AUSTRALIAN CATHOLIC UNIVERSITY LIMITED
ACN 050 192 660
STANDING ORDERS OF THE MEMBERS OF
AUSTRALIAN CATHOLIC UNIVERSITY LIMITED
REGARDING THE ELECTION OF SENATORS
As amended on 25 May 2007 at an Annual General Meeting of Members
Updated to incorporate changes made to Clause 13.2 of Constitution in January 2014
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TABLE OF CONTENTS
PART 1 - DIVISIONS OF THESE STANDING ORDERS ............................................ 1
PART 2 - DEFINITIONS AND INTERPRETATION...................................................... 2
PART 3 - MEMBERS ELECTORAL COMMITTEE...................................................... 3
PART 4 - ELECTIONS TO THE SENATE FROM A PANEL
SUBMITTED BY THE SENATE AND FROM PERSONS
NOMINATED BY THE MEMBERS .............................................................................. 4
PART 5 - ELECTION TO THE SENATE
OF STATE CHAPTER NOMINEES .............................................................................. 8
PART 6 – TERMS OF OFFICE .................................................................................... 10
PART 7 - GENERAL.................................................................................................... 11
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PART 1 - DIVISIONS OF THESE STANDING ORDERS
1.1
These Standing Orders are divided into the following parts:
(a)
Part 2 contains the definition clauses and interpretation provisions.
(b)
Part 3 constitutes a Members Electoral Committee and deals with the
duties and powers of that Committee, and also with its membership
composition.
(c)
Part 4 regulates the procedures for the election of Senators by Members
pursuant to Clause 13.2(g) of the Constitution from a panel of
candidates to be submitted by the Senate and from persons nominated
by the Members.
(d)
Part 5 regulates the procedures for the election of Senators by Members
pursuant to Clause 13.2(f) of the Constitution from persons nominated
by State Chapters.
(e)
Part 6 contains specific rules that apply to terms of office of Senators
elected pursuant to Clauses 13.2(f) and (g) of the Constitution.
(f)
Part 7 contains general provisions relating to these Standing Orders.
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-2PART 2 - DEFINITIONS AND INTERPRETATION
2.1
In these Standing Orders, unless the contrary intention appears:
"Committee" means the Members Electoral Committee as constituted by Part
3 of these Standing Orders.
"Company" means Australian Catholic University Limited (ACN 050 192 660).
“Constitution” means the Constitution of the Company as from time to time in
force.
"Effective Date" means 30 September 1998.
"Member" means a Member of the Company.
"Panel of Candidates" or "Panel" means a list of nominees for the office of
Senator submitted by the Senate pursuant to the Constitution.
"President" means the President of the Company from time to time in office
pursuant to Clause 13 of the Constitution.
"Secretary" means the person appointed as the secretary of the Company.
"Senate" means the board of directors of the Company.
"Senator" means a member for the time being of the Senate.
"State Chapter" means a State Chapter constituted pursuant to Clause 19 of
the Constitution.
2.2
Words importing one gender include all other genders.
2.3
Words importing the singular include the plural and vice versa.
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-3PART 3 - MEMBERS ELECTORAL COMMITTEE
3.1
There shall at all times be a Members Electoral Committee ("Committee").
3.2
The Committee shall have the following duties:
(a)
to initiate, co-ordinate and supervise the procedures necessary for the
election by the Members of Senators to be elected pursuant to Clauses
13.2(f) and 13.2(g) of the Constitution.
(b)
to monitor the election process to ensure that it is conducted in
accordance with the Constitution, the Corporations Act 2001, and these
Standing Orders;
(c)
from time to time to review these Standing Orders and to make
recommendations to the Members designed to effect improvements in
the election process or to reduce the cost thereof;
(d)
to carry out all such other duties and do such other things as may from
time to time be delegated to it by the Members.
3.3
Members of the Committee must be Members of the Company.
3.4
The Committee shall consist of 4 persons appointed by the President from time
to time.
3.5
Members of the Committee shall hold office for a period of three years, but
shall be eligible for re-appointment.
