CONSTITUTION 2017

BLACKTOWN WORKERS SOCCER FOOTBALL CLUB INC
                              CONSTITUTION 2012
                         Amendments as Passed
                                     2017 AGM (Special Meeting)
 
                                                        TABLE OF CONTENTS
Cluse
                                      Heading
1.
NAME OF CLUB 
2.
DEFINITIONS AND INTERPRETATION
3.
OBJECTS OF THE CLUB
4.
POWERS OF THE CLUB 
5.
MEMBERS
6.
MEMBERSHIP APPLICATION
7.
REGISTER OF MEMBERS
8.
EFFECT OF MEMBERSHIP
9.
DISCONTINUANCE OF MEMBERSHIP
10.
DISCIPLINE
11.
SUBSCRIPTIONS AND FEES.
12.
EXISTING MANAGEMENT COMMITTEE
13.
POWERS OF THE MANAGEMENT COMMITTEE
14.
COMPOSITION OF THE MANAGEMENT COMMITTEE
15.
Elected Management Committee
16.
APPOINTED MANAGEMENT COMMITTEE
17.
VACANCIES ON THE MANAGEMENT COMMITTEE
18.
MEETINGS OF THE MANAGEMENT COMMITTEE
19.
DELEGATIONS.
20.
SEAL
21.
ANNUAL GENERAL MEETING
22.
SPECIAL GENERAL MEETINGS
23.
NOTICE OF GENERAL MEETING
24.
BUSINESS
25.
NOTICES OF MOTION
26.
PROCEEDINGS AT GENERAL MEETINGS
27.
VOTING AT GENERAL MEETINGS
28.
GRIEVANCE PROCEDURE
29.
RECORDS AND ACCOUNTS
30.
AUDITOR
31.
INCOME
32.
WINDING UP
33.
DISTRIBUTION OF PROPERTY ON WINDING UP
34.
ALTERATION OF CONSTITUTION
35.
RULES AND REGULATIONS
36.
STATUS AND COMPLIANCE OF CLUB
37.
NOTICE
38.
INDEMNITY
39.
DUTIES & FUNCTIONS OF OFFICIALS & ELECTED MEMBERS                                      
40.
CLUB GRADING COMMITTEE
41.
TEAM COACH
42.
TEAM MANAGER
43.
TEAM OFFIAL











 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
                   ASSOCIATIONS INCORPORATION ACT 2009 (NSW) CONSTITUTION
                        [Blacktown Workers Soccer Football Club] INCORPORATED
1.      NAME OF CLUB-
             The name of the Club is (Blacktown Workers Soccer Football Club) Incorporated
1.1   The club is to play under the name of Workers FC
 
1.2   Club Colours
(a)   Colours of the club shall be Black and White
                   Shirts: Black and White any combination with Workers FC as per the
                              Mother Club logo (and to include establishment date/year 1968) with optional red trim
                   Shorts: Black and White any combination with optional red trim
                   Socks: Black and White any combination with optional red trim
                   Alternate Colours: Red, White and Black any combination of the 2 with optional trim in alternative colour to the combination. i.e. Red and White with Black trim.
            (b) All shirts
                  i SSG (Rooball) shirts under 5 to 8 numbered 1 through 10
          ii all junior and senior sides Gk or 1 to 16 and 17,18 and 19 where applicable or at the
                     discretion of the MC.
 (c)   Awards
               1 Club Person of five (5) years' continuous service receive a certificate on future
                  Presentation days.
                2 Club Person of ten (10) years' continuous service receive certificate and a suitable
                  plaque on future presentation days.
                3 Club Person of fifteen (15) years' continuous service
                 receive a framed certificate and suitable plaque on future presentation days.
                4 Club Person of twenty (20) Years continuous service receive a framed certificate and
                  suitable plaque and Jacket on future presentation days.
                5 Club Person of twenty five (25) Years service and then increments of five years (5)
                  thereafter shall receive a gift as so determined by the MC.                                                                                                                                                   
                                                                                                                       
                6 Service to the club by a person shall be determined by a person who is a  player,
                 volunteer, coach, manager, referee, committee member or any person in any official
                 position as so determined at the discretion of the MC.
 
               Continuous service shall be determined at the discretion of the MC.
.              7 Any player or life member from the club who gives service to the referee’s branch after
                 their first full year of service shall be presented with a suitably engraved pen of good quality
                 in recognition of their achievement on future presentation days
 
1.3   Club Headquarters
                 The Headquarters of the Club shall be the Blacktown Workers Club Limited and where
                practical all meeting shall be held therein.
 
1.4   Home Ground
              The home ground shall be the T.A. Gibbs Soccer Fields at the H.E. Laybutt Sporting
             Complex, Reservoir Road Blacktown, or any other ground that the MC may find
             necessary to use.
 
2.      DEFINITIONS AND INTERPRETATION
 
2.1   Definitions
              In this Constitution unless the contrary intention appears:
            “Act” means the Associations Incorporation Act 2009 (NSW).
            “Constitution” means this Constitution of the Club.
     “General Meeting” means the annual or any special general or general committee
                                           meeting of the Club.                                      
            ‘Individual Member? means a registered, financial Member of the Club who is at least
                                             18 years of age.
           “Intellectual Property” means all rights subsisting in copyright, business names,
                                                names, trademarks (or signs), logos, designs, equipment including
                                                computer software, images (including photographs, videos or films) or
                                                service marks relating to the Association or any activity of or conducted,
                                                promoted or administered by the Association in New South Wales.
           “Junior Member? means a registered Member of the Club who is younger than 18 years of age.
            “Life Member? means an Individual appointed as a Life Member of the Club under clause 5.2.
            “Local area? means the geographical area for which the Club is responsible as recognised by
                               the regional and/or state organisations for Football of which the Club is a Member.
            “Management Committee? means the body managing the Club and consisting of the
                                                       management Committee Members.                                                                                                                                                      
 “Management Committee Member” means a Member of the Management Committee and
                                                                      includes any person acting in that capacity from time to
                                                                      time appointed in accordance with this Constitution but
                                                                      does not include the Executive Committee Member.
             “Member? means a Member of the Club for the time being under clause 5.
            “NSO? means the National Sporting Organisation being Football Federation Australia
            ”Objects? means the Objects of the Club in clause 3.
            “Public Officer? means the person appointed to be the public officer of the Association in  
                                    accordance with the Act.
            “Register? means a register of Members kept and maintained in accordance with clause 7.
            “RSO? means the Regional Sporting Organisation being Blacktown Districts Soccer Football
                     Association Incorporated
          „Seal? means the common Seal of [Blacktown Workers Soccer Football Club Incorporated] 
                 (if any).
    “Special Resolution? means a Special Resolution defined in the Act.
           “SSO? means the State Sport Organisation being Football NSW
 
 2.2   Interpretation
              In this Constitution:
(a)   a reference to a function includes a reference to a power, authority and duty;
(b)   a reference to the exercise of a function includes, where the function is a power, authority
                  or duty, a reference to the exercise of the power or authority of the performance of the
                  duty;
(c)   words importing the singular include the plural and vice versa;
(d)   words importing any gender include the other gender;
(e)   references to persons include corporations and bodies politic;
(f)     references to a person include the legal personal representatives, successors and
                  permitted assigns of that person;
 (g)   a reference to a statute, ordinance, code or other law includes Regulations and
                  other statutory instruments under it and consolidations, amendments, re-enactments
                  or replacements of any of them (whether of the same or any legislative authority having
                  jurisdiction); and
(h)  a reference to "writing" shall unless the contrary intention appears, be construed as
       including references to printing, lithography, photography and other modes of representing
       or reproducing words in a visible form, including messages sent by electronic mail.
                                                                                                                                    
