Wikimedia Australia/Draft Constitution based on consensus

This constitution is based on the original draft constitution and contains ideas found in other constitutions. It follows the style guide that only level 2 and level 3 headings, and level 1 and level 2 items are used.

Introduction

Name

1. The name of the organisation shall be Wikimedia Australia (hereafter referred to as The Organisation).

Aims

2. The aims of The Organisation are:

2.1 To promote Wikimedia projects and free content in general.

2.2 To encourage the use of Wikimedia projects in education at all levels.

2.3 To provide a first point of contact for media people seeking comment from Australian contributors to Wikimedia projects.

2.4 To recruit people from diverse technical and cultural backgrounds to contribute to Wikimedia projects, educating them on the use of MediaWiki software.

2.5 To organise conventions where members can meet.

2.6 To facilitate research on topics which relate to Australia.

2.7 To defend the right to create, use and share free content.

2.8 To foster a unity of diversity through consensus based democractic processes.

Structure

Organisation

3. The Organisation shall be a non-profit organisation. Specifically:

3.1 The assets and income of The Organisation shall be applied solely in the furtherance of its aims as set out in section 2 of this constitution.

3.2 No portion of the assets or income of The Organisation shall be distributed directly or indirectly to the members of The Organisation, except as bona fide compensation for services rendered or expenses incurred on behalf of The Organisation.

4. The Organisation is composed of members, affiliated branches, The Committee, and the general meeting.

Powers

5. Except for provisions described in this constitution, general meetings shall have no power over affiliated branches.

6. Except for provisions described in this constitution, the committee shall have no power over affiliated branches.

7. A decision of a general meeting shall be binding on the committee.

Dissolution

8. The Organisation may be dissolved by a resolution of a general meeting.

9. In the event that The Organisation is dissolved, all assets of The Organisation shall be applied to satisfy any debts or liabilities of The Organisation, and any surplus shall be transferred to another non-profit organisation with similar aims to The Organisation.

Membership

10. Membership shall be open to any individual that:

10.1 Agrees to be bound by the constitution of The Organisation.

10.2 Supports the aims of The Organisation.

11. A person shall be considered a member if:

11.1 They have completed a membership form, and

11.2 They have paid a membership fee, and

11.3 The membership form is recieved by the Secretary, or in his or her absence, by another member of the committee as selected by the committee.

15. A member is considered a financial member if the member has paid their membership dues for the current membership period.

16. A financial member is considered an individual member if the member is not a member of an affiliated branch.

17. A financial member is considered a branch member if the member is a member of an affiliated branch. A member may only be a member of at most one affiliated branch at a time.

18. A right, privilege or obligation which a person has by reason of begin a member of The Organisation:

18.1 is not capable of being transferred or transmitted to another person, and

18.2 terminates on cessation of the membership.

Disciplinary action against members

19. The following actions by a member are grounds for disciplinary action against that member:

19.1. the member has persistently refused or neglected to comply with a provision or provisions of this constitution; or

19.2. the member has persistently and wilfully acted in a manner prejudicial to the interests of The Organisation.

20. Any member may make a complaint in writing to the secretary against any other member; which complaint may allege that a member has met the grounds for disciplinary action.

20. As soon as practicable after receiving a complaint, the secretary shall refer the same to the committee.

21. The Committee shall take disciplinary action where the Committee is of the opinion that a member or affiliationed branch has met the grounds for disciplinary action.

22. Disciplinary action against a member may include:

23.1 counselling the offending member;

23.2 censuring the offending member;

23.3 requiring the offending member to make an apology and/or other amends;

23.4 suspension of the offending member's membership of The Organisation for a specified period; or

23.5 expulsion of the offending member from The Organisation.

Affiliated branches

24. The general meeting may decide, to admit new branches to Mediawiki Australia provided:

24.1 a meeting of the applicant branch agrees to and minutes their agreement to this constitution;

24.2 the applicant branch's admission to the general meeting is recommended by at least two delegates of the general meeting following liaison to ensure that the applicant group's practices are consistent with the aims of The Organisation.

24.3 the applicant branch has at least ten fincancial members;

25. Affiliated branches shall:

25.1. maintain at least ten financial members

25.2. hold no less than two meetings per annum

25.3. have sound consensus-based decision making procedures in operation

25.4. encourage diversity and not be dominated by one or two individuals

25.5. be represented at two meetings or more of the general meeting per annum

25.6. act in accordance with the aims of The Organisation and this constitution.

Registers

Membership register

26. A membership register shall be kept by the secretary and must list the following information:

26.1 Member's full name

26.2 Member's username(s) on Wikimedia projects

26.3 Member's date of birth

26.5 Member's address

26.7 The date the member became a member

26.8 The date the member ceased to be a member

26.9 The period upon which the member has paid their dues for

27. The register of members shall be made available by the Secretary for inspection by any member free of charge, at any reasonable time. No right for members to take away a copy of the membership register is implied.

