CODE OF CONDUCT

This Code of Conduct applies to The John Fawcett Foundation (Australia) and its in-country partner Yayasan John Fawcett Indonesia

JFF MISSION STATEMENT

JFF is a humanitarian not-for-profit organisation that assists needy people in Indonesia with its main focus on sight restoration and blindness prevention.

JFF offers its assistance to people in the lower socio-economic group free of charge and without religious, political or ethnic consideration.

JFF works in areas of Indonesia where people are impoverished and medical specialist services are scarce.

OBJECTS OF JFF
  1. To relieve suffering and distress of children and adults in Indonesia in the lower socio-economic group, occasioned through blindness and visual problems, and cleft and other deformities particularly in children, through the provision of medical equipment and medical services to cure, prevent and control such conditions and the provision of technical, advisory, welfare and support services;
  2. To raise, receive, hold and invest funds to financially support such work;
  3. To operate without alignment to any governmental, institutional, political or religious organisation; and
  4. To carry out such other related purposes as the Executive Board may determine.

The Foundation shall operate on a non-profit basis. The property and income of the Foundation shall be applied solely towards the promotion of the objects of the Foundation. No part of the property or income of the Foundation may be paid, applied or distributed, directly or indirectly, by way of dividend, bonus or otherwise by way of pecuniary profit to any Members, provided that the Foundation may remunerate in good faith officers, employees and servants of the Foundation or other persons for services rendered to the Foundation in promotion of the objects of the Association.

COMMITMENTS

JFF is committed to the following principles as they apply to its activities:

  1. Offering its services free of charge to people in the lower socio-economic group, and without religious, political, gender or ethnic consideration
  2. Respecting and protecting the rights of the people it assists, and responding to their needs as best it can to improve their quality of life
  3. Safeguarding the rights of children and those who are vulnerable to sexual exploitation and abuse
  4. Working with local authorities, partners and professional medical organisations to conduct its activities, and providing training programs if necessary so that the skill level of the local medical profession will be raised
  5. Encouraging donors and supporters to visit the programs to see firsthand the outcomes of their support
  6. Safeguarding the environment in whatever way possible – both in field activities and at JFF headquarters
  7. Being honest in communications about its activities and outcomes
  8. Being transparent in our financial accounting and reports, and having systems in place to avoid fraudulent activities
  9. Collecting, maintaining and using information about patients and donors ethically and mindfully about the privacy of the individuals concerned
  10. Meeting all legal and compliance requirements

CHILD PROTECTION POLICY

The John Fawcett Foundation has a zero-tolerance attitude to child abuse and exploitation and the Child Protection Policy is intended to protect children from abuse of any kind in the delivery of the projects and activities carried out by or on behalf of JFF.

The Child Protection Policy is also intended to reduce the risk of inappropriate behaviour towards children who come into contact with JFF. The policy requires any person to whom the Policy applies (see below) to be removed immediately upon JFF’S` becoming aware that the relevant person poses an unacceptable risk to any child or children’s’ safety or wellbeing.

THE FOUR GUIDING PRINCIPLES OF THE POLICY

  1. Zero tolerance of child abuse and exploitation.
  2. Recognition of children’s interests.
  3. Sharing of responsibility for child protection.
  4. Use of a risk management approach.

PERSONS TO WHOM THE POLICY APPLIES

  • JFFA and JFFI staff, partners and associates.
  • Members of the Board of JFF.
  • Individually contracted service providers, consultants, advisers or trainers and their partners and associates.
  • Volunteer service providers, consultants, advisers or trainers and their partners and associates.
  • Visitors to any project being conducted by or on behalf of JFF.

