REGULATIONS

of the

ROYAL AUSTRALIAN HISTORICAL SOCIETY

ACN  000 027 654      ABN  91 000 027 654

1. In these Regulations ‘Constitution’ means the Constitution of the Royal Australian Historical Society as it is in force from time to time. 

MEMBERSHIP

2. The membership of the Society shall consist of:

(a) Individual Members;

(b) Relative Members;

(c) Student Members;

(d) Pensioner/Senior Members

(e) Library Members

(f) Corporate Members;

(g) Honorary Members;

(h) Life Members; and

(i) Affiliated Societies.

3. A person who is related to or resides with an Individual Member or Pensioner/Senior Member shall be eligible to apply for Relative Membership of the Society and upon being so elected by the Council shall pay annually such proportion of an Individual Member or Pensioner/Senior Member’s annual subscription as shall be determined by the Council from time to time.  Subject to any determination to the contrary made by the Council from time to time, a Relative Member shall not be entitled to receive without charge any of the Society’s publications but shall be entitled to all other rights of membership during such period as the relevant member remains an Individual Member or Pensioner/Senior Member.

4. A person under the age of 18 years or a person above that age who is enrolled on a full time basis at a school or university or other institution of tertiary instruction and remains so enrolled shall be eligible to apply for Student Membership of the Society and upon being so elected by the Council shall pay annually such proportion of an Individual Member’s subscription as shall be determined by the Council from time to time.  A Student Member shall be entitled to receive the Society’s publications without charge and shall be entitled to all other rights of membership.

5.            (a)            Any person who either:

 (i)            holds an Australian or International Seniors Card; or

 (ii)            is in receipt of a Department of Social Security or Department of Veterans’ Affairs pension and is the holder of a Health Care Entitlement Card issued by either of those Departments, shall be eligible to apply for Pensioner/Senior Membership of the Society and upon being so elected by the Council shall pay annually such proportion of an Individual Member’s subscription as shall be determined by the Council from time to time.    A Pensioner/Senior Member shall be entitled to receive the Society’s publications without charge and shall be entitled to all other rights of membership.

 (b)            Any institution which allows access to books and other publications and documents for reading or reference by its members, users or members of the general public shall be eligible to apply for Library Membership of the Society and upon being so elected by the Council shall pay annually such subscription as shall be determined by the Council from time to time.  Upon being elected to Library Membership of the Society each Library Member shall notify the Society in writing over the signature of the principal office bearer of the Library the name of a representative who shall exercise the benefits of membership on its behalf, and in default of any such notification the principal office bearer shall be deemed to be the Library Member’s representative.

(c) A corporation, firm, partnership or other incorporated or unincorporated association shall be eligible to apply for Corporate Membership of the Society and upon being so elected by the Council shall pay annually such subscription as shall be determined by the Council from time to time.  Upon being elected to Corporate Membership of the Society each Corporate Member shall notify the Society in writing over the signature of the principal office bearer of the Corporate Member the name of a representative who shall exercise the benefits of membership on its behalf, and in default of any such notification the principal office bearer shall be deemed to be the Corporate Member’s representative.

6. The Society shall not elect life members.  The status of persons who were life members at 31 December 2001 is not affected by this clause.

7. At an Annual General Meeting of the Society the Council may submit for election as an Honorary Member a person who, in the Council’s opinion, has rendered valuable service in the furtherance of the Society’s objects.  Upon election, an Honorary Member shall not be liable to pay the annual subscription which would otherwise attach to that person’s membership of the Society but shall be entitled to receive the Society’s publications and other rights of membership without charge.  However, unless an Honorary Member shall pay the annual subscription which would otherwise attach to individual membership of the Society, such Honorary Member shall not be eligible to hold any office in the Society or to vote at any meeting or election of the Society.

AFFILIATED SOCIETIES

8. A Body, whether incorporated or not, formed with the object of promoting an interest in aspects of Australian history, fostering historical study or research or preserving historical objects, buildings or sites may, upon making application, be elected by the Council as an Affiliated Society.  Such an Affiliated Society shall be subject to the payment of an annual affiliation fee determined by the Council from time to time.

9. The Council may determine affiliation fees at different rates in accordance with membership numbers of an Affiliated Society or any other factor common to Affiliated Societies.