2.3   Severance
              If any provision of this Constitution or any phrase contained in it is invalid or unenforceable,
             the  phrase or provision is to be read down if possible, so as to be valid and enforceable, and
             otherwise shall be severed to the extent of the invalidity or unenforceability, without affecting
           the remaining provisions of this Constitution.
2.4   The Act
               Except where the contrary intention appears, in this Constitution, an expression that
              deals with a matter under the Act has the same meaning as that provision of the Act.
              Model rules under the Act are expressly displaced by this Constitution.
 3.      OBJECTS OF THE CLUB
                   The Club is established solely for the Objects. The Objects of the Club are established to:
(a) Conduct, encourage, promote, advance and administer Football throughout the local area;
(d)   Act, at all times, on behalf of and in the interest of the Members and Football in the local
                  area
 (c) Affiliate and otherwise liaise with the Blacktown Workers Club Group Limited, SO, SSO
         and/or NSO of which the Club is a Member and adopt their rule and policy frameworks to
         further these Objects
(d)   Abide by, promulgate, enforce and secure uniformity in the application of the rules of
       Football as may be determined from time to time by NSO or IF and as may be necessary
       for the management and control of Football and related activities in New South Wales;
            (d) Advance the operations and activities of the Club throughout the local area;
             (e) Have regard to the public interest in its operations; and
(e)   Undertake and or do all such things or activities which are necessary, incidental or
conducive to the advancement of these Objects.

4.      POWERS OF THE CLUB
             Solely for furthering the Objects, the Club has, in addition to the rights, powers and
            privileges conferred on it under section 25 of the Act, the legal capacity and powers of a
            company as set out under section 124 of the Corporations Act 2001 (Cth).
        5. MEMBERS
 
5.1 Categories of Members ®
                 The Members of the Club shall consist of:
             (a) Teams, which subject to this Constitution, shall be represented by a Delegate, and
                  who shall have the right to receive notice of General Meetings and to be present,
                  debate and vote on behalf of the Club at General Meetings;                                            (4
             (b) Life Members, who subject to this Constitution, shall have the right to receive notice
                 of General Meetings and to be present and to debate at General Meetings and shall
                 have voting rights;
             (c) Individual Members, Affiliate Members and the Committee who shall have the right to
                 be present at General meetings and shall have rights to debate or to vote at General
                 Meetings;
             (d) The MC may establish such new or other categories of Members. Any new category
                  of Member established by the MC cannot be granted voting rights without the
                  approval of the MC in General Meetings.
 
          5.2 Life Members
             (a) The Management Committee may recommend to the annual general or special
                 general meeting that any natural person who has rendered distinguished service
                to the Club be appointed as a Life Member. (subject to clause CC (B) of the bylaws).
             (b) A resolution of the Annual General Meeting or special general meeting to confer
                 life membership (subject to clause 5.2(c)) on the recommendation of the
                 Management Committee must be a Special Resolution.
             (c) A person must accept or reject the Club’s resolution to confer life membership in
                 writing. Upon written acceptance, the person’s details shall be entered upon the
                 Register, and from the time of entry on the Register the person shall be a Life
                 Member
 
5.      MEMBERSHIP APPLICATION
           6.1 Application for Membership
                An application for membership must be:
            (a) in writing on the form prescribed from time to time by the Management
                Committee (if any), from the applicant or its nominated representative and lodged
                 with the Club; and
             (b) Accompanied by the appropriate fee (if any).
             (c) All members over the age of Eighteen (18) must be members of the Blacktown
               Workers Club Group limited
             (d) All members under the age of Eighteen (18) their parent or guardian must be a
                member of the Blacktown Workers Club Group limited.
 
          6.2 Discretion to Accept or Reject Application
             (a) The Club may accept or reject an application whether the applicant has complied
                   with the requirements in clause 6.1 or not. The Club shall not be required or
                   compelled to provide any reason for such acceptance or rejection.
             (b) Where the Club accepts an application, the applicant shall become a Member.
                 Membership shall be deemed to commence upon acceptance of the application
                 by the Club. The Register shall be amended accordingly as soon as practicable.
             (c) Where the Club rejects an application, it shall refund any fees forwarded with the
                 application and the application shall be deemed rejected by the Club.
 
           6.3 Renewal
              Members (other than Life Members) must renew their membership annually in
             accordance with the procedures set down by the Club in Regulations from time to time.
 
          6.4 Deemed Membership
             (a) All persons who are, prior to the approval of this Constitution under the Act,
                 Members of the Club shall be deemed Members from the time of approval of this
                 Constitution under the Act.
            (b) Any Members of the Club, prior to approval of this Constitution under the Act,
                who are not deemed Members under clause 6.4(a) shall be entitled to carry on
                such functions analogous to their previous functions as are provided for under
                this Constitution
 
7. REGISTER OF MEMBERS
           7.1 Club to Keep Register
         The Club shall keep and maintain a Register in which shall be entered (as a minimum):
         (a) the full name, address and date of entry of each Member; and
         (b) Where applicable, the date of termination of membership of any Member.
                 Members shall provide notice of any change and required details to the Club within one
                 month of such change.
           7.2 Inspection of Register
                 Having regard to the Act, confidentiality considerations and privacy laws, an extract of
                the Register, excluding the address or other direct contact details of any Member, shall
                be available for inspection (but not copying) by Members, upon reasonable request and
                payment of a reasonable fee as so determined by the MC..
           7.3 Use of Register
                Subject to the Act, confidentiality considerations and privacy laws, the Register may be
               used to further the Objects, in such manner as the Management Committee considers
               appropriate.
 
8. EFFECT OF MEMBERSHIP
                  Members acknowledge and agree that:
             (a) This Constitution forms a contract between each of them and the Club and
                  that they are bound by this Constitution and the Regulations.
             (b) They shall comply with and observe this Constitution and the Regulations
                 and any determination, resolution or policy which may be made or passed by
                 the Management Committee or other entity with delegated authority.
             (c) By submitting to this Constitution and Regulations they are subject to the
                 jurisdiction of the Club, Blacktown Workers Club Group Limited, RSO, SSO
                 and NSO.       
            (d) the Constitution and Regulations are necessary and reasonable for
                 promoting the Objects and particularly the advancement and protection of
                 Football; and
             (e) They are entitled to all benefits, advantages, privileges and services of Club
                 membership.
 
9. DISCONTINUANCE OF MEMBERSHIP
           9.1 Notice of Resignation
             (a) A Member who has paid all arrears of fees payable to the Club may resign or
                 withdraw from membership of the Club by giving one month’s notice in writing
                to the Club.
             (b) Once the Club receives a notice of resignation of membership given under
                 clause 9.1(a), it must make an entry in the Register that records the date on
                 which the Member ceased to be a Member.
 
          9.2 Discontinuance for Breach
             (a) Membership of the Club may be discontinued by the Management
                 Committee upon breach of any clause of this Constitution or the Regulations,
                 including, but not limited to, the failure to pay any monies owed to the Club,
                 failure to comply with the Regulations or any resolutions or determinations
                 made or passed by the Management Committee or any duly authorised
                 committee.
             (b) Membership shall not be discontinued by the Management Committee under
                 clause 9.2(a) without the Management Committee first giving the accused
                 Member the opportunity to explain the breach and/or remedy the breach.
             (c) Where a Member fails, in the Management Committee’s view to adequately
                 explain the breach, that Member’s membership shall be discontinued under
                 clause 9.2(a) by the Club giving written notice of the discontinuance to the
                 Member. The Register shall be amended to reflect any discontinuance of
                 membership under this clause 9.2 as soon as practicable.
 