CHILD PROTECTION CODE OF CONDUCT

The Child Protection Code of Conduct commits JFF to the following:

All persons to whom the Child Protection Policy applies (see above), when engaged in JFF activities, shall:

  1. Treat all children with respect – regardless of race, colour, sex, language, religion, political or other opinion, national or ethnic or social origin, property, disability, birth or other status.
  2. Not use language or behaviour towards children that is inappropriate, harassing, abusive, sexually provocative, demeaning or culturally inappropriate.
  3. Not engage children in any form of sexual activity or acts, including paying for sexual services or act, where under the law(s) applicable to the child (including part IIIA of the Australian Crimes Act 1914 (Cwlth) as amended), the child is below the age of consent or the act(s) are an offence under relevant laws.
  4. Wherever possible, ensure that another adult is present when working in the proximity of children.
  5. Not invite unaccompanied children into any residence, including a hotel room, unless they are at immediate risk of injury or at physical danger.
  6. Not sleep close to unsupervised children unless absolutely necessary, and to ensure that another adult is present if possible.
  7. Not bestow gifts on children.
  8. Not provide or supply alcohol or drugs to children.
  9. Not use any computers, mobile phones, video or still cameras, or social media to exploit or harass children, or access child exploitation material through any medium.
  10. Ensure that visitors to JFF programs are familiar with this policy and ask them to comply.
  11. Refrain from physical punishment or discipline of children.
  12. Comply with all relevant Australian and local legislation, including labour laws in relation to child labour, and refrain from hiring children from domestic or other labour that is inappropriate to their age or developmental stage or that places them at significant risk of injury.
  13. Immediately report concerns or allegations of child abuse in accordance with appropriate procedures as determined by the JFF Board from time to time.

ASSOCIATED MATTERS REGARDING THE CHILD PROTECTION POLICY

  1. It is a requirement that any officer of JFF or any of its donors r visitors that has contact with a child is accompanied by a responsible officer of JFF or an adult relative of the child.
  2. Prior to being engaged or working with the JFF all persons in specific programs that involve close contact with children shall be subject to child safe recruitment and screening processes, including police record checks and verbal referee checks, and will sign the Child Protection Code of Conduct if required to do so by JFF.
  3. JFF commits to not allowing any personnel to work with children if they pose an unacceptable risk to children’s safety and well-being and retains the right to immediately dismiss or transfer to other duties any personnel who breach the Child Protection Policy.
  4. Any person to whom the Policy applies who is arrested for, or convicted of, criminal offences relating to child abuse or exploitation or for accessing or possessing child pornography shall, as soon as the JFF becomes aware of same, be immediately suspended or removed from all projects, activities or involvement with the work of the JFF, pending an investigation.
  5. When photographing or filming a child or using children’s images for work-related purposes:
    1. take care to ensure local traditions or restrictions for reproducing personal images are adhered to before photographing or filming a child
    2. obtain informed consent from the child and parent or guardian of the child before photographing or filming a child, with an explanation of how the photograph or film will be used
    3. ensure photographs, films, videos and DVDs present children in a dignified and respectful manner and not in a vulnerable or submissive manner. Children should be adequately clothed and not in poses that could be seen as sexually suggestive
    4. ensure images are honest representations of the context and the facts
    5. ensure file labels, meta data or text descriptions do not reveal identifying information about a child when sending images electronically or publishing images in any form.
    6. The incident reporting/complaints procedure will follow that set out in JFF’s Complaints Policy.
  6. This policy will be reviewed annually.

RELEVANT POLICIES/GUIDELINES

  • Complaints Policy
  • Child Protection Code of Conduct

 

CHILD PROTECTION REPORTING PROCESS

To be followed in the case of a report

  1. Allegation is made or concern is raised.
  2. Allegation is reported to Executive Manager JFFI.
  3. Relevant staff member is traced through scheduling and staff roster.
  4. Senior management staff discuss the allegation with the relevant staff member.
  5. If it is a breach of JFF’s Code of Conduct an investigation process will be undertaken by senior management staff and a decision made on an appropriate course of action.
  6. If the allegation is substantiated then, if the complaint is of a minor nature, a warning will be given and, if the complaint is of a serious nature or is repeated, the relevant person will be dismissed.
  7. If it is determined a criminal act, the allegation will be reported to the appropriate law enforcement authorities.