10. Upon payment of its affiliation fee, an Affiliated Society shall be entitled to the rights of membership of the Society, and shall by notice in writing to the Society, name a representative to exercise such privileges on its behalf, provided that in the absence of such notification being given the principal office bearer shall be deemed to be that Affiliated Society’s representative.

DISCIPLINE

11. A complaint of conduct of a member or Fellow, Honorary Fellow or Medallist which is alleged to give rise to the operation of clause 15 of the Constitution shall be lodged at the Office within thirty (30) days of the conduct or the last act of conduct complained of and shall be signed by at least two members of the Society.  Any such complaint shall contain detailed particulars of the conduct complained of and the manner in which it is alleged that such conduct constitutes wilful refusal or neglect to comply with the provisions of this Constitution or is prejudicial to the interests of the Society.  Such complaint shall be considered by the Council.  Any decision of the Council to discipline a member of the Society must be passed by a majority of three quarters of the Councillors present at the time the complaint is considered.

12. At least two weeks before it proposes to consider a complaint made under Regulation 11, the Council shall give the member against whom the complaint has been made notice of the place and time at which it will meet to consider the complaint and such notice shall also contain particulars of the complaint given under that Regulation  The notice shall inform the member against whom a complaint has been made that he or she may make either written or oral submissions to the Council in respect of it and shall require that any written submissions be lodged at the Office not less than 24 hours prior to the time appointed for the Council’s consideration of the complaint.

13. Notwithstanding anything to the contrary in Regulations 11 and 12, a member against whom a complaint is made under Regulation 11 may elect to have that complaint determined by the Society in general meeting.  In such case the member against whom the complaint has been made shall, not less than 24 hours before the time appointed for the Council to consider such complaint, lodge with the Secretary written notice stating that that member wishes the complaint to be determined by the Society in general meeting.  In that event a general meeting of the Society shall be called solely for that purpose and such meeting shall determine by simple majority and separately whether the complaint has been established, and, if so, how the member involved should be disciplined.

PROCEEDINGS AT GENERAL MEETINGS

14. The President shall preside as the Chairperson at every general meeting, provided that if the office of President is vacant or the President is not present within 15 minutes of the time appointed for the meeting’s commencement, or if the President is present but is unwilling or unable to preside as Chairperson, the Senior Vice-President shall preside as Chairperson.  Provided further that if the office of Senior Vice-President is vacant or if the Senior Vice-President is not present within 15 minutes of the time appointed for the meeting’s commencement, or if the Senior Vice-President is present but is unwilling or unable to preside the Vice-President shall preside as Chairperson.  Provided further that if the office of Vice-President is vacant or if the Vice-President is not present within 15 minutes of the time appointed for the meeting’s commencement or if the Vice-President is present but unwilling or unable to preside, those members present shall by simple majority elect one of their number to preside as Chairperson of that meeting.

15. At any general meeting a resolution shall be decided by a show of hands unless either before that resolution is put or immediately after it has been put the Chairperson of that meeting or any member present (whether present in person, by proxy or by a representative) shall demand a poll.  A demand for a poll may be withdrawn at any time before the poll is taken.

16. Unless a poll is demanded and held under Regulation 15, a determination by the Chairperson of the meeting that a resolution has been lost or has been passed (whether by a simple majority or any other majority) shall be final and conclusive evidence of the fact.

17. If a poll is demanded under Regulation 15, it shall be taken forthwith in such manner as the Chairperson directs and the result of the poll shall be the meeting’s determination of the resolution in respect of which the poll was demanded.

PROXY VOTES

18. A financial member may appoint another financial member to be his or her proxy and such proxy may exercise all the rights of the member at a general meeting of the Society.

19. An instrument appointing a proxy shall be in such form as is determined by the Council from time to time and in the absence of any such determination shall be in the form which is Annexure “A” to these Regulations.

20. Where an instrument appointing a proxy is executed under a power of attorney or some other authority, that power of attorney or authority (or a notarially certified copy of that power of attorney or other authority) shall be lodged at the Office (or such other place as is nominated for that purpose in the notice convening the meeting), not less than 48 hours before the time appointed for the commencement of the meeting at which the proxy is to be exercised.  A proxy lodged in accordance with this regulation may be exercised at any adjourned meeting of the meeting for which it is lodged.  Any non-compliance with this clause shall render a proxy invalid.

21. A representative of a Corporate Member appointed in accordance with Regulation 5 may exercise all the rights of that Corporate Member at a general meeting of the Society.

