1. The name of the Club is the Royal Aero Club of Western Australia (Inc.)
2. The objects for which the Club is formed are:
(a) To undertake activities to associate together members and all persons who are interested in aviation.
(b) To create and foster an interest in aviation in members of the public.
(c) To acquire and maintain aircraft, hangars, plant, tools, machinery and other equipment necessary to establish and maintain a school of aeronautics and to provide aircraft that are available for hire by members.
(d) To promote the development of aviation.
(e) To provide training and education in aviation and to promote the development of training and education in aviation.
(f) To be a member or a representative of the Royal Federation of Aero Clubs of Australia or of any other similar non-profit association.
(g) To do all such activities and things as are incidental to the attainment of the above objects.
Income and Property
(1) The income and property of the Club whencesoever derived shall be applied solely towards the promotion of the objects of the Club, and no portion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus or otherwise howsoever by way of profit to the persons who at any time are or have been members of the Club, or to any of them, or to any person claiming through any of them, provided that nothing herein contained shall prevent the payment in good faith of remuneration to any officer or servant of the Club or to any member thereof, or other person in return for services actually rendered or value given to the Club, nor prevent the payment of interest at a rate not exceeding fifteen per cent per annum on money borrowed from any member of the Club.
(2) No member of the Club is entitled to derive any benefit or advantage from the Club which is not shared equally by every member of the Club.
(3) Any contravention of this Rule by any member or number of members who contravene or assist in such contravention shall render such members fully liable to pay to the Club the value involved.
Classes of Member
4. The membership shall comprise the following classes:
(a) Life Member
The Club in General Meeting upon the motion of any ordinary member, of which due notice has been given, or the Committee, shall have the power to reward any person for special services to the Club by election to Life Membership. A Life Member shall have all the rights and privileges of a member of the Club, but shall not be liable for any subscription.
(b) Ordinary Member
An Ordinary Member of the Club shall be entitled to full privileges of the Club except that an Ordinary Member shall not:
(i) vote at any Annual General Meeting, Special General Meeting, General Meeting or any other meeting of the Club or be nominated for or hold office on the Committee of the Club where the Ordinary Member is below the age of 18 years.
(ii) be nominated for or hold office on the Committee of the Club where the Ordinary Member is employed by the Club as an employee pursuant to a contract of service; and
(iii) be nominated for or hold office on the Committee of the Club where the Ordinary Member is a person who receives remuneration for the supply to or on behalf of the Club of commercial pilot services or aircraft maintenance services or such other services as are prescribed by the Committee from time to time.
An Ordinary Member whose ordinary place of residence is situated more than 80 kilometres from GPO Perth, and has an Australian postal address (referred to for the purpose of rates of subscriptions Ordinary Member-Country) shall be entitled to a reduced annual rate of subscription pursuant to Rule 12(1) from and including the financial year in which such member makes written application to the Club Secretary for such reduced rate.
A member having a postal address in a country other than Australia will be referred to as an Ordinary Member – Non Resident, and will have the same privileges as a country member, other than the membership fees should at least cover all postage costs incurred in communicating with the member.
An Ordinary Member in the first year of membership and who is the holder of a Student Flying Licence (referred to for the purpose of rates of subscription as Ordinary Member-Student) shall be entitled to a reduced annual rate of subscription pursuant to Rule 12(1).
A Person between the ages of 15 and 18 years may be admitted as an Ordinary Member provided that an undertaking on the form, as prescribed from time to time by the Committee, is given by that person’s parent or guardian. Such Ordinary Member (referred to for the purpose of rates of subscriptions as Ordinary Member-Junior) shall be entitled to a reduced annual rate of subscription pursuant to Rule 12(1) and such other privileges as the Committee shall determine.
(c) Associate Member
An Associate Member shall have all the rights and privileges of the Club, but shall not have the right to vote, hold office or pilot Club aircraft.
(d) Junior Member
A Junior Member shall be below the age of 18 and shall be the son or daughter of an Ordinary Member. A Junior Member shall be entitled to the full privileges of the Club save the right to vote, hold office, sign guests into the Club or pilot Club aircraft. If a parent of a Junior Member ceases to be an Ordinary Member of the Club, then the Junior Member shall also cease to be a Member of the Club except that such Junior Member may, if able to comply with the requirements of Rule 4(b) transfer to the class of Ordinary Member in accordance with Rule 5.