          9.3 Member to Re-Apply
   A Member whose membership has been discontinued under clauses 9.1 or 9.2:
            (a) Must seek renewal or re-apply for membership in accordance with this
                Constitution; and
            (b) May be re-admitted at the discretion of the Management Committee.
 
          9.4 Forfeiture of Rights
                A Member who ceases to be a Member, for whatever reason, shall forfeit all rights in
               and claims upon the Club and its property and shall not use any property of the Club
               including Intellectual Property. Any Club documents, records or other property in the
               possession, custody or control of that Member shall be returned to the Club
               immediately.
 
          9.5 Membership may be Reinstated
              Membership which has been discontinued under this clause 9 may be reinstated at the
              discretion of the Management Committee, with such conditions as it deems appropriate.
 
          9.6 Refund of Membership Fees
               Membership fees or subscriptions paid by the discontinued Member may be refunded
              on a pro-rata basis to the Member upon discontinuance.
             (a) Membership fees are not transferable.
 
10. DISCIPLINE
            (a) The Management Committee may commence or cause to be commenced
                 disciplinary proceedings against a Person who has allegedly:
            (i) Breached, failed, refused or neglected to comply with a provision of this
               Constitution, the Regulations or any resolution or determination of the
               Management Committee or any duly authorised committee
           (ii) acted in a manner unbecoming of a Person, or prejudicial to the purposes and
                interests of the Club and/or Football; or
            (iii) Brought the Club, any other Person or Football into disrepute.
                That Person will be subject to and will submit unreservedly to the jurisdiction,
                procedures, penalties and the appeal mechanisms of the Club set out in the
                Regulations.
           (b) The Management Committee may appoint a Judiciary Committee to deal with any
                disciplinary matter referred to it. Such a Judiciary Committee shall operate in
                accordance with the procedures expressed in the Regulations but is subject always
                to the Act.
 11. SUBSCRIPTIONS AND FEES.
                The annual membership subscription (if any) and any fees or other levies payable by
               Members to the Club and the time for and manner of payment shall be as determined
               by the Management Committee.
 12. EXISTING MANAGEMENT COMMITTEE
                The Members of the administrative or governing body (by whatever name called) of the
               Club in office immediately prior to approval of this Constitution under the Act shall
               continue in those positions until the next annual general meeting following such
               adoption of this Constitution. After this General Meeting the positions of Management
               Committee shall be filled, vacated and otherwise dealt with in accordance with this
               Constitution.
 13. POWERS OF THE MANAGEMENT COMMITTEE
               Subject to the Act and this Constitution, the business of the Club shall be managed and
              the powers of the Club shall be exercised by the Management Committee. In particular,
              the Management Committee shall act in accordance with the Objects and shall operate
              for the benefit of the Members and the community throughout the local area.
          13.1 Funds management
            (1) Subject to any resolution being passed by the club in general meeting, the funds
               of the club are to be used in pursuance of the objects of the club in such manner
               as the committee determines.
            (2) The Hon. Treasurer and one (1) of the following officials -President, or Hon.
                Secretary shall sign all cheques issued by the club. No two (2) members or
               De-facto of the same family can sign the same cheque.
 