COUNCILLORS

22. The Office Bearers shall be elected by simple majority, and subject to ceasing to hold office in accordance with the Act or this Constitution, shall continue in office until the first meeting of the Council held after the Annual General Meeting which next follows their election, even if any of them ceased to be a Councillor at that Annual General Meeting.

23. Before the end of each calendar year the Council shall appoint a member of the Society who is not a Councillor as Returning Officer who shall, subject to the Constitution and these Regulations, have exclusive control of the conduct of any election of Councillors for the following year.  The Returning Officer shall not be eligible to nominate for election as a Councillor.

24. Before the date fixed for the closing of nominations in accordance with Regulation 27, the Returning Officer shall appoint two members as scrutineers to act in the scrutiny and at the counting of the ballot.  No scrutineer shall be eligible to nominate for election as a Councillor.

25. No candidate for election shall be present at the counting of the ballot or take any part in the conduct of the election which shall be under the exclusive control of the Returning Officer.

26. Nominations of a member for election as a Councillor of the Society:

 (a) shall be in writing and signed by a proposer and seconder who must also be members;

 (b) shall contain the candidate’s signed consent to be nominated and to act as a Councillor if elected;

 (c) may contain a statement which complies with Regulation 30;

 (d) shall be posted or delivered by or on behalf of the candidate to the Returning Officer at the address referred to in the notice given under Regulation 27; and

 (e) be prominently displayed at the Office as soon as practicable after receipt by the Returning Officer.

27. Not less than three months before the date appointed for the Annual General Meeting, nominations for election as Councillor shall be called for by notice in the Society’s magazine.  Such notice shall specify the address to which nominations are to be forwarded and the date by which they are to be received at that address, with such date to be not less than two calendar months before the date appointed for the Annual General Meeting.

28. The Returning Officer shall reject as invalid any nominations that do not comply with these Regulations or that are not received at the address specified in Regulation 27 by the time specified in that regulation. Where the number of valid nominations exceeds the number of vacancies to be filled, the Returning Officer shall conduct a ballot for the election of Councillors.  Any ballot  subject to this Regulation shall be conducted entirely by post and by no other method. Where the number of valid nominations is less than the number of vacancies to be filled, or a vacancy otherwise occurs in circumstances where the filling of the vacancy is not otherwise provided for, the Council shall have power at any time after the vacancy occurs to appoint an eligible member to be a Councillor to fill the vacancy and to hold office as a Councillor for the term of the Councillor who would otherwise have been elected at the Annual General Meeting or whose office has otherwise become vacant.

29. Where the Returning Officer conducts a ballot under Regulation 28, he or she shall give directions as to the printing and distribution of ballot papers, Regulation 30 statements for each candidate (where they have been submitted) and instructions for the valid completion of ballot papers.  The Returning Officer shall also determine the time and date at which the ballot shall close.  The Returning Officer shall draw positions in which candidates’ names are to appear on the ballot paper.

30. A member nominated for a position on Council may submit to the Returning Officer with his or her nomination form, a signed factual statement which shall include his or her name, length of membership of the Society together with other information (which shall not exceed 40 words) including any degree or title held by the member and any other relevant information which the member sees fit to give.  Any such nomination shall not contain any argumentative matter or anything in the nature of a policy statement.  The Returning Officer may delete from a candidate’s statement any matter which he or she considers to be factually inaccurate or otherwise in contravention of these Regulations.

31. Within 24 hours after the time for the closing of nominations under Regulation 27, a member may, by signed notice in writing posted, faxed or delivered to the Returning Officer, withdraw his or her nomination.

33. The Returning Officer shall at the cost of the Society and with the assistance of the Society cause a ballot paper together with printed instructions concerning the method of voting, Regulation 30 statements in respect of each candidate who has submitted one and the two envelopes referred to in Regulation 40 to be posted to every eligible member within the meaning of Regulation 38 on a day to be determined by Council, such day to be not less than 28 days prior to the date appointed for the Annual General Meeting referred to in Regulation 27.

34. A ballot paper shall be accompanied by two envelopes, one to be an outer envelope addressed to the Returning Officer at the Office and bearing in some convenient place on the back of it the words “Signature . . . Name . . . Address . . . ” and having space for the insertion of the member’s signature, name and address.  The other envelope is to be the inner envelope and shall be blank.  A member voting in the ballot shall complete the ballot paper as specified in Regulation 41 and enclose the completed ballot paper in the inner envelope and seal it.  He or she shall then place the inner envelope in the outer envelope, seal it and then sign and insert his or her name and address in the appropriate place on the back of it.   Any ballot paper received with an outer envelope without the name, address and signature of the elector on it shall be invalid and not counted.  Any inner envelope or ballot paper which identifies the voter by name shall also be invalid and not counted.

