GOLD COAST CITY JAZZ CLUB Inc.

BENEFITS of JAZZ CLUB MEMBERSHIP

As a Member you will receive:

Discounted Entry Fees at most events

Reciprocal Entry to most other Jazz Clubs worldwide

Newsletters and email communication to keep you informed

Entry in the Membership Draw at events

Discount on Newsletter offers

As a Member you will be giving:

Support to Jazz Music and Musicians

Help to ensure the longevity of Jazz Music

Youth musicians an outlet to develop and display their talents

GOLD COAST CITY JAZZ CLUB Inc.

CONSTITUTION
Incorporation Number: IA 31651
1. NAME OFT Document Number: 3328778
Amendment of Rules 12 November 2008 The name of this club shall be the ‘Gold Coast City Jazz Club Inc.’

This club is an incorporated not-for-profit organization.

2. AIMS and OBJECTS

The purpose of this club shall be to:-

a. Contribute to the promotion, development and appreciation of the Performing Arts in Australia

b. Increase public awareness of Jazz Music as one of the Performing Arts

c. Provide the opportunity for local, interstate and international Jazz Musicians of all ages to share in the practice, performance and appreciation of Jazz in all its forms

d. To foster and promote talented Youth Jazz Musicians through programs providing mentoring and performance opportunities with experienced Musicians

e. Increase general awareness of the foundations and development of Jazz Music through imaginative promotions and programs

f. Provide enjoyment for its members and others through varied activities for the presentation and promotion of Jazz, in the forms of organized concerts, dances, dinners, picnics and festivals

g. Improve communications between and among Jazz enthusiasts, Musicians and the general public for the mutual benefit of all concerned.

3. MEMBERSHIP

a. The membership of the association shall consist of:
Patrons,
Honorary Members,
Life Members,
Ordinary Members and
Junior Members

b. Honorary Members and Patrons may be elected at the discretion of and on such terms as may be decided upon by a majority of members at a Management Committee Meeting.

c. Honorary Members and Patrons shall not be required to pay membership subscriptions, shall not be eligible to hold office, but shall enjoy all other privileges of membership.

d. The maximum number of Honorary Members shall be as decided by members at any Annual General Meeting.

e. The maximum number of Life Members shall be as decided at any Annual General Meeting.
Life Members shall not be required to pay annual membership subscriptions but shall enjoy all other privileges of membership.

f. The numbers of Ordinary and Junior Members are unlimited.

g. Application for life, ordinary and junior memberships must be in writing, signed by the
applicant and presented in the form decided by the management committee.

h. The management committee must consider an application at the next management committee meeting after receipt of the application.
i. Upon acceptance or rejection of an application for membership, the secretary shall forthwith give the
applicant written notice of such acceptance or rejection.
-/2 11/08
j. An appeal against rejection of application for membership shall be in writing, given to the secretary within one month of notice of the decision and submitted to the next management committee meeting for decision.

k. A member may resign by giving a notice of resignation to the secretary.
l. The membership of a member convicted of an indictable offence may be terminated, without right of appeal, by decision of a majority at a management committee meeting.
m. The membership of a member may be terminated should such a member not comply with the provisions of these rules or act in a manner considered injurious or prejudicial to the character or interests of the Club.

n. The membership of such a member may be terminated at a management committee meeting of the club by a majority vote in favour of removing the member.
o. Before a vote is taken about termination of membership, the member must be given a full and fair opportunity to show cause why there should not be a termination of membership.
p. If after considering all representations made by the member, the meeting decides to terminate the membership, the Secretary must give the member written notice of the decision within seven days thereof.

q. Should the member give written notice of appeal to the Secretary within one month of the decision, a general meeting must be held within two months of receipt to consider the appeal. In the event of the appeal being rejected the Secretary must give the member written notice of the decision within seven days thereof.

4. MANAGEMENT

a. The management committee has the general control and management of the administration of the affairs of the association.
b. The management committee of the association consists of a president, vice-president, secretary, treasurer and any other members the association members elect or appoint at an Annual General Meeting.

c. A member of the management committee must be a member of the association.
d. At each annual general meeting of the association, the members of the management committee must retire from office, but are eligible, on nomination, for re-election.
e. The management committee must meet at least once every 4 months to exercise its functions.
f. At a management committee meeting, more than 50% of the members elected or appointed to the committee, form a quorum
g. A question arising at a committee meeting is to be decided by a majority vote of committee members present at the meeting and, if the votes are equal, the question is decided in the negative.