14. COMPOSITION OF THE MANAGEMENT COMMITTEE
          14.1 Composition of the Management and Elected Committee
                The Management Committee shall comprise:
            (a) Elected Management Committee who must all be Members and who shall be
                elected under clause 15; and shall hold office from the AGM at which they are
                appointed for a maximum period of two (2) years following the date of the
             members election but are eligible for re-election.
            (b) Up to two appointed Management Committee who need not be Members and
                 who may be appointed by the Management Committee in accordance with
                clause 16.
            (c) The Management Committee shall be comprised of the following elected
                positions
             (1) President (elected for the even year)
            (2) Vice President (elected for the odd year)
            (3) Hon. Secretary (elected for the odd year)
            (4) Hon. Treasurer (elected for the even year)
            (5) Hon. Competition Secretary (elected for the even year)
            (6) Hon. Registrar (elected for the odd year)   
           14.1A The Elected Committee shall comprise:
             (1) Up to six (6) elected committee (half for the even year and the other half for the
                odd).
          14.2 Election and Appointment of Management and Elected Committee
             (a) The elected Management Committee and Elected Committee shall be elected
                 under clause 15.
             (b) The appointed Management Committee and Elected Committee may be
                 appointed under clause 16.
         14.3 Portfolios
               The Management Committee may allocate portfolios to Management Committee.
 15. ELECTED MANAGEMENT COMMITTEE
              Election of Management Committee
            (1) A nomination form listing the positions of Office open for election shall be posted
               on the club's notice board at least fourteen (14) days prior to the A.G.M.
            (2) No persons other than financial members shall be eligible to nominate for or be
                elected to any position on the M.C. of The club.
            (3) No persons other than financial members shall be eligible to vote for any
               nominations.
            (4) If the full number of candidates is not nominated for, any position as prescribed,
                additional nominations may only be taken from the floor for those positions still
                vacant. Where an application has been received by the Hon. Secretary for a
                position, consent must be sought by said nominees to open that position to the
                floor and only then can additional nominees for that position be sought.
              Nomination for Management Committee
           (a) Nominations for elected Management Committee Positions shall be called for
               Fourteen (14) days prior to the Annual General Meeting. When calling for
               nominations, details of any necessary qualifications and job descriptions for
               the positions shall also be provided. Qualifications and job descriptions shall
               be determined by the Management Committee from time to time.
            (b) Nominees for elected Committee Member Positions must declare any position
                they hold in an NSO, SSO or RSO.
          15.2 Form of Nomination
              Nominations must be:
           (a) In writing;
           (b) On the prescribed form (if any) provided for that purpose;
           (c) Signed by two Individual Members;
           (d) certified by the nominee (who must be a Member) expressing his willingness
                to accept the position for which he is nominated; and
            (e) Must be in the hands of the Secretary not less than seven (7) days before the
                 date fixed for the annual general meeting
          15.3 Elections
           (a) If the number of nominations received is equal to the number of vacancies to be
               filled or if there are insufficient nominations received to fill all vacancies on the
               Management Committee, then those nominated shall be declared elected only if
               approved by the majority of Members entitled to vote.
            (b) If there are insufficient nominations received to fill all vacancies on the
                Management Committee, or if a person is not approved by the majority of
                Members under clause 15.3(a), the positions will be deemed casual vacancies
                under clause 17.1.            
           (c) If the number of nominations exceeds the number of vacancies to be filled, voting
                papers shall be prepared containing the names of the candidates in alphabetical
              order for each vacancy on the Management Committee.
            (d) Voting shall be conducted in such a manner and by such a method as
                determined by the Management Committee from time to time.
         15.4 Term of Appointment for Elected Management Committee
            (a) Management Committee elected under clause 15 shall be elected for a term of
                two years. Subject to provisions in this Constitution relating to early retirement or
                removal of Management Committee, elected Management Committee shall
                remain in office from the conclusion of the annual general meeting at which the
                election occurred until the conclusion of the second annual general meeting
                following.
            (b) Half the elected Management Committee shall retire in each odd year and half
                the elected Management Committee shall retire in each even year until, after two
                (2) years the original elected Management Committee have retired after which
                those elected Management Committee (or their replacements) who first retired,
               shall retire and so on.
            (c) The sequence of retirements under clause 15.4(b) to ensure rotational terms
                shall be determined by the Management Committee. If the Management
               Committee cannot agree it will be determined by lot.
 16. APPOINTED MANAGEMENT COMMITTEE
            16.1 Appointment of Management Committee
                 The elected Management Committee may appoint up to two (2) appointed Management
                Committee.
           16.2 Qualifications for Appointed Management Committee
                 The appointed Management Committee may have specific skills in commerce, finance,
                marketing, law or business generally or such other skills which complement the
                Management Committee composition. They do not need to be Members.
           16.3 Term of Appointment
            (a) Appointed Management Committee may be appointed by the elected
                Management Committee under this Constitution for a term of two years, which
                shall commence from the first Management Committee meeting after the annual
                general meeting until after the conclusion of the second annual general meeting
                that follows.
             (b) Appointed Management Committee may be appointed to ensure rotational terms
                 that coincide with the elected Management Committee’ rotational terms.
             (c) Any adjustment to the term of appointed Management Committee appointed
                 under this Constitution necessary to ensure rotational terms under this
                 Constitution shall be determined by the Management Committee.
17. VACANCIES ON THE MANAGEMENT COMMITTEE
         17.1 Casual Vacancies
                Any casual vacancy occurring in the position of Committee Member may be filled by the
               remaining Management Committee from among appropriately qualified persons. Any
               casual vacancy may only be filled for the remainder of the Committee Member’s term
               under this Constitution.
         17.2 Grounds for Termination of Committee Member
             In addition to the circumstances in which the office of a Committee Member becomes
              vacant by virtue of the Act, the office of a Committee Member becomes vacant if the
             Committee Member:
            (a) Dies
            (b) Becomes bankrupt or makes any arrangement or composition with his
               creditors generally
            (c) Becomes of unsound mind or a person whose person or estate is liable to be
                dealt with in anyway under the law relating to mental health
            (d) Resigns his office in writing to the Club
            (e) Is absent without the consent of the Management Committee for three (3)
                consecutive meetings without apology.
            (f) Holds any office of employment with the Club without the approval of the
               Management Committee
            (g) Is directly or indirectly interested in any contract or proposed contract with the
                Club and fails to declare the nature of that interest
            (h) In the opinion of the Management Committee (but subject always to this
                Constitution):
            (i) Has acted in a manner unbecoming or prejudicial to the Objects and
               interests of the Club
             (ii) Has brought the Club into disrepute Is removed by Special Resolution; or
              (iii) Would otherwise be prohibited from being a Committee Member of a
                 corporation under the Corporations Act 2001 (Cth.).
         17.3 Management Committee May Act
                 In the event of a casual vacancy or vacancies in the office of a Committee Member or
                Management Committee, the remaining Management Committee may act. However, if
                the number of remaining Management Committee is not sufficient to constitute a
               quorum at a meeting of the Management Committee, they may act only for the purpose
               of increasing the number of Committee Member to a number sufficient to constitute a
              quorum.
 18. MEETINGS OF THE MANAGEMENT COMMITTEE
          18.1 Management Committee to Meet
                    The Management Committee shall meet as often as is deemed necessary in every
              calendar year for the dispatch of business (and shall be at least as often as is required
              under the Act). Subject to this Constitution, it may adjourn and otherwise regulate its
              meetings as it thinks fit. A Committee Member may at any time convene a meeting of
              the Management Committee within reasonable time.
          18.1 (a) Management Committee Meetings procedure
                    At all meetings the business shall be conducted as follows: -
            (a) Apologies.
            (b) Reading and confirmation of the minutes of the previous meeting.
            (c) Business arising out of the previous meeting.
            (d) Correspondence inward and outward.
            (e) Accounts and receipts passed for payment.
            (f) Financial Statement.
            (g) Reports if any.
            (h) Notice of Motion.
             (i) General Business
                A quorum shall consist of six (6) members. Voting shall be compulsory in all matters
               unless a M.C. member is connected with a team in dispute or protest. They shall sit on
               the committee but have no power to vote on the matter in question. The MC. shall have
               power to co-opt any person to the M.C.M. Voting to be a ballot if requested by a majority
               of members. The Chairperson shall have a casting vote only.
               Any member of the M.C. who fails to attend three (3) consecutive meetings without the
               approval of the executive the chairperson shall declare the Office vacant and the vacancy
               shall be filled at the next G.M.
                Rules of debate shall apply to all M.C.M.s. All meetings shall close at 10:00pm, with a
               thirty (30) minute extension to be granted before the meeting warrants such an
              extension. Vote by majority of members present.
         18.2 Decisions of Management Committee
              Subject to this Constitution, questions arising at any meeting of the Management
               Committee shall be decided by a majority of votes and a determination of a majority of
              Management Committee shall for all purposes be deemed a determination of the
              Management Committee. All Management Committee shall have one vote on any
              question. Where voting is equal, the chairperson may exercise a casting vote. If the
              chairperson does not exercise a casting vote, the motion will be lost.
 18.3                Resolutions Not in Meeting
              A resolution in writing that has been signed or assented to by telegram,
                 cablegram, radiogram, facsimile, telex or other form of visible or other
