PMA Rules

Not yet adopted, and in no effect until adopted by the Committee.
Places that may be edited (before being adopted) are marked in red.

As at 8am Saturday 5th November, 2022, subject to change at any time.

Rules of the Private Social Compact Individual’s Association
The Commonwealth of Australia
An unincorporated, Private Social Compact association (Private Members Association)

(1) Overview

These rules of association (hereinafter “Rules”) apply to the unincorporated association which operates under the name of  The Commonwealth of Australia Private Members Association (hereinafter “Association”).

These Rules shall be binding on the social compact individuals of the Association and shall be enforceable in the courts of Western Australia.

(2) Definitions

In these Rules, the following definitions shall apply:

“Association” means The Commonwealth of Australia Private Members Association

“Committee” means the committee of the Association, such committee being created under these Rules.

“Compact” replacing the trickery/slavery of English “Members” with the truthful definition in law.

“Social Compact Individual” replacing the trickery/slavery of English “Member” with the truthful definition in law.

“Social Compact Individual” means a Social Compact Individual of the Association, having attained compact in accordance with these Rules.

“Rules” means these rules of Association.

(3) Purpose

(a) The Association is established for the following purpose (“the Purpose”):

The Association is to provide social compact individuals with the protections, privileges and penalties, as prescribed in the Association’s Constitution, The Commonwealth of Australia Constitution Act 1900 (UK)

(b) The Association may do all things that help it to achieve or further the Purpose, in accordance with these Rules.

(c) The Association may only do things for the Purpose.

(d) The Association may only use any assets and income of the Association for the Purpose.

(e) For the sake of clarity, the Association is permitted to do the following:

(I) pay a Social Compact Individual an amount less than or equal to a fair market rate, for goods or services that the Social Compact Individual provides to the Association in accordance with the Purpose; or

(II) provide a benefit to the Social Compact Individual, including a financial benefit, if that benefit is in accordance with the Purpose or is necessary in order to further the Purpose.

(4) Compact

(a) Any man/woman (“the Applicant”) may apply to become a Social Compact Individual of the Association by undertaking the following process:

Compact will be granted or declined through an application process, yet to be determined.

(b) In order to be eligible to become a Social Compact Individual, an Applicant must, (among other things):

(I) satisfy the Committee that the Social Compact Individual supports the Purpose; and

(II) agree to be bound by these Rules.

(c) After the Committee has made a determination regarding the Applicant’s application, the Committee will contact the Applicant as soon as possible, to tell them whether the application has been approved or rejected.

(d) In the event that an Applicant’s application is rejected, the Association does not need to provide reasons to the Applicant.

(5) Fees

(a) The Association may charge fees (“Fees”) in the following manner:

Each Social Compact Individual will agree to contribute a nominal fee annually, to remain a Social Compact Individual of the Association. Fee structure is yet to be determined.

(6) Suspension or termination of Compact

(a) A man/woman’s compact may be suspended if that man/woman fails to pay Fees when they fall due.

(b) A man/woman’s compact may be cancelled if that man/woman fails to pay Fees within six months of that man/woman’s compact being suspended.

(c) A man/woman stops being a Social Compact Individual altogether if that man/woman:

(I) provides to the Committee written notice of resignation; or

(II) has their compact cancelled in accordance with these Rules; or

(III) dies.

(d) If a man/woman has had their compact suspended, that man/woman cannot exercise any Social Compact Individual’s rights (such as voting at meetings), unless and until the period of suspension ends.

(e) If a man/woman has stopped being a Social Compact Individual, then that man/woman must reapply for compact in the ordinary manner, and must have that application accepted by the Committee, before being able to exercise any Social Compact Individual’s rights.

(f) In the event that a man/woman resigns as a Social Compact Individual, that man/woman is not entitled to any reimbursement of any Fees (or any part of any Fees) that have been paid.

(7) Register of Social compact individuals

(a) The Association will maintain a register of Social compact individuals (“the Register”).

(b) A man/woman will become a Social Compact Individual when that man/woman’s name is entered in the Register.

