such a body must be at law either
a registered, approved or licensed charity or a charity exempt from
registration, approval or the requirement to hold a licence according to the
provisions of the relevant State legislation.
10 ACCOUNTS
10.1 True accounts must be kept of the sum of:
(a) money received and expended by the Association and the manner in
respect of which that receipt and expenditure takes place; and
(b) the property, credits and liabilities of the Association.
10.2 Subject to any reasonable restrictions as to the time and manner of inspecting the
Accounts that may be imposed in accordance with the Articles of Association for
the time being, they shall be open for inspection by the Members, Directors and
Delegates.
10.3 Once at least in every year the Accounts of the Association shall be examined
and the correctness of the balance sheet ascertained by one or more registered
company auditors who shall report to the Members in accordance with generally
accepted accountancy principles and standards and the provisions of the Law.