To all members of the North Arm Cove Community Association Inc
(previously NACRA)
Notice of Special Meeting 10 am 8 February 2020 to pass the following resolution:
That the existing Constitution and Objects of the North Arm Cove Residents' Association Inc be replaced by the new Constitution and the Objects defined therein that are annexed to this Special Resolution and available on the North Arm Cove website https://northarmcove.nsw.au; and
that the new Constitution and Objects take effect from the conclusion of this Special General Meeting pending final approval by the NSW Office of Fair Trading.
At the special meeting held on the 7 December 2019 the proposed constitution was not voted in. Since then the Reference Group and the Executive have consulted with members worked on a new final constitution to put to members. Advice has been sought by the Local Member Len Roberts in regard to the legality of the new constitution. Len Roberts has offered to explain the constitution at the special meeting on the 8 February 2020.
A number of changes have been made and feedback is welcomed. All comments need to be made by Monday 13 January 2020 to nacra@northarmcove.nsw.au, and outcomes will be posted on the website and email by 18 January 2019.
There are differences of opinions in the community however we are attempting to produce a document that will serve the community as a way forward into the future.
What changes have been made to the previous draft ?
Geographical Area :North Arm Cove neighbourhood is the geographical defined by Mid Coast Council which includes all the rural land north of the village and east to the Rock. This is the area used for planning in Council. Membership is open to residents and landholders in this area.
There is no categorisation or classes defined between members of the Association such as Urban and Non Urban.
Voting and Tranching : As there is no categorisation of members, there is no requirement for a tranching clause.
Reference Groups are established by delegation of the Executive. This delegation can be legally removed by the Executive if the Association is bought into disrepute.
Why are there no clauses that distinguish between urban and non-urban members?
Delineating the membership categories or classes within the membership presents problems for the equity of membership rights. For example the original draft constitution had classes of membership and differences in rights to standing for elections on the Executive which today would not be approved by Fair Trading.
While there are 3,000 lots many of these are owned by Mid Coast Council. The current membership is around 25 non-urban members who seek to create an eco-community build on their land. Any development in the area would be subject to approval processes. There is commonality in the membership of the Association which totals over 80, for improvements to the North Arm Cove neighbourhood. Map of North Arm Cove paper estate and lots owned by Council are highlighted below.
How can differences of opinion between groups be managed?
There are number of strategies that can be used in the new constitution to resolve differences. For example in this constitution electronic voting can be used which provides mechanism for voting where appropriate engaging with members not available to attend meetings. Electronic surveys can also be used to gauge the need for more information and clarity of issues.
In most cases differences are best managed through discussion and explanation and a resolution can be found without voting. There is also a proposed clause that provides for the Chair to reconcile differences.
Other changes are minor to ensure consistency of the constitution.
General Information
Every incorporated association is required by law to have a constitution. That constitution prescribes the structure within which the association must operate.
Don’t we have a constitution already? Yes, we do. Our existing constitution was developed in 1992 and is a modified version of the then Fair Trading “model rules”.
So why do we need a new constitution? Our current constitution does not meet the requirements of the Associations Incorporation Regulation 2016 (under the Associations Incorporation Act 2009). It has not been updated as it should have by previous Executive Committees. It also does not reflect subsequent changes in our community.
Can’t we just adopt the latest Fair Trading model constitution?
On its website, Fair Trading advises: Before adopting the Model constitution, an association should consider its suitability for the association as, once it is adopted, it is binding on the association and its members as if it were a contract between them.
Most community organisations like ours do not adopt the model constitution “as is”.
That model constitution is, by necessity, generic. It has no membership requirements. There are no objects included. Regular general meetings are not enshrined. It also allows for an association to be run by the committee from one AGM to the next with no ordinary-member input. Since our association was founded in 1967, members have always had input into decision-making through regular general meetings.
How does this proposed constitution differ from the Fair Trading model?
This proposal is still heavily based on that model constitution to ensure it covers those matters that are required by law. However some sections, such as definitions, membership, objects and ordinary general meetings, have been customised.
Map of North Arm Cove paper estate and lots owned by Council are highlighted below.