RELATED POLICIES/GUIDELINES

  • Child Protection Code of Conduct
  • Guidelines for Donors Visiting Village Programs
  • Sponsorship Guidelines

COMPLAINTS POLICY

JFF believes that a formal mechanism for handling complaints is an essential component of our organisational accountability and gives stakeholders the opportunity for input to and to provide feedback on work that impacts them. JFF holds that all people affected by its interventions have the right to provide feedback (positive or negative) and to receive an appropriate and timely response.

By implementing good practice in the handling of negative feedback/complaints, our Foundation will continue to build a culture of accountability, placing our stakeholders at the centre of the work that we undertake. Addressing and responding to the grievances and feedback of our stakeholders at every level is a practical demonstration of our commitment to the empowerment of the communities we work, keeping our staff safe, and operating transparently with our donors, be they individuals or organisations. In addition, the learning we can derive from responding to and adapting to prevent future complaints drives the continuous improvement of our work through regular reviews at managerial level that take into consideration analysis of complaint information.

PERSONS TO WHOM THIS POLICY APPLIES

Feedback (negative or positive) is welcome from anyone, and particularly the following stakeholders:

  • JFFA and JFFI staff
  • Members of the Boards of JFFA and JFFI
  • Collaborative service providers, consultants, advisers or trainers
  • Volunteer service providers, consultants, advisers or trainers
  • Donors or sponsor groups
  • Patients receiving assistance in any of JFF’s programs
  • Communities where JFF conducts programs.


DEFINITION OF TERMS

Complaint: an expression of dissatisfaction made to the organisation, related to its products or services, or the complaint handling process itself, where a response or resolution is explicitly or implicitly expected.

Complainant: a person, organisation or its representative, making a complaint.Enquiry: a request for information or an explanation.

Feedback: opinions, comments, suggestions and expressions of interest in the products or services of the organisation

Stakeholder or interested party: a person or group having an interest in the performance or success of the organisation

Whistleblower: a person who informs on a person or organisation regarded as engaging in an unlawful or immoral activity.

RESPONSIBILITIES

  • JFFA and JFFI staff, volunteers, contractors and partners who are aware of possible wrongdoing have a responsibility to disclose that information;
  • JFF guarantees that staff and volunteers who, in good faith, disclose perceived wrongdoing will be protected from adverse employment consequences;
  • JFF guarantees a fair and impartial investigative process.
    Complaints or any report of whistleblowing will be handled at two focal points, depending on the
    nature and location of the source of the complaint:
  1. Complaints or any report of whistleblowing relating to the Australian Foundation, its staff or Board members will be handled by the JFFA Chairman (Mr Win Jones) or Deputy Chairman (Mr David Miller).
  2. Complaints or any report of whistleblowing relating to the Indonesian Foundation, its staff or Board members will be handled by the JFFI Chairman/Executive Manager (Gede Bingin) or Treasurer/Financial Manager (Ni Gusti Ayu Susilawati).

It is the responsibility of the Foundation’s leadership to ensure that:

  • they identify and address potential problems before they become formal grievances;
  • they are aware of, and are committed to the principles of communicating and information sharing with all stakeholders;
  • any complaint is handled in the most appropriate manner at the earliest opportunity;
  • all stakeholders are treated fairly and without fear of intimidation;
  • Any staff and volunteers who in good faith disclose perceived wrongdoing will be protected from adverse employment;
  • Staff are aware that malicious allegations may result in disciplinary action; and
  • Any staff member found to have taken reprisal actions or victimised the whistleblower will facedisciplinary action, including the possibility of dismissal.

    It is the responsibility of all parties to a dispute to ensure that they attempt to resolve any issues through internal processes at the earliest opportunity.