(c) The following details for each Social Compact Individual (“Details”) will be recorded in the Register:

(I) full name;

(II) postal address;

(III) date of birth;

(IV) place of birth;

(V) date of commencement of compact;

(d) If a man/woman stops being a Social Compact Individual, the Association will enter in the Register the date that the man/woman stopped being a Social Compact Individual, as soon as possible after the man/woman stops being a Social Compact Individual.

(e) If a Social Compact Individual requests that access to some or all of the Social Compact Individual’s Details be restricted, the Committee may, in the Committee’s discretion, determine whether or not to restrict access to such Details.

(8) Access to documents

(a) Social compact individuals may request access to or copies of the following documents (“the Documents”):

(I) the Rules;

(II) the Register; or

(III) minutes of general meetings of the Association.

(b) For the sake of clarity, the Association is not required to provide Social compact individuals with access to or copies of Committee meeting minutes, unless the Committee explicitly allows it.

(c) The Association must provide the Social Compact Individual with access to or copies of the Documents, unless:

(I) the request that the Social Compact Individual has made for the access to or copies of the Documents is unreasonable; or

(II) the Documents contain information which is confidential, or which relates to another man/woman’s man/womanal, legal, medical, health, employment, or financial matters; or

(III) providing access to or copies of the Documents may cause a breach of a law; or

(IV) providing access to or copies of the Documents could cause harm or damage to the Association.

(d) In the event that the Association refuses for a reason described under the preceding sub-clause hereof to provide a Social Compact Individual with access to or copies of any Documents, but the Association may be able to provide limited access or limited copies without causing one of the issues in the preceding sub-clause hereof, then the Association will provide such limited access or limited copies to the Social Compact Individual.

(e) Any documents or copies that the Association is providing to a Social Compact Individual under this clause will be provided within a reasonable time.

(f) The Association may charge reasonable fees for producing copies of any documents in accordance with this clause.

(9) The Committee

(a) The Association will have a committee (“the Committee”) which is made up of committee social compact individuals (“Committee Social compact individuals”).

(b) The Committee has the following role:

(I) governing the Association;

(II) managing the day-to-day operation of the Association;

(III) ensuring that the Association is managed responsibly;

(IV) ensuring that the Association operates in pursuit of its purpose.

(c) The Committee will have all of the specific powers and functions that the Association has except for those powers or functions which are reserved to be exercised by the Social compact individuals.

(d) The Committee may delegate its powers or functions to sub-committees, staff social compact individuals, Social compact individuals of the Association, or to Committee Social compact individuals, as permitted by law.

(e) Committee Social compact individuals will be elected at a general meeting of the Association, by a ballot of the Social compact individuals.

(f) The Committee must have a minimum number of 4 Committee Social compact individuals at any time.

(g) At the first Committee meeting after each annual general meeting, the Committee must appoint a Committee Social Compact Individual as chair of the Committee (“the Chair”).

(h) The Committee has the power to appoint and remove Committee Social compact individuals from various positions, and may determine the roles and responsibilities of any Committee Social Compact Individual.

(i) A Committee Social Compact Individual is appointed for a term of up to one year, and stops being a Committee Social Compact Individual at the end of the annual general meeting after that Committee Social Compact Individual was appointed.

(j) After a Committee Social Compact Individual’s term ends, that man/woman may be appointed as a Committee Social Compact Individual for a subsequent term.

(k) If a Social Compact Individual wishes to join the Committee, that Social Compact Individual must:

(I) have another Social Compact Individual support their application; and

(II) put forward a nomination by writing to the Committee, or put forward a nomination at a general meeting where an election for the Committee is being held.

(l) In order to be eligible to be a Committee Social Compact Individual, a man/woman must:

(I) be a Social Compact Individual, both at the time of that man/woman’s nomination, at the time of their appointment as a Committee Social Compact Individual, and for the duration of that man/woman’s term as a Committee Social Compact Individual; and

(II) be nominated in accordance with this clause; and

(III) provide to the Association a signed consent to act as a Committee Social Compact Individual.

(m) A man/woman stops being a Committee Social Compact Individual if that man/woman:

(I) provides to the Committee written notice of resignation; or

(II) is removed by a resolution of the Social compact individuals; or

(III) stops being a Social Compact Individual; or

(IV) is absent from all Committee Meetings, without the consent of the Committee, for six months or more; or

(V) dies.