(e) Retired Member
An Ordinary Member on reaching the age of 60 years, who is not in full time employment and who does not hold, or intend to hold a pilot’s licence may transfer to the class of Retired Member. A Retired Member shall be entitled to the full privileges of the Club save the right to vote or hold office.
(f) Corporate Member
A Corporate Member shall be any Company, Corporation, Firm, Business, Public Utility, Instrumentality, Association, Society or Supporting Body registered with the registration Authority in an Australian State or Territory. A Corporate Member shall be entitled to such privileges as the Committee may from time to time prescribe but shall not have the right to vote or hold office.
(g) Temporary member
A temporary member of the Club shall be entitled to such privileges as the Committee from time to time prescribe but shall not have the right to vote or hold office.
An application for Membership shall be made by completing the “Application for Membership” form as prescribed by the Committee and by posting or delivering the same to the Club. The names of the applicant, the proposer and the seconder shall be posted on the Club notice board for a period of not less than seven days and thereafter shall be submitted to the next meeting of the Committee for approval or otherwise. An applicant for membership shall be deemed a member immediately upon approval of the application for membership by the Committee and shall thereafter be entered on the Register of Members.
Transfer of Membership from one class to another class.
5. A person having been admitted to membership in one class may become a member of a different class by paying the difference in subscriptions (if any) and otherwise complying with these Rules for qualification for such other class of membership, provided that no change will entitle a member to any refund of subscription.
Register of Members
6. The Club shall keep and maintain in an up-to-date condition a register of the members of the Club and their personal or residential addresses and, upon the request of a member of the Club, shall make the register available for the inspection of the member and the member may make a copy or take an extract from the register but shall have no right to remove the register for that purpose.
7. Any member may resign from membership by delivering a written resignation to the Secretary provided that the subscription for the current year and all arrears have been paid.
Club & Member Liability
8. The Club shall not be responsible for:-
(a) Injury or damage sustained by any member using or hiring Club aircraft;
(b) Injury or damage to members or their property while on any flying field;
(c) Injury or damage to third parties;
(d) Injury or damage to the person or property of any person flying in Club aircraft or on the premises of the Club or flying field.
9. Any member causing loss or damage to the Club or its equipment or property through failure to observe and comply with these Rules or Civil Aviation Orders or the Club Operations Manuals or the directions or orders of the Committee or any flying instructor shall be fully liable therefore.
10. A member of the Club shall not use the name of the Club:-
(a) In any advertisement or prospectus or business announcement; or
(b) As an address for the purpose of identification in any legal proceedings.
11. The Committee may expel from membership of the Club or suspend for such period as it may consider advisable any member who, having been given full opportunity to be heard at a meeting of the Committee, of which seven days written notice specifying the purpose thereof shall have been given to all the members of the Committee and to the member concerned, shall in the opinion of the Committee be guilty of conduct prejudicial to the interests of the Club or calculated in any manner to impair or affect the enjoyment of the Club by the members thereof.
(1) Annual subscriptions shall be determined by the Committee in respect of each category of membership (other than Life Membership for which there is no subscription) and submitted to a General Meeting of the members for ratification. The subscriptions so determined and ratified shall apply from year to year until alterations thereto are ratified by future General meetings.
(2) The Annual subscription of all members shall be payable on the first day of January in each year.
Non-Payment of Subscription
13. When any annual subscription is unpaid two months after the due date the member concerned shall not be entitled to exercise any of the privileges of membership and the Secretary shall notify the member in writing at the address shown in the Register of Members of the amount overdue and that if such amount is not paid within twenty eight days from the date of the notice the Committee may cause the name of the member to be struck off the Register of Members.
Officers of the Club
14. There shall be the following officers of the Club:-
15. The officers of the Club except for the Patron shall constitute the Committee of the Club and are hereinafter referred to as the Committee.
16. At all meetings of the Committee and all General Meetings the President or Vice-President in that order of precedence shall preside. In the absence of both the President and the Vice-President the meeting shall elect a Chairman.
17. All officers of the Club shall be honorary, provided that this Rule shall not debar any officer from receiving such remuneration as the Committee may think fit for services rendered.