                 electronic communication by all the Management Committee for the time
                 being present in Australia shall be as valid and effectual as if it had been
                 passed at a meeting of Management Committee duly convened and held. Any
                such resolution may consist of several documents in like form each signed by
               one or more of the Management Committee.
          (b)  Without limiting the power of the Management Committee to regulate its
               meetings as it thinks fit, a meeting of the Management Committee may be
               held where one or more of the Management Committee is not physically
               present at the meeting, provided that:
          (i)    All persons participating in the meeting are able to communicate with
                each other effectively, simultaneously and instantaneously whether
                by means of telephone or other form of communication.
         (ii)    Notice of the meeting is given to all the Management Committee
                entitled to notice in accordance with the usual procedures agreed
                upon or laid down from time to time by the Management Committee
                or this Constitution. The notice will specify that Management
              Committee are not required to be present in person.
         (iii)    If a failure in communications prevents clause 18.3(b)(I) from being
                satisfied by the number of Management Committee which constitutes
                a quorum, and none of such Management Committee are present at
                the place where the meeting is deemed by virtue of the further
                provisions of this rule to be held,
         (iv) Then the meeting shall be suspended until clause 18.3(b) (I) is
              satisfied again. If such condition is not satisfied within fifteen minutes
              from the interruption, the meeting shall be deemed to have been
              terminated or adjourned.
         (v)   Any meeting held where one or more of the Management Committee
               is not physically present shall be deemed to be held at the place
               specified in the notice of the meeting, provided a Committee Member
               is there present. If no Committee Member is there present, the
               meeting shall be deemed to be held at the place where the
               chairperson of the meeting is located.
          18.4 Quorum
                 At meetings of the Management Committee the number of Management Committee
                whose presence is required to constitute a quorum is half the total number plus 1.
          18.5 Notice of Management Committee Meetings
                 Unless all Management Committee agree to hold a meeting at shorter notice (which
                agreement shall be sufficiently evidenced by their apology or presence) not less than 48
                hours notice of the meeting of the Management Committee shall be given to each
               Committee Member.
          18.6 Chairperson
                The Management Committee shall appoint a chairperson from among its number. The
               chairperson shall be the nominal head of the Club and will act as chair of any
               Management Committee meeting or General Meeting at which they are present. If the
               chairperson is not present, or is unwilling or unable to preside at a Management
               Committee meeting the remaining Management Committee shall appoint another
               Committee Member to preside as chair for that meeting only.
         18.7 Conflict of Interest
                A Committee Member shall declare his interest in any contractual, selection,
               disciplinary, or financial matter in which a conflict of interest arises or may arise. He
               shall, unless otherwise determined by the Management Committee, absent himself from
               discussions of such matters and shall not be entitled to vote in respect of such matters.
               If the Committee Member casts a vote, the vote shall not be counted. In the event of
              any uncertainty as to whether it is necessary for a Committee Member to absent himself
              from discussions and refrain from voting, the issue should be immediately determined
              by vote of the Management Committee. If this is not possible, the matter shall be
              adjourned or deferred.
          18.8 Disclosure of Interests
            (a) The nature of the interest of a Committee Member must be declared at the
                 meeting of the Management Committee at which the relevant matter is first
                 taken into consideration, if the interest then exists. In any other case, the
                 interest should be revealed to the Management Committee at the next
                 meeting of the Management Committee. If a Committee Member becomes
                 interested in a matter after it is made or entered into, the declaration of the
                 interest must be made at the first meeting of the Management Committee held
                after the Committee Member becomes interested.
            (b) All disclosed interests must also be disclosed to each annual general meeting
                in accordance with the Act.
          18.9 General Disclosure
                A general notice stating that a Committee Member is a Member of any specified firm or
               company and that he is ‘interested’ in all transactions with that firm or company is
               sufficient declaration under clause 18.8. After the distribution of the general notice, it is
               not necessary for the Committee Member to give a special notice regarding any
               particular transaction with that firm or company.
          18.10 Recording Disclosures ®
                Any declaration made, any disclosure or any general notice given by a Committee
               Member in accordance with clauses 18.7, 18.8 and/or 18.9 must be recorded in the
               minutes of the relevant meeting.
 19. DELEGATIONS.
          19.1 Management Committee May Delegate Functions
                The Management Committee may, by instrument in writing, create, establish or appoint
               special committees, Individual officers and consultants to carry out specific duties and
               functions.
               It will determine what powers these committees are given. In exercising its power under
               this clause, the Management Committee must take into account broad stakeholder
               involvement.
          19.2 Delegation by Instrument
                 In the establishing instrument, the Management Committee may delegate such
                functions as are specified in the instrument, other than:
           (a)   this power of delegation; and
            (b) A function imposed on the Management Committee or the executive officer by
                the Act, any other law, this Constitution, or by resolution of the Club in a
               General Meeting.
         19.3 Delegated Function Exercised in Accordance with Terms
               A function, the exercise of which has been delegated under this clause, may, while the
              delegation remains unrevoked, be exercised from time to time in accordance with the
              terms of the delegation.
          19.4 Procedure of Delegated Entity
                The procedures for any entity exercising delegated power shall, subject to this
               Constitution and with any necessary or incidental amendment, be the same as that
                applicable to meetings of the Management Committee under clause 18. The entity
                exercising delegated powers shall make decisions in accordance with the Objects, and
                it shall promptly provide the Management Committee with details of all material
                decisions. The entity shall also provide any other reports, minutes and information
                required by the Management Committee.
         19.5 Delegation May Be Conditional
                A delegation under this clause may be made subject to certain conditions or limitations regarding the exercise of any function.
               These may be specified in the delegation.
         19.6 Revocation of Delegation
                At any time the Management Committee may, by instrument in writing, revoke wholly or
               in part any delegation made under this clause. It may amend or repeal any decision
               made by a body or person under this clause.
        20. SEAL
             (a) The Club may have a Seal upon which its corporate name shall appear in
                legible characters.
             (b) The Seal shall not be used without the express authorisation of the
                 Management Committee. Every use of the Seal shall be recorded in the
                Club’s minute book Two (2) Management Committee must witness every use
                of the Seal, unless the Management Committee determines otherwise.
 21. ANNUAL GENERAL MEETING
            (a) The Club’s annual general meeting shall be held in accordance with the Act
                 and this Constitution. It should be held on a date and at a venue determined
                 by the Management Committee.
            (b) All General Meetings other than the annual general meeting shall be special
                General Meetings and shall be held in accordance with this Constitution.
            Annual general meeting (AGM)
                 The AGM shall be held after presentation day(s) each year and at least seven (7) days
                notice shall be given to members. The quorum for the A.G.M. shall be 1 financial member
                greater than office bearers including the M.C. If there are insufficient members to form a
                quorum fifteen (15) minutes after the time set down for the meeting, the meeting shall he
                abandoned and a further meeting called for the following week, same place, same time
                and the members present shall constitute a quorum. Notice of motion for the A.G.M. shall
                be presented in writing and signed by the proposer and shall be in hands of the Hon.
                Secretary not less than seven (7) days prior to such meeting. Should the proposer of any
                notice not be in attendance at the A.G.M, that notice of motion shall lapse.
          The business to be translated shall be:-
 (a)   Apologies.
 (b)   Minutes of previous AGM.
 (c)   Presentation of President's and Financial report.
 (d)   Business of which Notices of Motion have been received by the Hon. Secretary.
 (e)   Declare all positions vacant.
 (f) The returning officer elected prior to the A.G.M. shall call for two (2) scrutineers
                 to assist him/her with the election.
(f)     Election of M.C.
(g)   General business.
At the AGM the accepted Rules of Debate shall apply.
 Rules of Debate
            (a) The Chairperson will preserve order and rule on all points of order. Decide
                 priority of speakers catch their eye. All speakers shall address the chair at all
               times.
            (b)   No speaker shall interrupt another whilst they are speaking.
            (c) Each member shall be allowed three (3) minutes (subject to extension by the
                Chairperson) and mover for the motion, three (3) minutes in reply. No member
                shall speak more than once on a question, unless by way of a personal
                explanation.
            (d) On a point of order being raised, the speaker so interrupted shall take their seat
                 until the point has been determined by the Chairperson, who will rule and while
                 the ruling is being taken, the objector shall sit down. The speaker will then
                 resume their speech, subject to the ruling. Should there be any dissent against
                 the ruling, the reason shall be expressed and a vote taken without discussion.
            (e) Every motion and amendment shall have a seconder before being taken in
                 consideration. When an amendment is taken on a motion, no second amendment
                 shall be taken until the first is disposed of. If that amendment is carried, it shall be
                 put as the original motion and no amendment may be submitted to the meeting at
                 anyone time.
             (f) The motion to pass on to the next business shall have priority over all other
                amendments and if this is carried the meeting shall at once proceed to the
                consideration of the next business.
            (g) Discussion shall cease if the motion "That the question now be put" is carried by
                 two-thirds majority. The mover of the first motion having had the right to reply.
            (h)   At an adjournment debate, the mover of the adjournment shall be heard first.
 