35. Voting shall be effected by placing on the ballot paper a mark against the name of each candidate for whom the member wishes to vote.  A ballot paper shall be invalid if more such marks are made than the total number of Councillors to be elected at that election.  Completed ballot papers are to placed in a ballot box, to be opened only by or in the presence of the Returning Officer and counted by or under the direction and control of the Returning Officer.

36. When the ballot has been completed the Returning Officer shall hand to the President a list containing the names of all candidates in the election and a statement of those candidates who have been elected as Councillors.

37. At the Annual General Meeting referred to in Regulation 27, the declaration of the Returning Officer shall be read by him or her or some other person nominated by him or her.

38. The ballot papers used in the election shall be retained in the custody of the Society for one month after the declaration referred to in Regulation 43 or such longer period as the Council may from time to time determine and at the expiration of such time they shall be destroyed.

RECORDS

39. The Society shall record minutes of all:

 (a) proceedings and resolutions of general meetings;

 (b) proceedings and resolutions of meetings of the Council, including meetings of committees of the Council; and

 (c) resolutions passed by the Council without a meeting.

40. The Society will cause the minutes referred to in Regulation 45 to be signed in accordance with the Act and bound up in a book in chronological order. Such minutes shall, unless the contrary is proven, be conclusive evidence of the proceedings, resolutions and declarations which they record.

PROCEEDINGS OF THE COUNCIL

41. The President shall preside as Chairperson at every meeting of the Council provided that if the office of President is vacant or the President is not present within 15 minutes of the time appointed for commencement of the meeting or if present is unwilling or unable to preside as Chairperson, the Senior Vice-President shall preside as Chairperson.  Provided further that if the office of Senior Vice-President is vacant or the Senior Vice-President is not present within 15 minutes of the time appointed for commencement of the meeting or if the Vice-President is present but is unwilling or unable to preside as Chairperson the Vice-President shall preside as Chairperson.  Provided further that if the office of Vice-President is vacant or if the Vice-President is not present within 15 minutes of the time appointed for the meeting’s commencement or if the Vice-President is present but unwilling or unable to preside, those Councillors present shall by simple majority elect one of their number to be Chairperson of the meeting or the balance of the meeting.

42. The Council may by resolution delegate any of its functions to committees consisting of such of its number and or such members of the Society as it thinks fit and shall nominate a member of such committee to be its convenor.  Any committee so formed shall exercise its functions in accordance with the resolution by which it was established and shall report to the Council on its deliberations as and when the Council requires.

43. Subject to the resolution establishing it, any committee shall meet and adjourn as it thinks proper.  Questions arising at any meeting of a committee shall be determined by resolution passed by a majority of the members of the committee present, with the convenor of such committee to have a deliberative vote and, in the event of an equality of votes on any resolution,  a second or casting vote.

EXECUTIVE OFFICER

54. An Executive Officer may be appointed by the Council upon such terms as are agreed between the Council and the person to be so appointed.  The Executive Officer shall exercise such functions as are directed by the Council from time to time.  Such functions shall include the keeping of minutes of general meetings and meetings of the Council.  A person appointed Executive Officer may be removed from office by resolution of the Council.  The Executive Officer may also hold the office of Secretary and may be removed from that office by resolution of the Council.

ACCOUNTS

45. The accounting and other records of the Society shall be kept at the Office or at such other place as the Council may determine from time to time and such records shall be open for inspection by members of the Council during normal office hours and at other times by arrangement with the Executive Officer.

CERTIFICATES

46. The Council may authorise for use any such applications, certificates of membership and other forms or documents as it deems necessary for the Society’s purposes and may also from time to time vary such applications, certificates and other forms in such manner as it thinks fit.

47. A certificate of membership shall remain the property of the Society and shall be returned to the Society on demand by the Secretary.  In default of such return the Society may commence proceedings for return of the certificate in a court of competent jurisdiction.

48. No member shall, without the prior consent of the Council, make or cause to be made a copy or replica of any such certificate.  Any copy or replica made without the prior consent of the Council shall be and shall remain the property of the Society.