h. A management committee member must not vote on a question about a contract or proposed contract with the association if the member has an interest in the contract or proposed contract, and if the member does vote the member’s vote must not be counted.
i. The secretary shall advise members of the committee the time and venue for each meeting, at least seven days prior to the meeting.
j. The Committee shall have power to appoint sub-committees of members to deal with specific matters.

k. The office of an officer of the Club or of an ordinary member of the Committee becomes vacant if the officer or member: –
Resigns the office by giving notice to the Secretary
or is removed for either of the following reasons:
Ceases to be a member of the Club (also Refer 3. Membership)
Becomes an insolvent under administration within the meaning of the Corporations Law.
-/3 11/08
l. Before a vote of members is taken about removing the member from office, the member must be given a full and fair opportunity to show cause why he or she should not be removed from office.
m. A member has no right of appeal against the member’s removal from office under this section.
n. If a vacancy happens in the office of secretary, the members of the management committee must ensure a secretary is appointed or elected for the association within 1 month after the vacancy happens.

o. If a casual vacancy happens on the management committee, the continuing members of the committee may appoint another member of the association to fill the vacancy until the next annual general meeting.
The continuing members of the management committee may act despite a casual vacancy on the management committee.
p. However, if the number of committee members is less than the number fixed under these rules as a quorum of the management committee, the continuing members may act only to increase the number of management committee members to the number required for a quorum or to call a general meeting of the association.

q. The president, or in the absence of or the inability of the president to do so, the vice president shall preside at all meetings. In the absence of both officers the members present shall elect a chairman.
r. The secretary must ensure full and accurate minutes of all questions, matters, resolutions and other
proceedings of all meetings are entered in a minute book; and the minutes must be signed by the chairperson of the meeting, verifying their accuracy.

s. The secretary must ensure the completion of all records required under the Associations
Incorporations Act.

t. The secretary must keep a register of members in which shall be recorded their names, addresses, date of joining, date of termination or death and such other information as the Club may require. Details may not be used for any publicity or commercial purpose

u. The management committee must ensure the safe custody of books, documents and securities of the association.
5. ELECTION OF COMMITTEE

a. Any 2 members of the association may nominate another member to serve as a member of the management committee.
b. The nomination must be:
in writing,
signed by the candidate and the members who nominated him or her;
given to the secretary at least 14 days before the annual general meeting at which the election is to be held.

c. If, at the start of the meeting, there are not enough candidates nominated, nominations may be taken from the floor of the meeting.
d. If required by the management committee, balloting lists must be prepared containing the names of the candidates in alphabetical order.

6. GENERAL MEETINGS

a. The secretary may call a general meeting, giving at least 14 days notice to each member and stating the business to be conducted.

b. A quorum at a general meeting is the number of members equal to double the number of members of the association presently on the management committee plus 1.

c. No business may be conducted at a general meeting unless a quorum of members is present.
d. If a quorum is not present within 30 minutes after the time fixed for a general meeting, the meeting lapses

-/4 11/08
e. Each question, matter or resolution must be decided by a majority of votes of the members present.
f. A member is not entitled to vote at a general meeting if the member’s annual subscription is in arrears at the date of the meeting.
g. Voting shall be by a show of hands, or by secret ballot if required by at least 20% of members.
Each member is entitled to 1 vote only and may vote in person or by proxy. If the votes are equal, the chairperson has a casting vote as well as a primary vote.
h. If a secret ballot is held, the chairperson must appoint 2 members to conduct the secret ballot in the way the chairperson decides.
i. Proxy authorization must be on the club’s appropriate form, duly signed and must be given to the secretary before the start of the meeting.
j. The secretary must ensure the minute book for each general meeting is open for inspection, on request, to financial members.

7. ANNUAL GENERAL MEETINGS

a. An Annual General Meeting must be held at least once each year, within 3 months after the end of the association’s previous financial year.
b. Business which must be conducted at the annual general meeting includes:
– Receiving the authorized statement of income and expenditure, assets and liabilities for the last
financial year and
– Election of members of the management committee.

8. SPECIAL GENERAL MEETINGS

a. A Special General Meeting shall be called on the request, in writing, of not less than 33% of the management committee or a quorum of club membership.

b. Notice of such meeting shall be given to members at least fourteen (14) days before the meeting is to be held with a statement setting out the purposes for which the meeting has been called and any motions submitted.
c. Any notice of motion must be submitted to the Secretary, in writing at least twenty eight (28) days prior to the meeting at which the motion is to be formally proposed, where it must be read to members prior to discussion.