            (i) In the case of discord arising, the Chairperson shall have the power to adjourn
               the meeting to a date the Chairperson shall fix and then by leaving the chair shall
               terminate business.
22. SPECIAL GENERAL MEETINGS
         22.1 Special General Meetings May be Held
               The Management Committee may, whenever it thinks fit, convene a special general
              meeting. When, but for this clause, more than fifteen months elapses between annual
              general meetings, the Management Committee shall convene a special general meeting
              before the expiration of that period.
        22.2 Requisition of Special General Meetings
              (a) To deal with revisions, alterations and/or amendments to the constitution.
              (b) To deal with any matter of any urgent nature which cannot be held over until the
                    M.C.M. and G.M.
              (c) To deal with any written notice of motions involving amendments, alterations or
                   recession of any resolution of M.C.M. or G.M.
    S.G.Ms shall be convened as follows:-
            (a)   By resolution carried at a M.C.M. or G.M.
            (b)   By a decision of the majority of the Executive Committee.
            (c)   By request of the President of the club.
            (d) By request to the Hon. Secretary in writing, signed by no less than five (5)
                  financial members. Such application to state in full their reason for requesting a S.G.M.
                  All requests given to the Hon. Secretary must be made in sufficient time; giving the Hon.
                  Secretary seven (7) days clear to notify the financial members of such meeting.
                  Quorum for the S.G.M. shall be the same as for the A.G.M. No notice of motion shall be
                  discussed if the proposer of such motion is not in attendance at the meeting and the
                  motion shall lapse.
              Order of business shall be as follows:-
             (i)     Apologies.
           (ii) Notice of Motion.
          (iii) Close.
                 Any amendment or alteration to the Constitution or By-Law once submitted and defeated
                 cannot be submitted again in the same year.
            (a) The requisition for a special general meeting shall state the object(s) of the
                meeting, be signed by the Members making the requisition and be sent to the
                Club. The requisition may consist of several documents in a like form, each
                signed by one or more of the Members making the requisition.
            (b) If the Management Committee does not cause a special general meeting to be
                held one month after the date in which the requisition is sent to the Club, the
                Members making the requisition, or any of them, may convene a special general
                meeting to be held no later than three months after that date.
            (c) A special general meeting convened by Members under this Constitution shall be
               convened in the same manner, or as close as possible, as those convened by the
               Management Committee.
 23. NOTICE OF GENERAL MEETING
            (a) Notice of every General Meeting shall be given to every Life Member and
                 Individual Member entitled to receive notice. The auditor and Management
                 Committee shall also be entitled to receive notice of every General Meeting.
                This will be sent to the auditor’s last known address. No other person shall be
                entitled, as of right, to receive notices of General Meetings.
            (b) A notice of a General Meeting shall specify the place, day and hour of the
                meeting and shall state the business to be transacted at the meeting.
            (c) At least seven (7) days’ notice of a General Meeting shall be given to those
                Members entitled to receive notice, together with:
                (i)     the agenda for the meeting; and
                (ii) Any notice of motion received from Members entitled to vote.
           (d) Notice of every general meeting shall be given in the manner authorised in
                clause 37.
24. BUSINESS
            (a)  The business to be transacted at the annual general meeting includes the
                 consideration of accounts and the reports of the Management Committee and
                 auditors, the election of Management Committee under this Constitution and
                 the appointment of the auditors.
            (b) All business that is transacted at a general meeting and at an annual general
                meeting, with the exception of those matters set down in clause 24(a), shall
                be special business.
            (c) No business other than that stated on the notice for a general meeting shall be
                transacted at that meeting.
 25. NOTICES OF MOTION
                Members entitled to vote may submit notices of motion for inclusion as special business
               at a general meeting. All notices of motion must be submitted in writing to the Club no
               less than 14 days (excluding receiving date and meeting date) prior to the general
               meeting.
 26. PROCEEDINGS AT GENERAL MEETINGS
           26.1 Quorum
                 No business shall be transacted at any general meeting unless a quorum is present at
                the time when the meeting proceeds to business. A quorum for General Meetings of the
               Club shall be 1% of Members.
          26.2 Chairperson to President
                The chairperson of the Management Committee shall, subject to this Constitution,
               preside as chair at every general meeting except:
          (a)   in relation to any election for which the chairperson is a nominee; or
           (b) Where a conflict of interest exists.
               If the chairperson is not present, or is unwilling or unable to preside, the delegates
               present shall appoint another Committee Member to preside as chairperson for that
               meeting only.
          26.3 Adjournment of Meeting
             (a) If within half an hour from the time appointed for the meeting a quorum is not
                 present, the meeting shall be adjourned until the same day in the next week at
                 the same time and place or to a date, time or place determined by the
                 chairperson. If at the adjourned meeting a quorum is not present within half an
                 hour from the time appointed for the meeting, the meeting will lapse.
           (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. No business shall be transacted at any
               adjourned meeting other than the business left unfinished at the meeting from
               which the adjournment took place.
            (c) 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.
            (d) Except as provided in clause 26.3(c) it shall not be necessary to give any
                notice of an adjournment or the business to be transacted at any adjourned
                meeting  
        26.4 Voting Procedure
                At any meeting a resolution put to the vote of the 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:
             (a)   the chairperson; or
             (b)   A simple majority of the Members.
         26.5 Recording of Determinations
                 Unless a poll is demanded under clause 26.4, the chairperson’s declaration shall be
                conclusive evidence of the result of a resolution decided by a show of hands. The
                declaration does not need to record the number of votes in favour of or against the
                resolution; the result of the resolution must be recorded in the Club’s book of
                proceedings.
          26.6 Where Poll Demanded
                If a poll is duly demanded under clause 26.4 it shall be taken in such a manner and
               either at once or after an interval or adjournment or otherwise as the chairperson
               directs. The result of the poll shall be the resolution of the meeting.
 27. VOTING AT GENERAL MEETINGS
          27.1 Members Entitled to Vote
               Each Individual Member shall be entitled to one vote at General Meetings. No other
               Member shall be entitled to vote but shall, subject to this Constitution, have and be
               entitled to exercise those rights set out in clause 5.1.
          27.2 Chairperson May Exercise Casting Vote
                Where voting at General Meetings is equal, the chairperson may exercise a casting
               vote. If the chairperson does not exercise a casting vote the motion will be lost.
          27.3 Proxy Voting
                Proxy voting shall not be permitted at all General Meetings.
         27.4 Postal Voting
                 No motion shall be determined by a postal ballot unless determined by the Management
                Committee. If the Management Committee so determines, the postal ballot shall be
                conducted under the procedures set by the Management Committee from time to time.
28. GRIEVANCE PROCEDURE
           (a) The grievance procedure set out in this rule applies to disputes under these
                rules between a Person and:
               (j)     another Person; or
              (ii) The Club.
           (b) The parties to the dispute must meet and discuss the matter in dispute, and, if
                possible, resolve the dispute within fourteen days after the dispute comes to
                the attention of all parties
           (c) If the parties are unable to resolve the dispute at the meeting or if a party fails
                to attend that meeting, then the parties must, within ten (10) days, refer the
                dispute for resolution to an independent tribunal established by the RSO in
                accordance with the procedures determined by the RSO from time to time.
           (d) The Management Committee may prescribe additional grievance procedures
                in the Regulations consistent with this clause 27.4.
 29. RECORDS AND ACCOUNTS
          29.1 Records
               The Club shall establish and maintain proper records and minutes concerning all of its
               transactions, business, meetings and dealings (including those of the Club and the
               Management Committee). It shall produce these as appropriate at each Management
               Committee or general meeting.
          29.2 Records Kept in Accordance with the Act
                Proper accounting and other records shall be kept in accordance with the Act. The
                books of account shall be kept in the care and control of the Secretary.
         29.3 Management Committee to Submit Accounts
              The Management Committee shall submit the Club’s statements of account to the
             Members at the annual general meeting in accordance with this Constitution and the Act.
          29.4 Accounts Conclusive
                The statements of account, when approved or adopted by an annual general meeting,
               shall be conclusive except when errors have been discovered within three months after
               such approval or adoption.
          29.5 Accounts to be sent to Members
                The Secretary shall cause to be sent upon request to all persons entitled to receive