49. If any certificate issued by the Society is defaced, lost or destroyed it may be replaced upon the provision of such evidence of defacement, destruction or loss and upon payment of such fee as may be determined by the Council from time to time.

FELLOWS, HONORARY FELLOWS AND MEDALLISTS

50. The Council may recognise contributions to the advancement of education in the field of Australian history in three categories, namely Fellow, Honorary Fellow and Medallist.

51. The Council shall elect a Fellowships and Medals Committee, which shall consist of the President as convenor, two Fellows of the Society, two members of the Society who are also members of a relevant department of a university in New South Wales, and two members of Council who need not themselves be Fellows.

52. The award of a Fellowship shall be subject to the following conditions:

 (a) the number of Fellows shall not at any time exceed twenty-five;

 (b) not more than three Fellows shall be appointed in any calendar year;

 (c) only those members of the Society who, in the judgement of the Council, have rendered service in advancing the knowledge of Australian history and in furtherance of the objects of the Society, shall be eligible for appointment as Fellows;

 (d) a Fellow shall be eligible to be an Officer or Councillor and to vote at meetings of the Society, as long as he or she remains a financial member of the Society.

 (e) the title and dignity of Fellow shall endure for the lifetime of the holder or for such other period as the Council may determine.

53. The award of an Honorary Fellowship shall be subject to the following conditions:

 (a) the number of Honorary Fellows shall not at any time exceed ten;

 (b) not more than one Honorary Fellow shall be appointed in any calendar year;

 (c) those persons who, in the judgement of the Council, have rendered valuable service in advancing the knowledge of Australian history, shall be eligible for appointment as Honorary Fellows;

 (d) the title and dignity of Honorary Fellow shall endure for the lifetime of the holder or for such other period as the Council may determine;

 (e) an Honorary Fellow, if a member of the Society, shall henceforth be exempted from paying annual subscriptions; and

 (f) an Honorary Fellow shall not be eligible to be an Officer or Councillor or to vote at meetings of the Society unless he or she is a member of the Society.

54. The award of Medallist for Distinguished Service shall be made by the Council to those members of the Society who, in its judgement, have made an outstanding contribution to the promotion of the work of the Society.

55. The method of appointment in all categories shall be as follows:

 (a) a written nomination, signed by at least two members, together with a statement of the candidate’s qualifications for appointment, shall be referred to the Fellowships and Medals Committee of the Society;

 (b) on receipt of a positive report from the Fellowships and Medals Committee, the Council may appoint the person so nominated as a Fellow, Honorary Fellow or Medallist, as the case may be, provided that the appointment is effected by a resolution in favour of which at least eight votes are cast.

BENEFACTORS

56. Any natural person making a donation or bequest of $3,000 or more (or such other sum as the Council may determine from time to time) to the Society or its Library Fund over a period not exceeding five (5) years may be designated a Benefactor of the Society and shall retain that designation in perpetuity.

57. Any corporation, firm or other incorporated or unincorporated association making a donation of $5,000 or more (or such other sum as the Council may determine from time to time) may be designated a Benefactor of the Society and shall retain such designation for a period of five (5) years following the donation.

58. The names of Benefactors for the time being shall be published in the Society’s Annual Report and may be recognised in such other manner as may be determined by the Council from time to time.

ANNEXURE ‘A’

PROXY FORM

I,. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ,

being an eligible member of the Royal Australian Historical Society ACN 000 027 654,

appoint. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .,

of  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

or, failing him/her, the Chairperson of the meeting, as my proxy to vote for me on my behalf at the Annual

General/Extraordinary General Meeting of the Royal Australian Historical Society to be held at

.........................................................................., New South Wales on  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

at . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     and at any adjournment thereof.

I authorise my proxy to exercise his or her own discretion in relation to procedural resolutions and in relation to substantive resolutions except that, on the substantive resolution(s) in respect of . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .,

I direct my Proxy to vote for/against the resolution (the proxy will be discretionary unless one of “for” or “against” is deleted).

Signed this. . . . . . . . . . . . . .  day of . . . . . . . . . . . . . . . . . . . . . . . . . . . .   in the year 200.....   

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(Members Signature)

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(Print Members name)

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(Print Members Address)

Proxy forms should be completed and returned to the Returning Officer of the Royal Australian Historical Society at the registered offices of the Society before . . . . . . . . . . . . . . . . on . .. . . . . . . . . . . . . . . . . . . . . . . . . .