9. SUBSCRIPTIONS

a. Prior to the end of each Financial Year the membership fees for each class of membership shall be determined by management committee
b. The annual subscription is due and payable on January 1st each year.
c. Should a member have not paid the annual subscription by March 31st the Committee may recommend termination of membership.
10. FINANCE

a. The financial year of the association closes on 31st December in each year.
b. Records and accounts must show full and accurate particulars of the financial affairs of the association.

c. The Treasurer must deposit all funds of the Club to the credit of the Club’s account in the financial institution approved by the management committee as soon as practicable after receipt.
d. All expenditure must be approved or ratified at a management committee meeting.
-/5 11/08
e. Cheques in payment of accounts must be signed by any two of the President, Vice President, Secretary, Treasurer or another member authorized by the management committee for the purpose.
f. The Treasurer shall have custody of all funds of the Club, shall submit monthly reports to management committee and perform such other duties as ordinarily pertain to the office.

g. At the end of each financial year, an Income and Expenditure Account, in accordance with the requirements of the Associations Incorporations Act, must be presented to the membership at the next annual general meeting.

11. COMMON SEAL

a. The management committee must ensure the association has a common seal.
b. The secretary shall maintain custody of the common seal of the Club.
c. The common seal shall not be fixed to any instrument except by authority of the committee.
d. Each instrument to which the seal is attached, must be signed by any two members of the management committee.

12. BY-LAWS

a. The management committee may adopt by-laws, not inconsistent with this Constitution.
b. A by-law may be set aside by a vote of members at a general meeting of the association.

13. AMENDMENTS

a. The clauses of this Constitution may be amended at a general meeting by special resolution carried with a 75% majority.
b. Such amendments shall not be effective until submitted and accepted by the Chief Executive, Office of Fair Trading, in compliance with the requirements of the Associations Incorporation Act.

14. WINDING UP

a. On winding up, the funds of the Club must not be distributed to members, but must be given to another entity having objects similar to the association’s objects, and the rules of which prohibit the distribution of the entity’s income and assets to its members.

We hereby certify that, a quorum being present, this Constitution was adopted by decision of a majority of the

members present and voting at a special general meeting on the 4th day of August, 2008.

………………………………… ……………………………………
President’s Signature Secretary’s Signature

Incorporation Number: IA 31651
OFT Document Number: 3328778
Amendment of Rules 12 November 2008

11/08

GOLD COAST CITY JAZZ CLUB Inc.

STANDING RESOLUTIONS

1. There shall be no more than 2 Patrons at any one time.
[refer to Constitution clause 3. MEMBERSHIP] 13 October 2002
(Date of adoption)

2. There shall be no more than 3 Honorary Members at any one time.
[refer to Constitution clause 3. MEMBERSHIP] 13 October 2002
(Date of adoption)

3. There shall be no more than 30 Life Members at any one time.
[refer to Constitution clause 3. MEMBERSHIP] 13 October 2002
(Date of adoption)

4. The ordinary membership of the club comprises
Adult Members
Adult Student Members – over 25 years of age attending full-time College or University
Youth Student – 18 to 25 years of age attending full-time College or University
[refer to Constitution clause 3. MEMBERSHIP] 09 April 2008
(Date of adoption)

5. Junior Membership of the club comprises those under 18 years of age at 1st January.
[refer to Constitution clause 3. MEMBERSHIP] 09 April 2008
(Date of adoption)

6. The Annual General Meeting shall be held in March each year.
[refer to Constitution clause 7. ANNUAL GENERAL MEETINGS] 04 February 2008
(Date of adoption)

7. The subscription payable by Ordinary Members (adult) is $25.00 per annum (single) and $45.00 (double). [refer to Constitution clause 9. SUBSCRIPTIONS] 01 August 2011
(Date of adoption)

8. The subscription payable by Ordinary Members (adult student) is 15.00 per annum
[refer to Constitution clause 9. SUBSCRIPTIONS] 01 August 2011
(Date of adoption)

9. The subscription payable by Ordinary Members (youth student) is $10.00 per annum
[refer to Constitution clause 9. SUBSCRIPTIONS] 01 August 2011
(Date of adoption)

10. The subscription payable by Junior Members is $5.00 per annum
[refer to Constitution clause 9. SUBSCRIPTIONS] 01 August 2011
(Date of adoption)

11. The subscription payable by life members is $200.00.
[refer to Constitution clause 9. SUBSCRIPTIONS] 13 October 2002
(Date of adoption)

12. The Secretary is appointed as Public Officer.
09 April 2008
(Date of adoption)

The original items listed for Standing Resolutions were adopted by membership at a
Special General Meeting held on 13 October 2002.
Latest revision is 1st Aug 2011.

Email: gccityjazzclub@gmail.com