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10.11 Accounting standards
liii
10.12 True and fair view
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10.13 Accounts of the Branches
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11
Indemnity and insurance
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11.1 Persons to whom rules 11.2 and 11.3 apply
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11.2 Indemnity
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11.3 Insurance
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12
Register of directors
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12.1 Keeping of register
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12.2 Details in register
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12.3 Inspection of register
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12.4 Copying of register
lv
13
General
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13.1 Amendment of rules
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13.2 Submission to jurisdiction
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13.3 Prohibition and enforceability
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13.4 Transitional Provisions
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i
AMNESTY INTERNATIONAL AUSTRALIA
ACN 002 806 233
A Company Limited by Guarantee
_____________________________
ARTICLES OF ASSOCIATION
_____________________________
1
Preliminary
1.1
Definitions and interpretation
(a)
In these rules:
“AIA” means the company limited by guarantee established under the name
“Amnesty International Australia”;
“Branch” means each body of members grouped in accordance with rule 2.8(a);
“Branch Committee” means a committee of a Branch appointed in accordance with
rule 4.18;
“Branch President” the person elected as the President of the Branch in accordance
with rule 4.19;
“Branch Secretary” means the person elected as the secretary of the Branch in
accordance with rule 4.19;
“Budget Year” means the period determined by the annual General Meeting of AIA
or, in default of such determination, by the National Board, for which a budget must
be prepared;
“Committee” means a committee of the National Board or a Branch Committee (as
the case may be);
“Committee Member” means a member of a committee established by the National
Board in accordance with clause 4.15 or a Branch Committee;
“Commonwealth” means the Commonwealth of Australia and its external
territories;
“Constitution” means both the Memorandum of Association of AIA and these
Articles of Association.
“Corporations Act” means the Corporations Act 2001;
“director” means a member of the National Board:
“Institution” means any entity which is not a natural person including, but not
limited to a company, corporation, body corporate, body politic, partnership, joint
venture, association, board, group or other body;
“International Council” means the International Council of Amnesty International;
ii
“Local Group” means a group registered as such by the International Secretariat
and counted as a group for the purposes of determining the number of votes
exercisable by AIA at an International Council meeting;
“National Board” means the board of directors of AIA, constituted in accordance
with the articles of association of AIA;“National Board secretary” means the
director referred to in rule 4.3(g)(3);
“National General Meeting” means a general meeting of AIA convened under rule
3.1;
“National General Meeting Representative” means a person elected pursuant to
rule 4.19 for the purpose of representing the members of a Branch at a General
Meeting of AIA;
“Non Financial Member” means a member whose annual membership fee is
overdue and unpaid for a period of less than three months;
“Postcode Zone” means the geographical area comprising all the postcodes in
Column 2 of the table in rule 2.8(b) for each of the Branches in Column 1 of the
table in rule 2.8(b);
“President” means the person elected as the President of AIA in accordance with
rule 4.3:
“representative”, in relation to a body corporate, means a representative of the
body corporate authorised under section 250D of the Corporations Act or a
corresponding previous law;
“seal” means any common seal or official seal of AIA;
“Secretary” means the person appointed by the National Board as the secretary of
AIA in accordance with rule 4.3.
“Vice President” means:
(a)
in the case of AIA, the person elected as the Vice
President of AIA in
accordance with rule 4.3; and
(b)
in the case of a Branch, the person elected as the Vice President of the
Branch in accordance with rule 4.19.
(b)
A National General Meeting Representative is to be taken to be present at a General
Meeting if the National General Meeting Representative is present in person or by
proxy.
(c)
DELETED.
(d)
Where a provision of these rules establishes an
office of chairperson, the chairperson
may be referred to as chair, chairman or chairwoman, as the case requires.
(e)
A reference in a rule in general terms to a person holding or occupying a particular
office or position includes a reference to any person who occupies or performs the
duties of that office or position for the time being.
(f)
Unless the contrary intention appears, in these rules:
(1)
headings and underlining are for convenience only and do not affect the
interpretation of these rules;