Legislative and Good Practice Constitutional Changes for WA Associations

This course is designed to assist non-profit organisations who need to review/amend/modify or replace their constitution.

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This course is designed to assist non-profit organisations who need to review/amend/modify or replace their constitution. This course will explore the template constitution and its supporting manual in detail to help you develop a constitution that doesn’t just comply with the act, but also helps you get on with the work you do by ensuring you aren’t distracted by situations similar to those you may have had in the past!

Why is it important?

Not for profits in WA have to comply with the new Associations Incorporations Act 2015 (WA). Your new constitution can help you guard against those power plays and challenges that can be difficult to manage in a non-profit organisation. This course helps you consider some of those scenarios and suggests some ways to build clauses to reduce your risks and adopt best practice.

Who benefits and how?

1. Board sub-committees reviewing the constitution will more capable recommend changes after learning about the rationale behind clauses in the model constitution, finding out which clauses that are mandatory or optional, and where to seek further advice

2. Volunteers will be comfortable helping out knowing that you are taking care of them by demonstrating your commitment to risk and occupational health and safety. This course helps you consider some of those scenarios and suggests some ways to build clauses to reduce your risks.

3. Sponsors and Funders will be more inclined to invest knowing you have taken proactive steps to be legally compliant with the new act and putting best practice governance processes in place.

Over 130-course units

Course Content

Introduction
Purpose of the Linkwest Template Constitution
Preliminary Questions
Adopting or Adapting the Template Constitution
Using the Template Constitution
Guide to the Template Constitution
Comparing To Your Current Constitution
1 - 3: Preliminary Clauses
Clause 1. Name
Clause 2. Type of entity
Clause 3. Definitions
Clause 3 (g) (t) (y) (OO, PP, QQ)
Clause 3.1. Relationship between Constitution and Associations Act
Clause 3.2. Interpretation
4 - 6: [Charitable] Object, Purposes and Powers
Clause 4. Object And Purposes
Clause 5. Powers
Clause 6. Not-for-profit
7 - 12: Members – Membership Requirements
Clause 7.2. Qualifications
Clause 7.3. Liability
Clause 8. Becoming a member & Clause 8.1. Application
Clause 8.2. Consideration of membership application
Clause 9. Members register & Clause 9.1. Content of members register
Clause 9.2. Inspection and copying of members register
Clause 9.3. Prohibited use of information on members register
Clause 10. Classes of members
Clause 10.1. Considerations for classes of members
Clause 12.2. Resignation of member
Clause 12.4. After suspension of member
Clause 12.6. Reinstatement of member
13 - 14: Annual General and Special General Meetings
Clause 13. General meeting
Clause 14.2. Date, time and place of annual general meeting
Clause 14.4. Holding annual general meeting
Clause 14.5. Special general meeting
Clause 14.6. Calling annual general meeting or special general meeting
15 - 16: Annual General and Special General Meetings - Resolutions
Clause 15.2. Notice of special resolution
Clause 16. Members circular resolutions
19 - 24: Board and Directors
Clause 19, 19.1 and 19.2. Board role and powers
Clause 20.2. Composition of board
Clause 20.3. Qualifications of directors
Clause 21. Directors duties & Clause 21.1. General directors duties
Clause 22.2. Methods
Clause 22.3. Election of directors at an annual general meeting
Clause 22.5. Term of office
Clause 23.2. Removal
Clause 24.2. Chairperson
Clause 24.3. Secretary
Clause 24.4. Treasurer
Clause 24.5. Record of officeholders
25 - 27: Board Meetings
Clause 25.2. Notice
Clause 25.3. Using technology to hold board meetings
Clause 25.4. Conducting board meeting
Clause 25.5. Quorum for board meeting
Clause 26. Board resolutions
Clause 26.1. Voting
Clause 26.2. Board circular resolutions
28: Subcommittees and Other Delegation
Clause 28. Subcommittees and delegations & Clause 28.1. Establishment
Clause 28.2. Delegation
Clause 28.3. Delegation to others
29 - 30: Finances
Clause 30. Funds and Clause 30.1. Source of funds
Clause 30.2. Control of funds
Clause 30.3. Financial records
31: Binding the Association
Clause 31. Use of common seal
32 - 33: Minutes, Books and Records
Clause 32. Minutes & Clause 32.1. Taking of minutes
Clause 32.3. Inspection of minutes
Clause 33. Records, & Clause 33.1. Inspecting record of officeholders
Clause 33.2. Custody of association’s books
Clause 33.3. Inspecting association’s books
Clause 33.5. Returning the association’s books
34 - 36: Disputes
Clause 34. Disputes arising under constitution
Clause 35. Mediation
Clause 36. Inability to resolve dispute
37 - 38: Service of Notices
Clause 37. Legal requirements
Clause 38. Service on members
39 - 41: Indemnity and Insurance
42 - 43: Occupational Safety and Health
44 - 45: Constitution and By-Laws
Clause 44. Constitution & Clause 44.1. Binding
Clause 44.2. Amendment
Clause 44.3. Copies
Clause 45. By-laws & Clause 45.1. Power and purpose
Clause 45.2. Not of constitution and not required to be lodged
46 - 48: Winding up, Cancellation and Distribution of Surplus Property
Clause 47. Surplus assets not to be distributed to members
Clause 48. Distribution of surplus assets
Reducing Penalty risks in the new Act
Introduction
Changing/updating the Constitution
New Member Joins
Members Change
Member requests copy of constitution
Member requests copy of members register
Member requests copy of record of officeholders
Commissioner May Request Copies of Records/Reports
Board Member (Director) Changes/Nominations
Director Resignation
Participating in Meetings: Conflicts
Voting in Meetings
Director Mindset/Actions
Holding an annual general meeting
Preparing the association’s financial statements
Tier 1 Financial Statements
Audit of the Association’s Financial Statements
Appointment/resignation/removal of auditor
Winding up/changing structure
Association changes its address
Making a false declaration
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This course is designed to assist non-profit organisations who need to review/amend/modify or replace their constitution.

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