Part 7: Other matters

⌛Timing

The provisions of this part of the Constitution come into force on the transition date (1 January 2023) apart from clause 40(1)

Drafting Panel commentary

At a glance

• Provides for general meetings under the Actthe Associations Incorporation Reform Act 2012, including the annual general meeting.

• Sets out a list of other things that are helpful or required by the Actthe Associations Incorporation Reform Act 2012.

Summary and Explanation

The ‘general meeting’ is a meeting of all members as required by law. In particular, it is the body that considers special resolutions, including those to change the Constitution of the Partythe incorporated association referred to in clause 40(1).

The quorum of the general meeting to start and continue is reduced from 100 to 50, but for a special resolutiona special resolution of a general meeting passed in accordance with the Act and clause 39(11) to pass (e.g. to change the Constitution) it retains the rule that 100 members must vote along with the legislatively required 75% in favour.

The only resolutions general meetings are empowered to pass are special resolutions.

39. General meetings

    1. State Council:

       1. may convene a general meeting;

       2. 📅When calculating a period of days under this Constitution, the period from 24 December to 9 January is excluded.
          must convene a general meeting within 50 days if:

          1. 📅When calculating a period of days under this Constitution, the period from 24 December to 9 January is excluded.
             three branches, by resolutions made within 30 days, call for one; and

          2. 📅When calculating a period of days under this Constitution, the period from 24 December to 9 January is excluded.
             notice has not already been given of a general meeting to be convened in the next 50 days; and

       3. must convene an annual general meeting in accordance with the Actthe Associations Incorporation Reform Act 2012.

    2. State Council must decide the way that notice of general meetings and proposed special resolutions must be given.

    3. 📅When calculating a period of days under this Constitution, the period from 24 December to 9 January is excluded.
       State Council must give each member at least 28 days’ written notice of a general meeting.

    4. Notice of a proposed special resolutiona special resolution of a general meeting passed in accordance with the Act and clause 39(11) must be given in accordance with the Actthe Associations Incorporation Reform Act 2012.

    5. 📅When calculating a period of days under this Constitution, the period from 24 December to 9 January is excluded.
       At least 21 days before an annual general meeting, State Council must give each member:

       1. the audited financial statements and the report of the audit of those statements;

       2. an annual report on:

          1. its work and the affairs of the Partythe incorporated association referred to in clause 40(1);

          2. the diversity of the Partythe incorporated association referred to in clause 40(1) generally, and of State Councillors, members of senior party bodies, candidates for public officean elected office in a council or parliament and members who hold public officean elected office in a council or parliament; and

          3. the implementation and effect of any special measures the Partythe incorporated association referred to in clause 40(1) has taken; and

       3. written notice of any proposed special resolutiona special resolution of a general meeting passed in accordance with the Act and clause 39(11) it has received from a member.

    6. State Council must make the procedure for general meetings.

    7. The quorum for a general meeting is 50.

    8. Each member is entitled to attend, and speak and vote at, each general meeting.

    9. At an annual general meeting, State Council must report on its work and the affairs of the Partythe incorporated association referred to in clause 40(1) and answer members’ questions.

    10. The only resolutions that a general meeting may make are:

        1. special resolutions; and

        2. formal, procedural, ceremonial and like resolutions.

    11. A proposed special resolutiona special resolution of a general meeting passed in accordance with the Act and clause 39(11) is passed if at least:

        1. 100 members vote; and

        2. 75% of the members voting at the meeting vote in favour.

    12. Proxy voting at a general meeting is not allowed.

    13. State Council must:

        1. keep minutes of each general meeting; and

        2. make those minutes, the documents listed in subclause (5), and any other written reports presented to the meeting available to members.

40. First Nations party body

    1.  The First Nations party body is constituted by all First Nations members only.
    
    2.  The terms of reference of the First Nations party body may only be amended by State Council

    with the consent of the First Nations party body.

41. Miscellany

    1. The name of the incorporated association is ‘The Australian Greens Victoria Incorporated.’

    2. This Constitution constitutes the rules of the Partythe incorporated association referred to in clause 40(1).

    3. The financial yearThe financial year of the Party is the year ending on 30 June. of the Partythe incorporated association referred to in clause 40(1) is the year ending on 30 June.

    4. When calculating a period of days under this Constitution, the period from 24 December to 9 January is excluded.

    5. The Partythe incorporated association referred to in clause 40(1) does not have a common seal.

    6. The rights, obligations and liabilities of members are those set out in this Constitution and in the Actthe Associations Incorporation Reform Act 2012.

    7. State Council must:

       1. arrange for the safe custody of, and provide for members to have access to and obtain copies of, the records, securities and other documents of the Partythe incorporated association referred to in clause 40(1);

       2. decide the sources of party funding, how such funds must be managed, how the Partythe incorporated association referred to in clause 40(1) issues cheques, and how any surplus party assets must be distributed upon the winding up or dissolution of the Partythe incorporated association referred to in clause 40(1);

       3. decide which member or holder of a party office serves in each of the various offices required by the Commonwealth Electoral Act 1918 (Cth) and Electoral Actthe Associations Incorporation Reform Act 2012 2002; and

       4. decide which member or holder of a party office serves as each of ‘Convenor of a Member Body’ and ‘State Secretary’ in respect of the Partythe incorporated association referred to in clause 40(1) for the purposes of the provisions of the National Constitutionthe Constitution of the Australian Greens.

    8. State Council:

       1. must appoint a person who is eligible under the Actthe Associations Incorporation Reform Act 2012 and who is not a State Councillor to be the Secretary of the Association; and

       2. may replace the Secretary of the Associationhas the meaning given in the Act.

    9. The Partythe incorporated association referred to in clause 40(1) must not execute a contract or other document pursuant to section 38(1) of the Actthe Associations Incorporation Reform Act 2012 unless State Council decides that it may do so.

    10. State Council’s interpretation of this Constitution is binding on every member, holder of a party office and party body except the Constitutional Votes Committee and each member of the Committee in that capacity.

    11. This Constitution may be altered in accordance with the Actthe Associations Incorporation Reform Act 2012.

    12. The CharterThe Charter of The Greens which is appended to the National Constitution must be appended to this Constitution when it is published.