               notice of annual general meetings in accordance with this Constitution, a copy of the
               statements of account, the Management Committee’s report, the auditor’s report and
               every other document required under the Act (if any).
          29.6 Negotiable Instruments
                All cheques, promissory notes, bankers, drafts, bills of exchange and other negotiable
               instruments, and all receipts for money paid to the Club, shall be signed, drawn,
               accepted, endorsed or otherwise executed, as the case may be, by any two duly
               authorised Management Committee or in such other manner as the Management
              Committee determines.
 30. AUDITOR
            (a) A properly qualified auditor or auditors shall be appointed by the Club in a
                general meeting. The auditor’s duties shall be regulated in accordance with
                the Act. If no relevant provisions exist under the Act the duties shall be
                regulated in accordance with the Corporations Act 2001 (Cath.) and generally
                accepted principles and/or any applicable code of conduct. The auditor may
                be removed by the Club in a general meeting.
           (b) The accounts of the Club shall be examined and the correctness of the profit
               and loss accounts and balance sheets ascertained by an auditor or auditors at
               the conclusion of each financial year.
31. INCOME
         31.1 Income and property of the Association shall be derived from such sources as the
               Management Committee determines from time to time.
         31.2 The income and property of the Club shall be applied solely towards the promotion of
               the Objects.
                Except as prescribed in this Constitution or the Act:
            (a) no portion of the income or property of the Club shall be paid or transferred,
               directly or indirectly, by way of dividend, bonus or otherwise to any Member
            (b) No remuneration or other benefit in money or money's worth shall be paid or
                given by the Club to any Member who holds any office of the Club.
         31.3 Payment in good faith of or to any Member can be made for:
            (a) any services actually rendered to the Club whether as an employee,
                Committee Member or otherwise
           (b) Goods supplied to the Club in the ordinary and usual course of operation
           (c)    Interest on money borrowed from any Member
           (d)   Rent for premises demised or let by any Member to the Club; or
           (e) Any out-of-pocket expenses incurred by a Member on behalf of the Club.
                Nothing in clauses 31.2 or 31.3 preclude such payments provided they do not exceed
               the amount ordinarily payable between ordinary commercial parties dealing at arm’s
               length in a similar transaction.
 32. WINDING UP
            (a) Subject to this Constitution the Club may be wound up in accordance with the Act.
            (b)   The liability of the Members of the Club is limited.
            (c) Every Member undertakes to contribute to the assets of the Club in the event
               of it being wound up while a Member, or within one year after ceasing to be a
               Member, for payment of the debts and liabilities of the Club contracted before
               the time at which they ceased to be a Member and towards the costs, charges
               and expenses of winding up the Club, such an amount not exceeding one
               dollar ($1.00).
 33. DISTRIBUTION OF PROPERTY ON WINDING UP
                If upon winding up or dissolution of the Club there remains, after satisfaction of all its
               debts and liabilities, any assets or property, they shall not be paid to or distributed
               among the Members. Instead, the assets or property shall be given or transferred to
               Blacktown Workers Club Group Limited or another organisation(s) that has Objects
               similar to those of the Club. The organisation(s) must prohibit the distribution of its
               income and property among its Members to an extent at least as great as that imposed
               on the Club by this Constitution. The organisation(s) is to be determined by the
               Members in a general meeting at or before the time of dissolution. If this does not occur,
               the decision is to be made by a judge of the Supreme Court of New South Wales or
               other court as may have or acquire jurisdiction in the matter.
 34. ALTERATION OF CONSTITUTION
                This Constitution shall not be altered except by Special Resolution.
  35. RULES and REGULATIONS
          35.1 Management Committee to Formulate Rules and Regulations
                The Management Committee may formulate issue, adopt, interpret and amend Rules
               and Regulations for the proper advancement, management and administration of the
               Club, the advancement of the purposes of the Club and Football in the local area. Such
               Rules and Regulations must be consistent with the Constitution and any policy
               directives of the Management Committee.
          35.2 Rules and Regulations Binding
                All Rules and Regulations are binding on the Club and all Members.
          35.3 Rules and Regulations Deemed Applicable
                All clauses, rules, by-laws and regulations of the Club in force at the date of the
               approval of this Constitution (as long as such clauses, rules, by-laws and regulations
               are not inconsistent with or have been replaced by, this Constitution) shall be deemed
               to be Rules and Regulations and shall continue to apply.
          35.4 Bulletins Binding on Members
                Amendments, alterations, interpretations or other changes to Regulations shall be
               advised to Members by means of bulletins approved by the Management Committee
               and prepared and issued by the Club. The Club shall take reasonable steps to distribute
               information in the bulletins to Members. The matters in the bulletins are binding on all
               Members.
 36. STATUS AND COMPLIANCE OF CLUB
          36.1 Recognition of Club
                The Club is a Member of the regional and/or state bodies for Football and is recognised
                by those bodies as the entity responsible for the delivery of Football in the local area
                and is subject to compliance with this Constitution. The regional and/or state bodies’
               Constitutions shall continue to be so recognised and shall administer Football in the
               local area in accordance with the Objects.
          36.2 Constitution of the Club
                This Constitution will clearly reflect the Objects of the region and state bodies for
               Football and will conform to the Constitutions of those bodies, subject always to the Act.
          36.3 Region and SSO
                The Club may not resign, disaffiliate or otherwise seek to withdraw from its regional
               and/or state body without approval by Special Resolution.
 37. NOTICE
             (a) Notices may be given by the Club to any person entitled under this
                 Constitution to receive any notice. The notice can be sent by pre-paid post or
                 facsimile transmission or, where available, by electronic mail to the Member’s
                 registered address or facsimile number or electronic mail address, or on the
                 Clubs’ official web site. In the case of a delegate, the notice can be sent to the
                 last recorded address, facsimile number or electronic mail address.
             (b) Where a notice is sent by post, service of the notice shall be deemed to be
                 effected by properly addressing, prepaying and posting the notice. Service of
                 the notice is deemed to have been effected three days after posting.
             (c) Where a notice is sent by facsimile transmission, service of the notice shall be
                 deemed to be effected upon receipt of a confirmation report confirming the
                 facsimile was sent to/or received at the facsimile number to which it was sent.
            (d) Where a notice is sent by electronic mail, service of the notice shall be
                 deemed to be effected the next business day after it was sent.
 38. INDEMNITY
            (a) Every Committee Member and employee of the Club will be indemnified out of
                the property and assets of the Club against any liability incurred by them in
                their capacity as Committee Member or employee in defending any
                proceedings, civil or criminal, in which judgement is given in their favour or in
                which they are acquitted or connected with any application in relation to any
                such proceedings in which relief is granted by the Court.
           (b) The Club shall indemnify its Management Committee and employees against
               all damages and losses (including legal costs) for which any such Committee
               Member or employee may be or become liable to any third party in
               consequence of any act or omission, except wilful misconduct:
           (h) in the case of a Committee Member, performed or made while acting on
               behalf of and with the authority, express or implied, of the Club; or
           (ii) In the case of an employee, performed or made in the course of, and
               within the scope of, their employment by the Club.
 38.1 Insurance
          (a) The club may effect and maintain insurance.
 39. DUTIES & FUNCTIONS OF OFFICIALS & ELECTED MEMBERS
           (a) PRESIDENT: Shall be the chairperson at all meetings of the club and shall
                conduct such meetings in conjunction with the clubs' constitution rules and/or
                bylaws in force from time to time. He/She shall exercise a general supervision
                over the business and conduct of the club and shall have a casting vote only at
                all meetings at which they are Chairperson. He/She shall sign all minutes at
                which they chair and have the power to convene special meetings of the club or
                committee. He/She may also acknowledge the minutes electronically. He/She
                shall have the power to admit visitors to any meeting. Shall be an Executive
                Officer of the club and shall be an ex-officio member of all meetings or any
                committee or sub-committee raised or operating on behalf of the club.
          (b) VICE PRESIDENT: Shall in the absence of the president act on his/her behalf
               under the procedure laid down under paragraph (a) for president. He/She shall
               be chairperson of the P & D.C. and be an Executive officer of the club and also
               be an ex-officio member of all meetings or any committee or Sub-committee
               raised or operating on behalf of the club.
          (c) HON SECRETARY: Shall attend to all the general business of the club; notify
               members of forthcoming meetings in accordance with the rules of the club.
               Shall receive all correspondence and accounts on behalf of the club and keep a