3.6
In the event of a casual vacancy in the office of a member of the Committee the
President in consultation with the remaining members of the Committee shall
appoint a replacement and the person so appointed shall hold office for the
residue of his or her predecessor's term of office, but shall be eligible for reappointment.
3.7
The Committee may:
3.8
(a)
regulate its own procedures;
(b)
meet and adjourn as it thinks fit;
(c)
elect one of its members as Chairperson of the Committee.
Questions arising at a meeting of the Committee shall be determined by a
majority of the votes of the members and, in the case of an equality of votes,
the Chairperson shall have a casting vote in addition to his or her deliberative
vote.
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-4PART 4 - ELECTIONS TO THE SENATE FROM A PANEL
SUBMITTED BY THE SENATE AND FROM PERSONS
NOMINATED BY THE MEMBERS
4.1
This Part 4 applies to the election of Senators pursuant to Clause 13.2(g) of the
Constitution from a Panel of candidates ("the Panel") submitted by the Senate
and from persons nominated by the Members.
4.2
Subject to clause 4.3 and to Clause 13.12 of the Constitution elections of
Senators under this Part 4 shall be conducted at annual general meetings of
Members.
4.3
The Committee shall have discretion to determine that an election to fill a
casual vacancy in the office of a Senator shall be conducted by postal ballot.
4.4
For all elections the Committee must:
(a)
4.5
appoint an election date, which shall be:
(i)
the date of an annual general meeting of Members; or
(ii)
if the Committee has determined to conduct a postal ballot to fill a
casual vacancy any other date deemed appropriate by the
Committee.
(b)
call for nominations by Members by means of a notice sent to Members
not later than 49 days before the election date;
(c)
ensure that the Senate submits the Panel to the Committee no later than
28 days before the election date together with:
(i)
the address and occupation of all candidates;
(ii)
a memorandum of not more than 200 words setting out brief
biographical details of each candidate; and
(iii)
a written consent to act as a Senator, signed by each candidate.
Nominations by Members must:
(a)
be signed by a Member;
(b)
be in the form or to the effect of Part A of Schedule D hereof;
(c)
be accompanied by a memorandum of not more than 200 words setting
out brief biographical details of each candidate; and
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-5(d)
be received at the office of the Secretary not later than 12 noon on the
day specified in the call for nominations, being a day at least 28 days
before the election date.
4.6
A Member may nominate more than one person for election as a Senator.
4.7
If an election is to be conducted at an annual general meeting this clause 4.7
and clause 4.8 shall come into operation and:
(a)
the Committee shall at least 21 days before the election date give to
each member notice of the election in the form of Schedule A hereof
(completed as may be appropriate) together with copies of the
biographical details referred to in clauses 4.4 and 4.5, if these have been
provided to the Committee;
(b)
the Committee shall further give to each Member:
(i)
a ballot paper in the form or to the effect of Schedule B hereof
(completed as may be appropriate); and
(ii)
an inner envelope distinctively marked "Ballot Paper"; and
(iii)
an outer envelope addressed to the Secretary of the Company
distinctively marked "Ballot Paper" and having printed thereon,
but not on the outside thereof, a declaration in the form of or to
the effect of Schedule C hereto;
(c)
the Committee shall instruct the Secretary to enter the election as an
item of business on the notice convening the meeting;
(d)
the election shall be conducted at the meeting by secret ballot using a
ballot paper in the form of or to the effect of Schedule B hereof
(completed as may be appropriate);
(e)
persons voting must exercise their vote in the manner directed by the
voting instructions set out in the ballot paper;
(f)
each completed ballot paper shall be enclosed in the distinctively
marked inner envelope supplied, which shall in turn be enclosed in the
outer envelope supplied. The declaration on the outer envelope must be
completed;
(g)
Members shall have the option of:
(i)
by themselves or by their proxy, handing the ballot paper, duly
enclosed in manner described above, to the Chairperson of the
meeting at any time before the election commences; or
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-6(ii)
4.8
4.9
if not attending the meeting, delivering the ballot paper, enclosed
as aforesaid, to the Secretary at the registered office of the
Company not later than 48 hours before the meeting;
(h)
if the Returning Officer is satisfied that a ballot paper has been lost,
spoilt or destroyed he or she may issue a duplicate thereof;
(i)
the President or other person acting as Chairperson of the meeting shall
act as the Returning Officer, and may appoint such assistant Returning
Officers as he or she thinks fit.