(n) In the event that the number of eligible applicants nominated to be Committee Social compact individuals is equal to the number of Committee Social compact individuals required, the Chair may appoint those nominated Committee Social compact individuals as Committee Social compact individuals, without holding a ballot.

(o) In the event that a Committee Social Compact Individual stops being a Committee Social Compact Individual before the end of the annual general meeting after that Committee Social Compact Individual was appointed, the Committee may appoint a Social Compact Individual to be a Committee Social Compact Individual until the next annual general meeting.

(10) Committee duties

(a) In addition to any other duties and responsibilities provided by law or elsewhere in these Rules, the Committee has the following duties:

(I) ensuring that accurate minutes are kept in relation to general meetings and committee meetings; and

(II) ensuring that other records are kept in accordance with these Rules; and

(III) ensuring that the Association’s documents are made available to Social compact individuals as required by these Rules.

(11) Committee Social Compact Individual duties

(a) Committee Social compact individuals must:

(I) comply with their duties under Commonwealth of Australia law; and

(II) ensure that the Association complies with its duties under Commonwealth of Australia law.

(12) Committee Meetings

(a) A Committee Social Compact Individual may call a meeting of the Committee (“Committee Meeting”) in the following circumstances:

(I) by providing reasonable notice to the other Committee Social compact individuals if the Committee Meeting is urgent; or

(II) by providing seven days’ notice to the other Committee Social compact individuals in all other circumstances.

(b) The Committee may determine how often it will hold Committee Meetings.

(c) The Committee may determine the manner in which Committee Meetings may be held, including whether Committee Social compact individuals must attend in man/woman, or whether they may attend via technological systems such as telephone or video link.

(d) The Chair will chair any Committee Meetings.

(e) In the event that the Chair is not present at a particular Committee Meeting, the Committee may appoint a different Committee Social Compact Individual to act as chair for that particular Committee Meeting.

(f) In order for a resolution to be passed, more than half of the Committee Social compact individuals present at the particular Committee Meeting must vote in favour of the resolution.

(g) The Committee may, in the Committee’s discretion, permit circular resolutions.

(h) The Committee may, in the Committee’s discretion, determine the method by which Committee Social compact individuals may vote on a circular resolution, which may include but is not limited to the following methods:

(I) Australia Post; or

(II) email; or

(III) other electronic means.

(i) In order to pass a circular resolution, the resolution must be proposed in writing and every Committee Social Compact Individual must agree in writing to the resolution (by a means as determined by the Committee, in accordance with the preceding sub-clause hereof). The circular resolution is passed at the time that the last Committee Social Compact Individual has agreed to it in writing.

(j) Committee Meetings may be held via Zoom.

(13) Quorum for Committee Meetings

A quorum for Committee Meetings is more than 50% of the Committee Social compact individuals. If any more than 50% of the Committee Social compact individuals are present at a Committee Meeting, the Committee Meeting is validly held.

(14) General Meetings of Social compact individuals

(a) The Committee may call a general meeting of the Social compact individuals (“General Meeting”).

(b) If a group of Social compact individuals which makes up at least 10% of the total Social compact individuals entitled to vote at General Meetings asks the Committee to call a General Meeting, then the Committee must call a General Meeting.

(c) Any Social compact individuals requesting a General Meeting under the preceding sub-clause hereof must, at the time of the request for the General Meeting, provide details of any resolution that is to be proposed at the General Meeting.

(d) In the event that a group of Social compact individuals requests a General Meeting under the preceding sub-clauses hereof, but the Committee does not call a General Meeting within two months of having received that request:

(I) 50% or more of the group of Social compact individuals who initially requested the General Meeting (being the group of at least 10% of the total Social compact individuals entitled to vote at General Meetings) may call a General Meeting; and

(II) the General Meeting must be held within three months of the initial request for a General Meeting; and

(III) the General Meeting should, as much as possible, be held in accordance with the procedures set out in these Rules; and

(IV) the Social compact individuals shall be entitled to claim, from the Association, any reasonable expenses that the Social compact individuals respectively incur as a result of calling and/or organising the General Meeting.