    The Foundation will ensure that:

  • stakeholders are aware of their obligations and responsibilities in relation to communication and information sharing;
  • staff, volunteers, contractors and partners who are aware of possible wrongdoing are aware that they have a responsibility to disclose that information;
  • all managers, supervisors, employees and volunteers are aware of their obligations and responsibilities in relation to handling complaints and reports of whistleblowing; and
  • any complaint that comes to the attention of supervisors is handled in the most appropriate manner at the earliest opportunity.POLICY

    The Foundation will

provide a tiered structure to handle complaints;

 

  • ensure that participants to any dispute are not intimidated and are treated fairly;
  • hold regular information sessions with staff to make clear the principles and processes developedfor handling complaints;
  • encourage staff to report to their supervisor or appropriate person depending on the level according to the structure any complaint or criticism that reflects badly on the Foundation’s activities;
  • ensure that complaints are handled in line with relevant policies;
  • provide appropriate assistance and referrals to the complainant based on his/her needs; and
  • through publicity material and direct contact with stakeholders make clear that proper processes are in place to deal with any criticism arising from any of its humanitarian activities.FEEDBACK AND COMPLAINTS GUIDELINES

    HOW COMPLAINTS ARE MADE

    JFF will respond to enquiries or expressions of dissatisfaction raised verbally to staff or through other channels such as social media; however, the preferred method is by email or letter to JFFA or JFFI, depending on the complainant’s location and the nature of the complaint. Anonymous complaints will be handled in the same way as those in which the complainant is identified.

    JFF is committed to maintaining anonymity of the complainant and confidentiality of the complaint if required, including the documentation of the complaint and outcome.

    JFFA Contacts

    Chairman, Mr Win Jones,
    The John Fawcett Foundation, PO Box 1101, Nedlands, WA 6909 Email: winjmargj@westnet.com.au
    or
    Deputy Chairman, Mr David Miller,
    The John Fawcett Foundation, PO Box 1101, Nedlands, WA 6909 Email: miller@iinet.net.au

    Include date, location and details of the complaint, and contact details.

    JFFI Contacts

    Executive Manager, Gede Bingin,
    Yayasan John Fawcett Indonesia, Jalan Pengembak 16, Sanur, Bali Email: gedebingin@johnfawcett.org
    or
    Financial Manager, Ni Gusti Ayu Susilawati (Susi)
    Yayasan John Fawcett Indonesia, Jalan Pengembak 16, Sanur, Bali Email: yki@indo.net.id

    Include date, location and details of the complaint, and contact details.

INITIAL REVIEW

The Initial Review process depends on:

  • Severity of the complaint
  • Immediacy of response required
  • Impact on the individual
  • Impact on the reputation of JFF
  • Financial considerations for JFF
  • Systemic implications/potential to escalate
  • Based on the above, who undertakes the reviewJFF has a process for handling feedback and complaints from recipients of its services or partners.

1. Complaints from recipient of surgeries/medical treatment (JFFI)

Each patient receives a written handout at the post-operative check, explaining what to do in the event of a problem following the surgery, giving the telephone number of JFF’s Bali office (0361 270812) or JFF’s email address (jff@johnfawcett.org). An Education Team also presents verbally to the patients and their accompanying family members at the start of each program outlining how the program is run and providing information about the complaints procedure so that everyone understands, including people who are illiterate.

Calls or emails to the Bali office are referred to the Executive Manager who will inform the complainant of the following process by way of acknowledgement:

Patients contacting JFFI would be referred to the operating surgeon or their local community health centre, depending on the severity of the problem.

Time Frame

2. Complaints about JFFI staff dealing with patients in the screening situation

JFFI works closely with the Banjar (local village organisation) in all its programs, and the following process for handling complaints is in place:

  • people with a complaint would go first to the Banjar;
  • the Banjar would then, in turn, contact the Executive Manager of JFFI at JFF’s Bali office(0361 270812) or email address (jff@johnfawcett.org);
  • JFFI would trace the relevant staff member through the scheduling and roster of staff;
  • senior management staff would discuss the complaint with this person, keeping anonymity of the complainant secure if required;
  • should the complaint prove to be justified, the staff member is issued with a warning about their behavior, the first of three warnings before dismissal (depending on the nature and seriousness of the complaint).

Acknowledgement of complaint

Executive Manager (phone call)

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2 working days

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Referral to operating surgeon or local community health centre

Program Manager (phone call)

2 working days

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If the initial assessment of the complaint determines that further investigation is not warranted, the Executive Manager or appropriate senior staff member would inform the complainant with this outcome and the reasons for this decision.