The manner of counting the votes shall be as follows:
(a)
Only wholly valid ballot papers shall be counted.
(b)
The candidate receiving the highest number of votes shall be declared
elected.
(c)
If there is only one vacancy, and there is a tie, the candidate to be
appointed shall be determined by lot.
(d)
If there is more than one vacancy, the candidate receiving the same or
the next lower number of votes shall also be declared elected and so on
successively for the number of vacancies.
(e)
If there is a tie and the number of candidates who are tied is less than or
the same as the number of vacancies to be filled, all such tied
candidates shall be declared elected.
(f)
If there is a tie and the number of candidates who are tied is greater than
the number of vacancies to be filled, the candidates to be elected shall
be determined by lot.
If an election to fill a casual vacancy is to be conducted by postal ballot:
(a)
clauses 4.4, 4.5, 4.7 and 4.8 shall apply to such election;
(b)
the Committee shall distribute Voting Papers to all Members not later
than 21 days before the election date;
(c)
the expression "Voting Papers" in clause 4.9(b) shall mean:
(i)
a notice of election in the form of Schedule A hereof, completed
as may be appropriate;
(ii)
a memorandum of not more than 200 words setting out brief
biographical details of each candidate;
(iii)
a ballot paper in the form of or to the effect of Schedule B hereof
completed as may be appropriate;
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(iv)
an envelope distinctly marked "Ballot Paper";
(v)
an outer envelope addressed to the Secretary of the Company
distinctively marked "Ballot Paper" and having printed thereon,
but not on the outside thereof, a declaration in the form of or to
the effect of Schedule C hereto.
(d)
The Secretary of the Company shall act as the Returning Officer and
may appoint such assistant Returning Officers as he or she thinks fit.
(e)
Persons voting must exercise their vote in the manner directed by the
voting instructions set out in the ballot paper.
(f)
Each completed ballot paper shall be enclosed in the distinctively
marked inner envelope supplied which shall in turn be enclosed in the
outer envelope supplied which shall be placed in a locked ballot box to
be provided by and kept in the custody of the Secretary.
(g)
No ballot papers shall be accepted other than those officially issued for
the election.
(h)
If the Returning Officer is satisfied that a ballot paper has been lost,
spoilt or destroyed, he or she may issue a duplicate thereof.
(i)
Subject to paragraph (j), no ballot paper received after 12 noon on the
election date shall be examined or counted in the election.
(j)
Should the Secretary form the opinion in respect of a particular election
that the operation of any part of this clause 4.9 has been affected by any
strike, lockout or similar action, he may direct that the ballot papers
received up to a time nominated by the Secretary, being no more than
seven days after 12 noon on the election date, may be examined and
counted in the election.
(k)
The Returning Officer shall in the first instance determine the validity of
each ballot paper, and his decision shall be final.
(l)
The manner of counting the votes shall be as set out in clause 4.8 of
these Standing Orders.
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-8PART 5 - ELECTION TO THE SENATE
OF STATE CHAPTER NOMINEES
5.1
(a)
This Part 5 applies to the election of Senators by the Members pursuant
to Clause 13.2(f) of the Constitution.
(b)
For the purposes of this Part 5 only "State Chapter Senator" means a
person representing a State Chapter as a Senator.
5.2
Subject to Clause 5.3, elections of Senators under this Part 5 shall be
conducted at annual general meetings of Members.
5.3
the Committee shall have discretion to determine that an election to fill a casual
vacancy in the office of a Senator shall be conducted by postal ballot.
5.4
For all elections the Committee must:
(a)
(a)
appoint an election date, which shall be:
(i)
the date of an annual general meeting of Members; or
(ii)
if the Committee has determined to conduct a postal ballot to fill a
casual vacancy, any other date deemed appropriate by the
Committee.
call for nominations by a notice sent not later than 49 days before the
election date to the State Chapters.
5.5
A State Chapter must nominate one person for election as a State Chapter
Senator.