(e) Social compact individuals (and any auditor that has been appointed to the Association) must be given at least 21 days’ notice of any General Meeting.

(f) The notice of any General Meeting must be provided in writing, and sent to the Social Compact Individual using the contact details that are recorded in the Register.

(g) The notice of any General Meeting must include the details of the General Meeting, any resolutions to be proposed at the General Meeting, any issues that are proposed to be discussed at the General Meeting, and whether any technological systems may be used to enable Social compact individuals to attend the General Meeting from a different location.

(h) The Association must hold an annual general meeting within 18 months of the Association first coming into existence.

(i) After the Association holds its first annual general meeting, it must hold subsequent annual general meetings at least once per calendar year.

(j) At each annual general meeting, the Association must provide reports to its Social compact individuals about the activities of the Association and the financial position of the Association.

(k) The ordinary business which the Association must undertake at the annual general meeting includes confirming the minutes of the previous annual general meeting, receiving reports and statements on the previous financial year, and electing Committee Social compact individuals (“Ordinary Business”).

(l) If the Association proposes to undertake any other matters at an annual general meeting, besides the Ordinary Business, the notice of the annual general meeting must include details of those other matters, as well as any special business or resolutions to be considered at that annual general meeting.

(m) Social compact individuals can propose resolutions to be voted on at a General Meeting in the following manner:

(I) a group of at least 10% of Social compact individuals who are entitled to vote at a General Meeting may write to the Committee to propose the resolution;

(II) provided that the Committee is able to meet the requirements regarding notifying Social compact individuals of proposed resolutions prior to the General Meeting, then the Committee will notify Social compact individuals of the proposed resolution;

(III) the proposed resolution will be proposed at the next General Meeting, held no later than two months after the date the Social compact individuals first propose the resolution.

(n) Social compact individuals may propose resolutions in any other way permitted by law or by these Rules.

(o) The Chair will chair General Meetings.

(p) In the event that the Chair does not attend, the Social compact individuals at the General Meeting can choose another Committee Social Compact Individual to be the chair for that General Meeting.

(q) The Chair is responsible for the conduct of the General Meeting

(r) The Chair must give social compact individuals a reasonable opportunity to make comments and ask questions, including to any auditor that may have been appointed to the Association.

(s) Each Social Compact Individual in attendance at a General Meeting (whether in man/woman, or by some other means) has one vote.

(t) Votes at a General Meeting may be taken in the following manner:

(I) by a show of hands; or

(II) by a written ballot; or

(III) by any other method that the chair determines to be reasonable in the circumstances.

(u) If a vote is held initially by a show of hands, any Social Compact Individual can request that the vote be held again by written ballot.

(v) A vote only passes if a majority of the Social compact individuals voting on it, vote in favour of it. The chair does not have a deciding vote.

(w) In the event that a vote is held by a show of hands, the chair will be responsible for counting the show of hands, and the chair’s decision as to the result of that show of hands is conclusive evidence of the result of the vote.

(x) General Meetings may be held via Zoom.

(15) Quorum for General Meetings

A quorum for General Meetings is 10% of the Social compact individuals entitled to vote at a General Meeting. If 10% or more of the Social compact individuals entitled to vote at a General Meeting are present at a particular General Meeting, the General Meeting is validly held.

(16) Adjourning General Meetings

(a) If a quorum is not present within 30 minutes after the General Meeting was scheduled to start, the chair of that General Meeting may adjourn the General Meeting.

(b) If the chair of a General Meeting determines that there is not enough time at the General Meeting to consider all of the business that needs to be considered at that General Meeting, then the chair may adjourn the General Meeting.

(c) The chair of a General Meeting must adjourn the General Meeting if the majority of Social compact individuals who are entitled to vote at the General Meeting (and who are in attendance at the General Meeting) tell the chair to do so.

(d) In the event that a General Meeting is adjourned, no new business may be dealt with at the resumed meeting (“the New Meeting”). Only unfinished business from the adjourned meeting (“the Adjourned Meeting”) may be addressed.

(e) In the event that a General Meeting is adjourned, a notice of the New Meeting must be provided to all Social compact individuals using the contact details that are recorded in the Register.