Time Frame

Acknowledgement of complaint

Executive Manager

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2 working days

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Initial review (tracing staff member, discussing complaint)

Program Manager and Section Coordinator

15 working days

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Investigation process and determination

Senior management staff headed by Executive Manager, excluding the person who is the focus of the complaint

30 working days

Disciplinary process (if required)

Executive Manager

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30 working days

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Advice to complainant

Executive manager or appropriate senior staff member

30 working days

3. Complaints about other issues

JFFA has in place dispute resolution procedures set out in its Rules of Incorporated Association, as follows:

The dispute resolution procedures set out in this Rule applies to disputes between: a. a Member and another Member; or
b. aMemberandtheFoundation.

These complaints can be made to:

Chairman, Mr Win Jones
The John Fawcett Foundation, PO Box 1101, Nedlands, WA 6909 Email: winjmargj@westnet.com.au

or
Deputy Chairman, Mr David Miller

The John Fawcett Foundation, PO Box 1101, Nedlands, WA 6909 Email: miller@iinet.net.au

Acknowledgement of complaint: 5 working days

The parties to the dispute must meet and discuss the matter in dispute and, if possible, resolve the dispute within fourteen days.

If the initial assessment of the complaint determines that further investigation is not warranted, the Chairman would inform the complainant with this outcome and the reasons for this decision.

If the parties are unable to resolve the dispute at the meeting or if a party fails to attend that meeting, then the parties must within ten days hold a meeting in the presence of a mediator.

The mediator must be:
a. person chosen by agreement between the parties; or
b. intheabsenceofagreement,thepersonwhoisnominatedbytheChairperson.

The mediator cannot be a party to the dispute.
The parties to the dispute must, in good faith, attempt to settle the dispute by mediation.

The mediator, in conducting the mediation, must:
a. give the parties to the mediation a reasonable opportunity to be heard; b. allowdueconsiderationbyallpartiesofanywrittensubmissions;and c. ensure that natural justice is accorded to the parties.

If the mediation process does not result in the dispute being resolved either party may seek to resolve the dispute in accordance with the Act or otherwise at law.

If the complainant is unhappy with the outcome, they are able to make a complaint to the Australian Council for International Development (ACFID) Code of Conduct Committee.

4. Complaints that fall outside the scope of this policy

Complaints that fall outside the scope of this policy should be referred to the Chairman / Deputy Chairman (JFFA) or the Executive Manager / Financial Manager (JFFI) who will decide on the best way to refer the complaint to the appropriate body.

INVESTIGATION PROCESS AND DETERMINATION

JFF takes complaints seriously and is committed to investigating and arriving at a solution as quickly as possible. The level of resources required will vary according to the nature and severity of the complaint and its implications.

The investigation process will identify who will undertake this, including how a determination is reached, and how the determination will be communicated back to the complainant.

Types of complaints and determining the procedure

  • Minor complaints/misunderstandings: If a complaint is determined to be based on a misunderstanding or insufficient information it is likely that provision of information immediately satisfies the complainant.
  • Frivolous/capricious/vexatious complaints: To prevent these types of complaints escalating, an early withdrawal should be negotiated. If this isn’t possible and the complaint cannot be resolved, then the matter may be taken further to the ACFID Code of conduct Committee.
  • Serious complaints: All serious complaints will be referred to senior management of either JFFA or JFFI, as outlined above.REPORTING AND RECORDING OF COMPLAINTS

    JFF is committed to learning from complaints and their outcomes. JFFI maintains an electronic complaints register kept by the Executive Manager, recording the date, location, nature and severity of the complaint, how the complaint was handled and the outcome.

    Minor complaints will be recorded with date, location, nature of complaint, complainant and outcome, while more serious complaints will be recorded in more detail, with dates of progress, personnel involved in handling the complaint, outcome and any ongoing issues. Confidential records will be kept of all misconduct complaints, noting the ability to de-identify complaints at the request of the complainant or victim.