18. Each member of the Committee shall be indemnified by the Club against any loss, expense or liability incurred by reason of any act or deed done by him in good faith as such member and the Committee shall use the funds of the Club for such purpose when required.
(1) The Committee shall appoint a Secretary of the Club for such term and under such conditions as the Committee shall think fit.
Such person shall:-
(a) Do such acts as are required by these rules to be done by the Secretary and those duties usually performed by a Secretary;
(b) Control administrative procedures, office systems and staff matters;
(c) Control to the satisfaction of the Auditor all the Club’s books of account;
(d) Be the executive officer of the Committee.
(2) The Committee shall appoint a qualified person to be Chief Instructor/Chief Flying Instructor and such other qualified persons necessary for observance of the conditions of such flying school and aircraft operating licences as may from time to time be issued to the Club by the Commonwealth of Australia.
(3) The Committee may provide for the general management of all the affairs and undertakings of the Club by appointment of a Manager and the delegation to such Manager of such routine duties and financial delegations as the Committee may from time to time decide. Such delegations shall be in writing.
(4) In the absence of separate appointments the Manager may also be appointed Secretary and shall carry out the duties of Secretary as directed by the Committee.
Custody of Records, etc.
20. The Custody of the records, books, documents and securities of the Club shall be with the Secretary.
Inspection of Records and Documents of the Club
21. Any member may on giving reasonable notice to the Secretary be entitled to inspect the records and documents of the Club.
Election and Resignation of Officers
22. The Committee may appoint a Patron who need not be a member of the Club and who shall hold office until replaced.
(1) The President, Vice President, Treasurer, Club Captain and Auditor shall be elected at the Annual General Meeting and shall hold office for a two year term.
(a) Two Directors shall be elected at each Annual General Meeting held in years ending with even numbers and shall hold office for a two year term.
(b) Three Directors shall be elected at each Annual General Meeting held in years ending in odd numbers and shall hold office for two years.
(c) At the first election held under these Rules as amended the three Committeemen whose terms have not expired will continue as Directors for a further period of one year until their term expires.
(3) An Auditor of the finances of the club shall be elected at the Annual General Meeting by a show of hands and shall hold office until the next following annual General Meeting.
24. The following shall be the method of election of the officers referred to in the preceding Rule 23.
(a) The Committee shall before the thirtieth day of June in each year fix a date in the month of September following for the Annual General Meeting of the Club;
(b) The Committee shall at the same time appoint a Returning Officer and two scrutineers who shall not be elected officers nor paid servants of the Club.
(2) The Secretary shall by notice posted in a prominent position in the Club premises and by publication of such notice in the July or August issues of the Club official journal “Tarmac Topics” call for nominations for the offices to be filled and specify a closing date not less than twenty-one days before the Annual General Meeting.
(3) Nominations shall be in writing and signed by members proposing and seconding the candidate who shall sign an acceptance of such nomination.
(a) If there are no more nominations than vacancies to be filled members nominated shall be deemed to be elected;
(b) If insufficient nominations are received to fill all vacancies the incoming Committee shall fill vacancies at its first meeting.
(c) If nominations number more than vacancies an election by ballot shall be held.
(5) The Secretary shall fourteen days at least before the date fixed for the Annual General Meeting send to every member:
(i) A ballot paper bearing the names of nominees;
(ii) A statement of the Club membership record of each candidate;
(iii) A plain envelope marked “Ballot Paper”.
(iv) An envelope addressed to the Returning Officer;
(v) A copy of the next following Rule 24(6)
(a) Each member shall be entitled to one vote;
(b) Each member desirous of voting shall strike out so many of the names as is necessary to reduce the number of candidates for each office to the full number to be elected to each office;
(c) Such ballot paper shall be sealed in the plain envelope supplied and marked “Ballot Paper”, and that plain envelope enclosed in the envelope addressed to the Returning Officer, which last mentioned envelope shall be endorsed with the name of the member voting;
(d) The sealed and endorsed envelope shall be delivered to the Returning Officer before noon on the day preceding the Annual General Meeting.
(7) On receipt of envelopes addressed to the Returning Officer the Secretary shall verify that the member whose name is endorsed thereon appears by the Register of Members to be financial and entitled to vote and place the envelope in a ballot box provided for the purpose and sealed by the Returning Officer.