               record of all business transacted at all meetings of the club, Shall be
               responsible that all minutes are true and accurate, records and keep an
               accurate record of all financial members of the club. Shall be one of the club's
               delegates to the BDSFA G.M's be an executive officer of the club and shall be
               an ex-officio member at all meetings of the committees or sub-committees
               raised or operating on behalf of the club.
            (d) HON TREASURER: Shall be responsible for the receiving and banking of all
                monies received for and by the club from any source whatsoever. Shall have in
                charge the club bank books, deposit books, cheque books and hold the official
                stamp. Shall maintain correct and accurate records of all financial transactions
                inward and outward made or carried out by the club. At the A.G.M. shall present
                an audited financial statement and shall at each A.G.M., H.Y.G,M, or if required
                S.G.M. produce all books relating to the club or on demand by the M.C. Shall be
                an executive officer of the club and shall be an ex-officio member of all
                committees and sub-committees raised or operating on behalf of the club.
            (e) HON COMPETITION SECRETARY: Shall advise team managers of time and
               place of all competition matches. The weekend fixtures to be displayed on the
               notice boards and committee room on fields. If any alterations after posting of
               draw, managers to be notified verbally. Shall receive and check all team sheets
               of home competition games and deliver same to B.D.S.F.A. Inc secretary or
               his/her representative as specified by the controlling body. Shall liason with the
               association P.&D.C. chairperson in regard to send offs. Shall be an executive
               officer of the club and shall be an ex-offocio member of all committees and sub
               -committees raised or operating on behalf of the club.
            (f) REGISTRAR: Shall be responsible to ensure that all players are fully registered
               with association. Shall after registration days nominate times that players can
               register. Shall keep up-to-date and accurate records of all registered players of
               the club. Shall present on demand by the M.C. or any G.M. all such records
40.  Club Grading Committee
          40.1 The aim of the Grading Committee is to ensure grading of teams is conducted fairly and    
                 effectively, and in the best interests of the Club and players. Grading is the process of  
                 establishing the number and composition of Blacktown Workers Soccer Football Club
                 (BWSFC) teams to compete in the Blacktown & Districts Soccer Football Association      
                 (BDSFA) competition.
 (a)   Grading is influenced by the number and ages of players registered with BWSFC. Grading    
                  will aim to achieve teams that have a balanced group of players in playing positions and
                  ability levels.
(b)   It will also aim to ensure that the greatest number of interested players are able to compete
                  with the Club.
           40.2 Under 5 to Under 9
                  Players will be placed in teams within their age group and will not be graded.
          40.3 Under 10 to Under 20
 (a)   BWSFC will grade all players in all U9 to U18 age groups based on their ability. This will     
       ensure that players are playing at a level appropriate to their skill level and age.
        40.4 Seniors
              (a) It is anticipated that the majority of senior teams will be registered as an entity. If,     
                  however there are players who do not have a team, players will be placed into teams
                  based on ability, age or numbers. If required, a grading session will be conducted to
                  evaluate new senior player’s ability and to determine appropriate team level.
          40.5 Grading Co-ordinator
                  The Grading Co-ordinator is a non-executive position appointed by the current Executive.
                 The role of the Grading Co-ordinator is to manage a Committee to grade the players who
                 will be playing in the U/9 to U/18 age divisions.         
           40.6 Grading Committee
                 (i) The Grading Committee will consist of the Grading Co-ordinator and two other graders.
                 (ii) Graders cannot be on the Clubs committee.
                 (iii) When a child of a Grader presents for grading or any other conflict of interest, that   
                     Grader shall stand down for that session. A substitute Grader will be used if the above
                     situation arises.
                (iv) The Coach will not be on the Grading Committee.
                (v) The Grading Committee must consult with the team coach on the final make up of the
                    team.
 40.7 The Grading Process
             1  The grading process is carried out by the Grading Committee and contains three major     
                   components.
               2 Previous Season Coaches’ Reports – Coaches at the end of each season are required to
                 complete a report detailing player position preference; strengths and weaknesses; general
                 ability and attitude.
              3 Previous Season Observations (if available)– During the latter half of the previous season
                the Grading Committee will observe, if possible, all age graded teams playing games in
                which they are able to see players in a real game situation.
             Grading Days –
                 Following registration, all registered players are required to attend grading
                days, where each age group will be assessed in general game play. It will include 
                assessment  of skills such as: catching, throwing, footwork, shooting, defending skills,
                attacking skills  fitness, ability to read the play, willingness to play their best in any position,
                commitment,  consistency and teamwork.
          40.8 Grading Days
              1  All players must be registered before attending grading days.
                 Players should attend the nominated grading days although we understand that some   
                 people may not be able to do this due to circumstances out of their control.
              2  If a player is unable to attend either of the grading days, the player or parent/guardian
                 must  notify the Grading Co-ordinator, prior to grading.
              3  We wish to emphasise that grading is one of the most essential components in preparing
                 for a successful season and players should be aware that it is to their advantage to be
                 seen by our Graders as much as possible.
            40.9 Special Requests
              1 The Grading Committee and Executive will aim to achieve the best mix of teams to
                represent our Club.
             2 Players will not normally be selected for teams for which they are ineligible (ie. higher aged  
               or lower graded teams) however, players may be placed in those teams if appropriate or
               numbers require and with the agreement of the player/player’s parents.
             4 While the Grading Committee and Executive will consider requests for special placements
               received before grading, we encourage players to accept their teams and make new friends.
               Once the season starts children usually settle in and enjoy playing football. The support of
               parents is greatly encouraged for this to occur smoothly.
          40.10 Grading Appeals
             1 It is hoped that players and parents appreciate the difficulty of grading and accept the
               decision of the Club. However, if any player or parent is not satisfied with their child’s
               placement, they may submit an Appeal requesting the Executive, in consultation with the
               Grading Co-ordinator, to review the decision.
            2 This request must be made within 7 days of the preliminary teams being announced and be
              sent in writing to the Secretary.
           3 No grading appeals are to be discussed over the phone. All correspondence will be
              discussed at an appeals night held by the BWSFC Executive Committee.
              The decision of the Grading Committee and Executive will be final.
                When considering any special requests or appeals for a child of an Executive member,
              The Executive’s procedures dealing with potential conflicts of interest will apply.
          40.11 Late Registrations
               Any players new to BWSFC who are registering late will be placed in an appropriate team
              based on a paper grade.
              If they have requested to play in a particular team then they will only be placed there if they
              are up to the standard. The Executive and Grading Co-ordinator will also consider the impact
              of  the player on all teams.
           41 Team Coaches
Coaches 'shall be appointed by the M.C. After submitting an application form and shall be responsible to the M.C. for the training of their teams. Shall assist and co-operate with team managers at all times. The Coach shall select the team to play .in each match and shall inform the team manager of the selection. Shall appoint team captain or supervise the appointment of such a person and shall assume the duties of team manager in their absence. The Coach shall be a financial member of the soccer club. And obtain the minimum coaching Qualifications for that age group.
        41.1 if a coach has no  licence then were possible the Club will assist in helping obtain it
       42 Team Manager
Team manager shall be appointed by the M.C. on the recommendation of the team coach and shall be responsible for the good conduct of their team according to the aims of the club's Constitution and By-Laws. Shall be held responsible for all equipment issued to them on behalf of their team and keep a record of all registered players within the team.
Shall record the number of games played by each player and other information required by the coach and M.C. Managers shall pay the referee fees for all games controlled by an Official. Shall complete team cards and result cards issued by the Affiliated Association and the club and return these to the club's Hon. Competition Secretary and all yellow and red cards handed to offending parties players Coach manager and others and supply in writing to need party secretary and P D &C member as stated in the club's By-Laws and laid down by governing bodies.
Managers shall be responsible for the erection of flags and nets before commencement of all home games and on completion of these games that all equipment is returned to the club's storeroom provided and supply a team official for the game. The manager shall be a financial member of the club
    43 Team official/s
              On game day from the ranks of the team this person will stay with the parents or where the
             Majority of the spectators are and not with the coach in the technical area.