    CONFIDENTIALITY

    Information that identifies the complainant will be kept confidential by JFFA or JFFI and will only be available where needed to deal with the complaint within the organisation. It will be actively protected from disclosure, unless the complainant expressly consents to its disclosure.

MANAGING REPORTS AND CONTINUOUS IMPROVEMENT

Senior management and relevant section leaders will discuss all complaints and reports of whistleblowing received and ways to improve procedures or practices relating to the complaint. Complaints that affect the reputation of the organisation will be reported to the relevant governing bodies.

JFF’s Complaints Policy will be reviewed every two years. Complaints received and how these were handled will be part of the review process.

COMMUNICATION OF THE POLICY

JFF’s Complaints Policy will be available to the public on the website: johnfawcett.org.

Beneficiaries will be briefed during activity programs on the ways to contact JFFI in the event of a problem or issue about which they have cause to complain.

RELEVANT POLICIES / GUIDELINES

  • Prevention of Sexual Exploitation, Abuse and Harassment
  • Child Protection
  • Gender Equity
  • Code of Conduct

CONFLICT OF INTEREST

Definition

Conflict of Interest is defined as

A situation where a person has a personal interest in a matter the subject of a decision or duty of that person.1

Conflict of Interest can be financial or personal and includes the interests of an individual’s family.

A conflict occurs where a member of JFF’S Board or one of its advisory committees has a personal financial interest in a JFF matter. It may also occur in the discharge of an individual’s official functions or duties, including decision-making, handling complaints or applying JFF’s policies and procedures

Policy

All members of JFF’s Board and committees must declare a conflict of interest as soon as it is apparent such a situation may exist. Members who are aware that there may be a conflict of interest concerning other members, must also disclose this in a timely manner.

Implementation

Throughout meetings or at other times when dispensing JFF’s duties, individuals must make declarations of conflict of interest as soon as they become apparent.

When a conflict of interest is disclosed at a JFF Board meeting, the members attending the meeting will decide what involvement the individual to which the conflict applies may have in any decisions taken. The meeting may decide that the individual is to:

have full participation rights
participate in discussion only (no voice in decision)
leave the room while discussions and decisions are occurring
stand down from their position as member of the Executive Board or advisory committee

or, take such other measures as may be appropriate under the circumstances.

If the disclosure presents outside a JFF Board meeting, the Chairman or Executive Officer in consultation with the Chairman and other members of the Board, shall determine whether or not a conflict of interest exists and the level of involvement the person to whom the conflict applies will have on an issue. Measures considered, but not limited to, include:

  • allowing the person to continue in the role but with supervision

  • asking a person to stand down from their position

  • appointing another person to fulfill the duties as required

    Other measures may be deemed appropriate according to the circumstances.

NON-DEVELOPMENT ACTIVITY

GENERAL

The John Fawcett Foundation operates without alignment to any governmental, institutional, political or religious affiliation. Through its financial and management controls the Foundation ensures that no funds are expended outside its Mission, which states:
To:

  • relieve suffering and distress of children and adults in Indonesia in the lower socio-economic group, occasioned through blindness and visual problems, and cleft and other deformities particularly in children, through the provision of medical equipment and medical services to cure, prevent and control such conditions and the provision of technical, advisory, welfare and support services;
  • raise, receive, hold and invest funds to financial support such work;
  • operate without alignment to any governmental, institutional, political or religious affiliation; and
  • carry out such other related activities as the Foundation’s Board may determine.