(8) The Returning Officer shall after the closing of the ballot open the box in the presence of the two scrutineers and proceed with the counting of the votes.
(9) The Returning Officer shall report in writing to the Chairman of the Annual General Meeting the names of the officers chosen by the ballot and the Chairman shall declare them duly elected at the Annual General meeting.
25. The persons declared elected in the manner prescribed in Rule 24 shall be officers of the Club from the date of the Annual General Meeting and shall assume office forthwith upon conclusion of the Annual General Meeting.
(1) In the event of all members of the Committee desiring to resign an Extraordinary Election of a new Committee shall be conducted in the manner set out in Rule 24 for which purpose the words “Special Meeting” shall be read for Annual General Meeting” in Rule 24.
(2) If the number of members of the Committee from any cause whatever falls to four or less the powers of the Committee shall be suspended and the Secretary thereby empowered to conduct an extraordinary election for a new Committee in the manner set out in Rule 24.
(3) If any resolution of no confidence or otherwise obliging the Committee to resign is carried at any General Meeting summoned to consider such resolution the Committee shall thereupon be deemed to have tendered resignations to a new Committee to be elected by an extraordinary election to be declared at a Special General Meeting on a date to be determined forthwith by the General Meeting which shall appoint a Returning Officer and two scrutineers.
27. An officer of the Club may resign by tendering his resignation to the Committee.
(1) If any officer of the Club shall die, resign or cease to be a member of the Club or absent himself from three consecutive meetings of the Committee without leave of absence his office shall immediately thereupon become vacant, and the Committee shall at its first meeting thereafter appoint some other member to fill that office.
(2) Such member so appointed shall only hold office during the unexpired term for which his predecessor was elected.
29. The Club may at any General Meeting by a majority of two thirds of the members voting remove any officer before the expiration of his period of office by resolution of which notice has been given and may proceed to appoint another member in his stead, such appointee to hold office for the unexpired portion of the term of office of the officer replaced.
(1) The Committee shall conduct, control and manage all the affairs and undertakings of the Club and shall hold periodical meetings to be arranged within fourteen days of a request to the Secretary by any member of the Committee of the Club.
(2) Full and correct Minutes shall be kept by the Secretary of all resolutions and proceedings of the Committee and General Meetings in a book kept for this purpose.
31. The Committee shall act by resolution and a resolution upon being declared carried by the Chairman of the Committee
meeting shall be binding upon all members of the Club.
Quorum of the Committee
(1) Four members present and entitled to vote shall form a quorum of the Committee.
(2) If a quorum of the Committee fails to attend two consecutive meetings summoned in writing on seven days notice the Secretary shall forthwith proceed as empowered by Rule 26(2).
Conduct of the Committee
33. If any act of a member of the Committee becomes a matter for consideration by the Committee the member concerned shall take no part in any discussion thereof save to state his position in the matter and shall not vote on any resolution concerning the same.
34. A member of the Committee having any financial interest of a personally beneficial nature in any matter considered by the Committee shall declare his interest and abstain from taking any part in the discussion unless invited by resolution of the Committee to do so and shall abstain from voting on any resolution on the matter.
35. No member shall remain a member of the Committee if at a meeting of the Committee of which seven days written notice specifying the purpose thereof and specifying the charge shall have been given to all members of the Committee and to the member concerned and after full opportunity shall have been given to that member to be heard not less than two-thirds of the members of the Committee other than the member concerned shall have resolved that it is not in the best interest of the Club that such member shall remain a member of the Committee.
Procedure of the Committee
(1) Unless the Committee shall by resolution otherwise determine the procedure at all meetings of the Committee shall be governed by the Rules ordinarily observed in the conduct of meetings in Committee.
(2) In case of doubt the Chairman shall give a ruling as to the procedure to be followed and such ruling to be final.
Powers of the Committee
37. The Committee shall have the following powers and rights:-
(a) Full control over all the affairs and undertakings of the Club with power to exercise on behalf of the Club all the rights and powers of the Club, except such rights and powers as are by these rules specifically required to be exercised in some other manner.
(b) Power to make or amend by-laws consistent with these rules for the regulation of the activities of the Club.