5.6
Nominations must:
5.7
(a)
be signed by a Chairperson of the Chapter or other person authorised by
the Chapter and be approved by the Archbishop identified with the
relevant State or Territory;
(b)
be in the form of or to the effect of Part B of Schedule D hereof; and
(c)
be accompanied by a memorandum of not more than 200 words setting
out brief biographical details of each candidate; and
(d)
be received at the office of the Secretary not later than 12 noon on the
day specified in the call for nominations, being a day at least 28 days
before the election date.
If an election is to be conducted at an annual general meeting the provisions of
clauses 4.7 and 4.8 shall apply to such election, with such modifications as may
be necessary.
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5.8
If an election to fill a casual vacancy is to be conducted by postal ballot the
provisions of clause 4.9 shall apply to such election with the necessary
modifications.
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- 10 PART 6 TERMS OF OFFICE
6.1
6.2
6.3
(a)
This part applies to Senators elected pursuant to clauses 13.2 (f) and (g)
of the Constitution.
(b)
For the purposes of this Part 6 only, “Senator” or “Senators” means a
Senator or Senators elected pursuant to clauses 13.2 (f) or (g) of the
Constitution.
For the purposes of clause 13.8 of the Constitution, it is desirable that the
successive terms of office of Senators do not exceed a period of 12 years in
aggregate, except:
(a)
where a Senator serving in office immediately before the 2008 Annual
General Meeting is subsequently re-elected, in which case that Senator
may serve a further term of office even if the maximum 12 year period
expires during that further term; or
(b)
where in an election the majority of the Members determine otherwise.
In the circumstances of a casual appointee who retires under clause 13.13 of
the Constitution and is subsequently elected as a Senator, the period during
which they filled a casual vacancy does not count towards the maximum 12
year period of office under clause 6.2 above.
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PART 7 - GENERAL
7.1
These Standing Orders shall come into force upon their approval by a
resolution passed by a majority of the Members voting thereon.
7.2
These Standing Orders may not be amended, varied, added to or revoked in
whole or in part except by resolution passed by a majority of the Members
voting thereon.
7.3
The procedures set out in Parts 4 and 5 of these Standing Orders for the
election of Senators may be combined and conducted simultaneously
whenever the Committee in its discretion considers it convenient and
practicable to do so.
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SCHEDULE A
NOTICE OF ELECTION
AUSTRALIAN CATHOLIC UNIVERSITY LIMITED
ACN 050 192 660
NOTICE IS HEREBY GIVEN that an election is to be held:
*
for . . . . . . . . . . . (number) Senators from a Panel of candidates submitted by
the Senate and from candidates nominated by the Members
*
for the election of . . . . . . . . . . . (number) of Senators representing a State
Chapter
*
to fill a casual vacancy on the Senate following the retirement of Senator
...............................................(name)
*
Delete as required
The names of the candidates are set out in the enclosed ballot paper.
All Members of the Company may vote in this election.
The following papers are enclosed with this notice:
(a)
brief biographical details of the candidates where candidates have provided
those;
(b)
a ballot paper;
(c)
an inner envelope, distinctively marked "Voting Paper";
(d)
an outer envelope addressed to "The Secretary, Australian Catholic University
Limited, 40 Edward Street, North Sydney, NSW 2060".
Instructions in the manner of voting are shown on the ballot paper.
*
This election is to be conducted at the forthcoming annual general meeting of
Members to be held on the # day of # 20#. Members may hand the completed
ballot paper to the Chairperson of the meeting, or ask their proxy to do so.
Alternatively, Members may post or hand-deliver the completed ballot paper to
the Secretary of the company, but in such case the ballot paper must be in the
hands of the Secretary not later than 48 hours before the date of the meeting.
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*
This election is being held to fill a casual vacancy on the Senate and is
conducted by postal ballot. The election date is the # day of # 20#. No ballot
paper received at the office of the Company Secretary after 12 noon on the
above election date may be examined or counted in the election.
*
Delete as required.
All enquiries should be directed to the Secretary of the Company,
Mr . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (name) phone number (02) 9739 2912.
Dated this
day of
.....................