Committee

28. The committee shall consist of the following members:

An executive consisting of:

28.1 A president;

28.2 A secretary;

28.3 A treasurer.

Non-executive members:

28.4 A publicity officer;

28.5 A social officer.

29. The term of each committee member commences at the end of the Annual General Meeting or other general meeting at which they were elected, and shall end at the beginning of the next Annual General Meeting.

30. The committee shall have the authority to:

30.1 manage the finances of The Organisation, and

30.2 manage the activities of The Organisation, and

30.3 manage affiliations, memberships and activities with other organisations.

31. The committee is at all times bound by resolutions of a general meeting of The Organisation. Any decision of the committee may be overturned by a resolution of a general meeting of The Organisation.

32. The committee shall hold meetings from time to time, as specified by the committee. At such meetings, quorum shall be a minimum of three committee members, at least two of whom must be members of the executive.

Office bearers

Displinary action against an office bearer

33. By motion of the committee, or by petition of at least one fifth of the membership, impeachment proceedings may begin against a member of the committee. At the next general meeting of The Organisation, a motion to impeach the member shall be put to the meeting. If the motion is passed by at least a two thirds majority, the member of the committee shall vacate his or her office, and an election to replace the member shall be held immediately. Notice of a motion to expel a member must be given at least fourteen days in advance of the next general meeting.

34. By petition of at least one fifth of the membership, expulsion proceedings may begin against a member of The Organisation. At the next general meeting of The Organisation, a motion to expel the member shall be put to the meeting. If the motion is passed by at least a two thirds majority, the membership of the member shall be terminated. Notice of a motion to expel a member must be given at least fourteen days in advance of the next general meeting.

General meetings

Prerequisites

35. In order for a general meeting to take place:

35.1. the secretary must have notified, in writing, all affiliated branches of the meeting time and place at least 21 days prior to the proposed meeting; and

35.2. A quorum of at least the ceiling of the square root of the number of affiliated branches' delegates must be present.

36. No item of business shall be transacted at a general meeting unless a quorum is present during the time the meeting is conducting that item.

37. If within three hours after the appointed time for the commencement of the meeting a quorum is not present, the meeting shall be dissolved.

Delegates

38. Each affiliated branch is entitled to one delegate at every general meeting. A delegate can represent only one affiliated branch at the general meeting. A delegate must be a member of Wikimedia Australia and a member of the affiliated branch represented.

39. Affiliated branches shall properly authorise delegates, and ensure that delegates have the capacity to be able to properly represent the affiliated branch.

40. Only delegates may vote at general meetings.

Annual general meeting

41. There shall be one Annual General Meeting of The Organisation every financial year, within one month after the end of the financial year, at which:

41.1 Written reports shall be presented by the president and the treasurer and any other pertinent persons, and

41.2 A financial report shall be presented by the treasurer and adopted by the members, and

41.3 Elections shall be held for a new committee, to take office effective from the end of the meeting, and

41.4 Any other motions shall be discussed and voted on, with preference going to motions of which notice was given before the meeting.

42. Other general meetings of The Organisation shall be held from time to time as specified by the committee, or as specified by a petition of at least one fifth of the membership.

43. At a general meeting, including at Annual General Meetings, quorum shall be a minimum of 15 members or one third of the membership, whichever is smaller.

44. Resolutions at general meetings may only be passed using the consensus decision making process.

Decision making

Consensus decision making process

45. The consensus decision making process shall be as follows:

45.1 The passage of a motion shall be by way of consensus where ever possible.

45.2 Where consensus has failed, a ratio of at least three in favour to one against is required for the passage of a motion.

Quick decision making process

46. The quick decision making process may be invoked by the secretary, or any four affiliated branches to make decisions for The Organisation regarding any matter of such urgency that it must be resolved before a general meeting can be feasibly organised.

47. The quick decision making process shall be as follows:

47.1. The secretary shall make reasonable attempts to contact the last delegate of each affiliated branch to one of the previous two general meetings.

47.2. Once contacted, the former delegate shall be presented with the proposal(s) and their agreement, abstention or opposition requested. The former delegate may be granted a length of time (depending on the urgency of the matter) to consult and respond.

47.3. Provided at least half the former delegates respond and there is a ratio of at least three in favour to one against, the proposal is carried.

47.4. The secretary shall report decisions made by the quick decision making process to the next general meeting for ratification or rescission. The secretary shall also report on attempts made to contact those former delegates not successfully contacted.

Constitutional Amendments

48. This constitution may be ammended by a resolution of The General Meeting provided:

48.1 The proposed amendment was circulated to all members 30 days prior, and

48.2 The motion for the proposed amendment as it was circulated was passed by the consensus decision making process.

49. This constitution may be amended by a referendum where more than 50% of the membership voted in favor of the amendment.