PERSONS TO WHOM THIS POLIC Y APPLIES

  • JFFA and JFFI Staff and their partners and associates
  • Members of the Boards of JFFA, JFFI
  • The Trustees of JFF(UK)
  • The Program Manager of JFF (USA)
  • Individually contracted service providers, consultants, advisers or trainers and their partners and associates
  • Volunteer service providers, consultants, advisers or trainers and their partners and associates

POLICY

The John Fawcett Foundation will:

  • through its website, annual report, bi-monthly news updates and other promotional and fundraising material promote the Foundation as an organisation that operates without alignment to any governmental, institutional, political or religious affiliation;
  • make clear in all of its fundraising activities the purpose for which the funds are being raised;
  • undertake regular training sessions for staff to ensure that they understand the difference between aid and development and non-aid and development activities;
  • refuse to accept any funding that involves proselytizing;
  • ensure that no funds are expended on activities that are not embraced by the Foundation’s mission statement; and
  • provide regular reports to donors which confirm that the funds were expended for the purpose for which they were donated

PROVISION

If a JFF partner does deliver a non-development activity, then that non-development activity needs to be separated clearly in the following ways, and reports made available to JFF:

  • programming
  • expenditure reporting
  • fundraising
  • advocacy
  • communications
  • choice for donors and partners

OPEN INFORMATION POLICY

JFF is committed to being transparent in its work and accountable to its stakeholders.

We will share information about the Foundation and its projects with the people we assist, partner organisations, granting bodies, donors and supporters, volunteers and suppliers.

We are aware that what information we publish and how we respond to requests for information are important aspects of our accountability and of how we garner support for our work. We will proactively publish information about the Foundation and its projects, and on request will disclose additional information, or give reasons for any decision not to disclose (eg to respect confidentiality or privacy).

Individual donors/donor groups will receive reports about programs they have supported including, numbers of people assisted and in what way and, if required, detailed financial reporting.

All decisions about disclosure of information will be made on the basis of the potential impact on our work with people from the lower socio-economic group who require assistance.

We welcome feedback from stakeholders on all aspects of our work, both positive and negative, as this helps us to maintain the quality of service we strive to achieve and will aim to respond to such feedback in a timely manner.

PREVENTION OF FINANCIAL WRONGDOING, BRIBERY AND CORRUPTION

PRINCIPLE

JFF has zero tolerance of financial wrongdoing, bribery and corruption and the prevention of these occurring are a high priority.

The purpose of this policy is to communicate clear expectations regarding the prevention of financial wrongdoing to our stakeholders, ensure that relevant stakeholders are aware of their responsibilities in the prevention and reporting of financial wrongdoing, and provide guidance for the investigation of any allegations of financial wrongdoing.

PERSONS TO WHOM THIS POLICY APPLIES

  • JFFA and JFFI Staff and their partners and associates
  • Members of the Boards of JFFA, JFFI
  • The Trustees of JFF(UK)
  • The Program Manager of JFF (USA)
  • Individually contracted service providers, consultants, advisers or trainers and their partners and associates
  • Volunteer service providers, consultants, advisers or trainers and their partners and associates

DEFINITIONS

Bribery: the offering, promising, giving, accepting or soliciting of an advantage as an inducement for an action which is illegal, unethical or a breach of trust. Inducements can take the form of gifts, loans, fees, rewards or other advantages.

Corruption: the abuse of entrusted power for private gain.

Financial Wrongdoing: behaviour that is illegal or immoral with regards to financial transactions. Includes bribery, corruption, fraud, money-laundering, terrorism financing and violation of sanctions imposed by the Australian government.

Fraud: Dishonestly obtaining a benefit, or causing a loss, by deception or other means.

Money Laundering: the process of concealing the origin, ownership or destination of illegally or dishonestly obtained money and hiding it within legitimate economic activities to make them appear legal.

FINANCIAL WRONGDOING

JFF promotes a culture of honesty, integrity and trust. We are committed to the prevention of financial wrongdoing through the promotion of an ethical and transparent environment where all personnel actively participate in responsible stewardship of the organisation’s resources and reputation.

JFF recognises that there are potential risks of financial wrongdoing in our operations and program delivery. In recognising this, JFF proactively assesses and manages identified risks in order to prevent financial wrongdoing occurring. This is achieved by examining each activity and program and its

potential for exposure to financial wrongdoing. Senior staff members of JFFA and JFFI are aware of the risks of financial wrongdoing and actively minimise the opportunities and situations where such wrongdoing can occur.