Secretary
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20
SCHEDULE B
BALLOT PAPER
AUSTRALIAN CATHOLIC UNIVERSITY LIMITED
ACN 050 192 660
This is an election:
*
for . . . . . . . . . . . (number) Senators from a Panel of candidates submitted by
the Senate and from candidates nominated by the Members
*
for the election by the members of . . . . . . . . . . . (number) Senators to
represent a State Chapter.
*
to fill a casual vacancy on the Senate following the retirement of Senator
....................................(name)
*
Delete as required
All Members of the Company may vote in this election
The following persons have been nominated:
SECTION A - for election from a Panel of Candidates submitted by the Senate and
from candidates nominated by the Members:
0
.................................
[etc - insert names of all nominees]
SECTION B - for election as a Senator to represent State Chapter:
State
0
.........
.................................
.........
..................................
.........
.................................
0
0
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VOTING INSTRUCTIONS
*1.
SECTION A
This Section lists the nominees included in the Panel submitted by the Senate
and nominated by the Members.
There are . . . . . . . . . vacancies to be filled in this category of Senator, and you
must not vote for a greater number. However, you may vote for a lesser
number, or for none at all.
You must exercise your vote by placing a cross in the box beside the name of
each candidate for whom you wish to vote.
*1.
SECTION B
This Section lists the person nominated by each State Chapter for election as a
Senator.
There is one vacancy per Chapter to be filled in this category of Senator, and
you must not vote for a greater number in each Chapter. However, you may
vote for none at all.
You must exercise your vote by placing a cross in the box beside the name of
each candidate for whom you wish to vote.
*
Delete as required.
2.
The completed ballot paper must be enclosed in the distinctively marked inner
envelope supplied, which must in turn be enclosed in the outer envelope
supplied.
3.
Persons voting must complete the declaration printed on the outer envelope.
*
This election is to be conducted at the forthcoming annual general meeting of
Members to be held on the # day of # 20#. Members may hand the completed
ballot paper to the Chairperson of the meeting, or ask their proxy to do so.
Alternatively, members may post or hand-deliver the completed ballot paper to
the Secretary of the Company, but in such case the ballot paper must be in the
hands of the Secretary not later than 48 hours before the date of the meeting.
*
This election is held to fill a casual vacancy on the Senate and is being
conducted by postal ballot. The election date is the # day of # 20#. No ballot
paper received at the office of the Company Secretary after 12 noon on the
above election date may be examined or counted in the election.
*
Delete as required.
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SCHEDULE C
VOTING DECLARATION
I declare that I am a member of the Australian Catholic University Limited and I hereby
vote as shown on the enclosed ballot paper.
..................
(Date)
.....................
(Signature)
.....................
(Print name)
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SCHEDULE D
NOMINATION FORM
AUSTRALIAN CATHOLIC UNIVERSITY
ACN 050 192 660
PART A - Nomination by a Member of the Company
This nomination is for the purpose of the election by the Members of .............
(number) of Senators not representing a State Chapter.
An election will be held on . . . . . . . . . . . . . . . (insert meeting date if the election is to
be conducted at an annual general meeting or insert election date if the election is to
be conducted by postal ballot).
I, .......................................................................................................................................
of ......................................................................................................................................
(print full name and address)
being a Member of Australian Catholic University Limited
HEREBY NOMINATE AS A SENATOR
...........................
...........................
(print full name and address of all nominees)
.................
(Date)
.....................
(Signature of proposer)
I consent to the above nomination.
.....................
(Signature of nominee)
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PART B - Nomination by a State Chapter
This nomination is for the purpose of the election by the Members of a Senator to
represent the . . . . . . . . . . . . . . . (name of State) State Chapter.
The . . . . . . . . . . . . . . . (name of State) State Chapter hereby nominates the following
person for appointment as a Senator to represent the Chapter:
...........................
...........................
(print full name and address of nominee)
.................
(Date)
.....................
(Signature of proposer)
I endorse the above nomination
.................
(Date)
.....................
(Signature of Archbishop)
I consent to the above nomination.
.....................
(Signature of nominee)
This nomination form must reach the office of the Secretary of Australian Catholic
University Limited at 40 Edward Street, North Sydney, NSW, 2060 by noon on
. . . . . . . . . . . . . . . . . (insert closing date for information).
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