[plug] PLUG Constitution Change: Proposal for membership review

Sun Nov 20 12:47:38 WST 2011

Dear PLUG,

It came to PLUG Committee's attention at the end of last year that the
PLUG constitution (available on the PLUG web site, see below) doesn't
quite fit us these days. In particular, last January at our AGM when we
had 22 members, and we required a quorum of 30; this triggered the
clause to hold a follow up meeting the next week (at the same time and
place) to carry the motions of the previous week.

We've also grown to like having some extra people on the Committee in
the form of Ordinary Committee Members (without specific office such as
the four /executive/ office bearers), but our current constitution
doesn't mention this; these people have effectively been co-opted in
thus far.

Lastly, we've never had a definition for what a regular Committee
Meeting Quorum is. All of this adds up to show that our current
constitution from the late 1990's no longer really fits us.

Associations in WA must register their constitution with the Ministry of
Fair trading, who issue a "model" constitution containing their
recommended defaults. Our current constitution deviates from this
significantly, so the Committee had two choices:

  * small amendments to our current constitution (and risk having it
    rejected by Fair Trading for differing from current accepted wordings)
  * applying our required changes to the current model

We've opted for the second choice, and in doing so, we're trying to
produce the *minimal *number of changes from the model constitution that
permit us to continue to operate in the way we feel is what PLUG does
(or had documented that it does)  in practice.

Any changes to the constitution need to be given formal notice to you,
the membership (this is not it; it will come from our Secretary), and
needs to be approved by a General Meeting (in this case, we're aiming
for this to happen at the Annual General Meeting this January). After
this, it is submitted to Fair Trading for their review and acceptance
(or rejection).

In order to increase our chances of Fair Trading accepting our changes,
we're keeping the differences from the model constitution relatively low
in the draft the Committee has devised. While we would like to one day
include Virtual Attendance, we're aware that other bodies (such as Linux
Australia) have tried this in the past and had to remove it. This does
not mean Proxy votes (we have that), but actually counting virtual
attendees as part of a quorum count - proxy votes do not count in this
sense.

The most important part of changing a Constitution is having the support
of the membership in order to do so, and this is why we are giving
several weeks advance notice of this proposed change for the PLUG
membership to discuss now; the deadline for this is 12 December 2011, as
formal notice of the final changes needs to then be given.

We have published the proposed constitution on the PLUG web site at
http://www.plug.org.au/Constitution/Proposed2012, and put some notes at
http://www.plug.org.au/Constitution/Proposed2012Notes to help you
understand what the changes are from the current model constitution
(http://www.plug.org.au/Constitution/ModelRules2011), and the main
changes imported from the current PLUG constitution
(http://www.plug.org.au/Constitution/Current). Let me bullet point the
issues in the proposed 2012 here:

  * A General Meeting (including AGM) Quorum was *thirty* (30) members;
    this is now proposed as *twenty-five percent* (25%) or five,
    whichever is greater.
  * Committee consisted of 4 (Chairman, Vice-Chairman, Treasurer,
    Secretary); this *now includes between one and three other members*
    (/Ordinary Committee Members/)
  * Committee meetings required *100% attendance for quorum*; it now
    requires *50%*.
  * Membership in the model constitution required being *nominated by a
    current member*; this is is removed. However, Committee must
    *accept/reject membership applications.
    *
  * Our *financial year was previously not defined*; in the model is was
    July-June AND the accounts needed to be presented at a GM within 4
    months. As we have our AGM in January we moved to have our
    *financial year follow the *(Western/Gregorian)*calendar year* (/1
    Jan - 31 Dec/).
  * The model constitution has everyone's *membership expiring
    simultaneously* (I know WAIA moved to this last year); we've opted
    to keep *individual anniversary* as we operate now.

As I mentioned above, there are more changes that would be nice to do,
but the focus is to change the General Meeting Quorum from 30 to 25% and
recognise our OCMs. For our current membership of 74, this means we'd
require 19 people to turn up in person; 30 may still be a little
difficult. The other changes can wait until some time next year for a
new Committee to work through. Note that we will still require 30 people
at this coming AGM in January for us to be able to adopt this proposed
Constitution and hold our elections; otherwise we trigger the same
emergency rule again.

I'd like to thank Alastair Irving and Peter Lyons for their work in
getting this together, and the rest of Committee who have reviewed these
changes. PLUG has had to obtain the current constitution from Fair
Trading to validate that what we have on record is what they had, and
then work through a three way merge of old, model and proposed changes.

*At this stage we'd like to solicit feedback from the PLUG membership*.
Changes that come forward now will go to the Committee to review, and
may be incorporate into a possible future draft before our deadline of
formal notice for the 2012 AGM. If you have major changes then please
understand that these may need to be postponed until next year; we're
looking to have minimal changes to give us an updated version to work
from in future. If you're in favour of these changes and have no
concerns, then an indication of your support is also most welcome!

Many thanks,

  James & Committee 2011

Set of Links for your convenience (thanks to Nick for tidying up):

http://www.plug.org.au/Constitution

http://www.plug.org.au/Constitution/Current
http://www.plug.org.au/Constitution/ModelRules2011
http://www.plug.org.au/Constitution/Proposed2012
http://www.plug.org.au/Constitution/Proposed2012Notes

-- 
/Mobile:/ +61 422 166 708, /Email:/ james_AT_rcpt.to
PLUG President 2011: http://www.plug.org.au <http//www.plug.org.au>
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