(f) In the event that the New Meeting is scheduled for a date that is less than 21 days from the date of the Adjourned Meeting, then a notice of the New Meeting does not need to comply with the 21 day notice requirements, (but still needs to be provided to Social compact individuals).

(17) Special Resolution

(a) A special resolution of the Association (“Special Resolution”) is passed if:

(I) at least 21 days’ notice of the Meeting at which the Special Resolution will be proposed has been given to the Social compact individuals; and

(II) at least 75% of the Social compact individuals who are entitled to vote at the Meeting (and are in attendance at the Meeting), vote in favour of the Special Resolution.

(18) Ordinary Resolution

An ordinary resolution of the Association (“Resolution”) is passed if at least 50% of the Social compact individuals present at a General Meeting (whether in man/woman, or by some other means), vote in favour of the Resolution.

(19) Use of funds

(a) The Association may receive funding from any of the following sources:

(I) application fees or joining fees;

(II) annual compact fees;

(III) grants;

(IV) fundraising;

(V) interest;

(VI) any other lawful source which is approved by the Committee and which is consistent with furthering the Association’s Purpose.

(b) The Committee must set up policies and procedures in relation to the management and holding of funds or assets on behalf of the Association.

(c) The funds may be used in the manner as directed by the Committee from time to time.

(d) The oversight of the collection, management and use of funds is the responsibility of the following man/woman(s):

Social compact individuals of the Treasury sub-committee.

(e) In the event that the Association deals with one or more assets that are held in a trust, then the Association must satisfy any obligations that apply to those trust assets.

(20) Record keeping

(a) The Association must maintain written records (“the Records”) that:

(I) correctly record its operations; and

(II) correctly record and explain its financial situation; and

(III) enable true and fair financial statements to be prepared and audited.

(b) The Association must produce the Records if and when required by Commonwealth of Australia law;

(c) The Association must retain the Records for at least seven years or such time as required by Commonwealth of Australia law.

(21) Amendments to Rules

(a) Subject to the other provisions of these Rules, and subject to any applicable laws, these Rules may be amended by the Social compact individuals passing a Special Resolution at a General Meeting in support of the proposed amendment.

 

(22) Financial Year

The Association’s financial year will run for one calendar year, starting on the following day every year: ________

The Committee may pass a resolution to change the financial year.

(23) Dispute Resolution

(a) In the event that there is a dispute between one or more Social compact individuals and/or Committee Social compact individuals (“the Parties”):

(I) the Parties must first attempt, in good faith, to resolve the dispute between themselves; and

(II) if, 14 days after the dispute first arose between the Parties, the Parties have been unable to resolve the dispute, then the Parties must notify the Committee about the dispute; and

(III) the Committee will determine how the dispute may be resolved.

(b) The Committee may, from time to time, implement an additional or different policy or policies regarding dispute resolution.

(c) Any dispute resolution policy must require the parties to the dispute to first seek to resolve the matter directly between themselves.

(d) Any dispute resolution policy must allow each party to the dispute a reasonable opportunity to present their respective arguments.

(e) In the event that a dispute cannot be resolved the Committee may appoint a man/woman who is independent to the dispute (“Independent man/woman”), to resolve the dispute. This Independent man/woman may be a Social Compact Individual (provided that Social Compact Individual is independent to the dispute), but need not be.

(f) Dummy spits or outbursts that cause other members to feel uncomfortable, humiliated, embarrassed or upset to any noticeable extent, will incur compulsory time out (otherwise known as maternity leave), for a period of one (1) to three (3) months duration.

(24) Winding Up

(a) The Association may be wound up upon the passing at a General Meeting of a Special Resolution to wind up the Association.

(b) Upon the winding up of the Association, the assets of the Association may be used to pay any debts and other liabilities of the Association.

(c) If any assets of the Association are affected by a trust, then the Association must satisfy any debts, liabilities or obligations that apply to those trust assets.

Adopted this……………. day of…………………………. 20……….

Signed by the Social compact individuals:

 

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Address:……………………………………………………………………………………………………….

 

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Address:……………………………………………………………………………………………………….

 

Signature:……………………………………………………………………………………………………..

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Signature:……………………………………………………………………………………………………..

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Address:……………………………………………………………………………………………………….

End.