(c) Power to delegate routine matters or any specified duty to any of its officers or any servant of the Club. The Club shall be responsible for the acts of a delegate except where such act is fraudulent or grossly negligent.
(d) Power to appoint sub-committees and delegate to them such power as thought fit in the terms of reference.
(i) sub-committees shall report to the Committee and their decisions shall be subject to confirmation except when given power to act;
(ii) a sub-committee chairperson shall be appointed by the Committee and shall be an Ordinary Member;
(iii) the Committee may appoint additional members or fill vacancies on any sub-committee which appointees may include persons who are not members of the Committee of the Club;
(iv) The President, Vice-President and Treasurer shall be ex officio members of all sub-committees.
(e) The interpretation of these Rules and of any by-laws made thereunder or of any resolution passed by the Committee shall be in the sole determination of the Committee.
(f) Power to remove from the office any elected officer or paid servant of the Club for neglect of duty, breach of confidence or other misconduct which in the opinion of the Committee warrants such removal.
(g) Power to constitute and make regulations for the constitution, government and control of country district committees.
38. At each Annual General Meeting of the Club a Chartered Accountant who shall not be an officer of the Club shall be appointed Auditor to hold office until the next Annual General Meeting and the remuneration to be paid to such Auditor shall be fixed by the Club at such meeting. Any casual vacancy occurring in the office of Auditor subsequent to any Annual General Meeting shall be filled by the Committee.
39. At least once in every year the accounts of the Club shall be examined by the Auditor who shall submit to the Annual General Meeting his report as to the truth and fairness of the Balance Sheet and revenue and expenditure accounts.
(1) There shall be a General Meeting of the members of the Club in September of each year which shall be called the Annual
(2) The business of the Annual General Meeting shall be:-
(a) To receive and adopt the Committee’s Report;
(b) To receive and adopt the Auditor’s Report on the Balance Sheet and revenue and expenditure accounts;
(c) To receive the declaration by the Chairman of the names of the Committee for the ensuing year.
(d) To receive the declaration by the Chairman of the name of the Auditor for the ensuring year;
(e) To fix the remuneration of the Auditor;
(f) To receive the report by the Chairman of budget proposals for the ensuing year;
(g) Any other business the retiring Committee or any member may wish to bring forward, notice of which has been given in the manner provided in Rule 46.
41. A General Meeting to be called a Special General Meeting may be called at any time by the Committee.
42. The President or in his absence the Vice-President may convene a Special General Meeting and shall do so within 35 days of receiving a requisition in writing to do so by any ten members of the Club entitled to vote.
(1) The Secretary shall twenty-one days at least before the date fixed for any General Meeting send notice stating the business of the meeting to every member at the address appearing on the Register of Members.
(2) Such notice shall be deemed to have been given on the date of publication of the same in “Tarmac Topics” or on the day after such notice was posted by prepaid letter.
Quorum at General Meetings
44. At all General Meetings of the Club twelve members present and entitled to vote shall form a quorum.
45. The Chairman may with the consent of any General Meeting adjourn from time to time and place to place but no business shall be transacted at any adjourned meeting other than the unfinished business of the meeting from which the adjournment was made.
46. Any member eligible to vote may give notice of any motion to be included in the business of any General Meeting by delivering such notice in writing to the Secretary at least twenty-eight days before the date fixed of any General Meeting.
(a) Notice of such motion shall be given forthwith to all members in the same manner as is provided for in Rule 43.
(b) Any motion passed in pursuance of such notice upon being carried by a General Meeting with such amendments as are made by the General Meeting shall be binding on the Club.
(c) A motion carried by any General Meeting without notice shall not be binding on the Club except by resolution of the Committee.
(1) Any member entitled to vote at any General Meeting may do so by proxy.
(2) A proxy must be a member of the Club and shall be eligible to vote as a proxy even if such member is not personally entitled to vote.
(3) A proxy shall be appointed in writing by the appointer and naming the proxy to vote for the appointer at the General Meeting or any adjournment thereof identified by date and place of meeting.
(4) A member receiving an appointment as a proxy shall deliver the memorandum of appointment to the Secretary not later than eight hours before the commencement of the General Meeting.
48. At every General Meeting a resolution put to the vote of the meeting shall be decided on a show of hands by a numerical majority of the members present in person, unless before or upon the declaration as a result of a show of hands a poll be demanded by any three members present in person and entitled to vote and unless a poll be so demanded a declaration by the Chairman of the meeting that a resolution has been carried or negatived thereat shall be conclusive, and an entry to that effect in the minutes of the Club shall be sufficient evidence without proof of the number or proportion of the votes recorded in favour of or against such resolution.
(1) The Committee shall have the power to provide a Common Seal for the purpose of the Club and from time to time to destroy the same and substitute a new seal in lieu thereof.
(2) The Common Seal shall be kept in the custody and power of the Secretary.
(3) The Common Seal shall only be used by the authority of a resolution of the Committee and when so used shall be affixed by the Secretary. The document to which it is so affixed shall be countersigned by the President or Vice-President as the case may be and the Secretary or any Sealholder.
Association and Affiliation
(1) The Club is a member of the Royal Federation of Aero Clubs of Australia.
(2) The Committee may by resolution withdraw the Club from membership of the Royal Federation of Aero Clubs of Australia and may re-apply for membership of the said Federation or any other federation or corporation of a similar nature as from time to time it shall deem fit.
51. The Committee may at any time affiliate the Club to any other aeronautical body and may enter into such agreements with any such body as from time to time it shall deem fit.
52. In that area of the Club premises approved for the consumption of liquor at times determined by the Committee and authorized by any Liquor Authority granted to the Club by the Commonwealth of Australia a Club member may:-
(a) Purchase liquor for consumption by the member and not more than five guests present on the invitation and in the company of the member and such guests shall sign the Visitors Book when requested to do so;
(b) Purchase liquor in sealed containers that may be taken from the Club premises for consumption elsewhere.
(1) Unless accompanied by a person in authority over them guests or members under the age of eighteen years shall not enter that portion of the Club premises approved for the sale and consumption of liquor nor be sold or supplied with liquor except when ancillary to a meal provided on the premises.
(2) The Club shall not employ or permit any person under the age of eighteen years to take any part in the sale, service or delivery of liquor.
54. The name of any member refusing to leave the premises approved for the sale and consumption of liquor punctually at the hour of closing shall be communicated to the Secretary.
55. No payment or part payment of any Secretary, Manager or other officer or servant of the Club shall be made by way of commission or allowance or upon the receipts of the Club for liquor supplied.
56. Any person who is not a member of the Club shall not be permitted to enter that section of the Club premises designated for the sale and consumption of liquor except on the invitation and in the company of a member of the Club.
57. The Club may be dissolved or wound up by a special resolution at any General or Special General Meeting called for such a purpose. A copy of such special resolution shall be lodged with the Commissioner, Department of Corporate Affairs within 14 days after the passing of the resolution. If upon the dissolution or winding up of the Club there remains after the satisfaction of all its debts and liabilities any property whatsoever the same shall not be paid or distributed among the members of the Club but shall be given or transferred to some other Incorporated Club or Association having objects similar wholly or in part to the objects of the Club and which shall prohibit the distribution of its income and property among its or their members or to some charitable object or objects. Which Incorporated Club or Institution or object shall be determined by the members of the Club at or before the time of dissolution or winding up and such distribution plan shall be lodged with the Commissioner as required by the Associations Incorporations Act. In default of the preparation of such distribution plan the Commissioner shall make a determination for the distribution of property in accordance with the Act.
Alteration of these Rules
(1) These Rules shall not be altered or amended except by special resolution at a General Meeting after 21 days notice of such special resolution has been given in the notice convening the meeting.
(2) At every General Meeting a special resolution put to the vote of the meeting shall be decided by a majority of ¾ of the total number of votes cast both by Members present in person and voting by proxy and entitled to vote. The number of votes cast for and against the resolution together with the total number of votes cast shall be recorded in the minutes.
59. Alteration to these rules shall take effect from the date that the Rules of the Club as so altered conform to the requirements of the Associations Incorporations Act 1987.
These are the Rules, signed by the President and Secretary for identification, as amended by special resolution at a General Meeting of the Royal Aero Club of Western Australia (Inc.) held on the 27th September, 2006 and registered at the Corporate Affairs Office, Perth on the 26th day of October, 2006.
Code: HR10. Approved: President ©RoyalAeroClub. Version: 1 Date: Oct 2006.