All staff and volunteers will be advised to use their best efforts to prevent financial wrongdoing. They will be provided with a copy of this policy upon initial engagement with JFF and will be required to acknowledge that they have read and understood it.

REPORTING

Any person who suspects a financial wrongdoing incident related to the operations of JFF should report it to their manager as soon as possible. If they suspect that their manager is involved in the financial wrongdoing, they should report this to the Treasurer, Financial Officer or Executive Manager. Any person who reports suspected financial wrongdoing in good faith will not be penalised for raising a concern of this nature.

Any stakeholder complaints in relation to the management of financial wrongdoing should be referred to the Executive Manager or International Cooredinator in the first instance. Our Complaints Handling policy and procedure should be followed in this instance.

An objective and impartial investigation will be conducted for all cases of suspected financial wrongdoing.

Once an apparent case of financial wrongdoing is established, the Chair of the Board and external legal counsel will decide on next steps, including reporting to the relevant authorities.

If an allegation of fraud is substantiated by the investigation, disciplinary action, up to and including dismissal (or termination of an individual’s right to work as a contractor or volunteer), shall be taken by the appropriate level of management.

ROLES AND RESPONSIBILITIES

The Executive Board of JFFhas ultimate responsibility for the prevention and detection of financial wrongdoing and for ensuring that appropriate internal control systems are in place.

All personnel are responsible for:

  • ensuring that they are familiar with and comply with financial wrongdoing policies and procedures;
  • conducting themselves with integrity and avoiding financial wrongdoing of any kind;
  • demonstrating awareness of prevention of financial wrongdoing practices; and
  • reporting all suspected cases of financial wrongdoing as soon as possible in line with the policy.

The JFFA Treasurer and JFFI Financial Officer are responsible for the design of the internal control environment to ensure that financial wrongdoing is prevented.The Executive Manager is responsible for ensuring that the internal control environment is effective. All staff are responsible for operating in accordance with the internal control environment.

All managers should ensure that they assess the risk of financial wrongdoing in their areas of responsibility, are alert to any indicators of such conduct, ensure that their teams are trained in financial wrongdoing awareness and facilitate reporting of any suspected financial wrongdoing.

All staff and volunteers have responsibility for preventing and detecting financial wrongdoing.

All Executive Board members are responsible for ensuring they conduct themselves ethically and that they are aware of potential risks of financial wrongdoing at JFF.

The JFFA Treasurer and JFFI Financial Officer are responsible for designing systems that prevent and detect financial wrongdoing. The Treasurer will investigate any reports of suspected financial wrongdoing with the support of the external auditors and will report findings to the Executive Board for decision-making.

The Exectuive Board has responsibility for the monitoring and review of this policy and every employee of JFFA and JFFI has an obligation to assist in upholding it.

The policy is translated into Indonesian for JFFI management and staff.

BRIBERY AND CORRUPTION

Principle

The Foundation prohibits bribery and corruption in all forms, whether direct or indirect.

The Foundation does not offer, promise, give, demand or accept any undue advantage, whether directly or indirectly, to or from:

  • a public official;
  • a political candidate, party or party official;
  • a community leader or other person in a position of public trust; or
  • any private sector employee (including a person who directs or works for a private sector enterprise in any capacity) in order to obtain, retain or direct business or to secure any other improper advantage in the conduct of business.The Foundation is aware of the potential for commercial agency arrangements and charitable contributions to be used as a cover for bribery. All agency arrangements and charitable contributions can only be made in accordance with due diligence standards.

APPROVAL AND REVIEW

JFF’s Prevention of Financial Wrongdoing, Bribery and Corruption Policy will be reviewed for effectiveness and updated as required every two years. This policy will be approved by management and the Board.

RELEVANT POLICIES

Code of Conduct
Complaints Policy
Control of Funds and Resources
Financial Reporting
Safeguarding our Organisation against the Risk of Financing Terrorist Activities

PREVENTING SEXUAL EXPLOITATION, ABUSE AND HARASSMENT

The John Fawcett Foundation Australia (JFFA) & Yayasan John Fawcett Indonesia (JFFI)

This Policy addresses the sexual exploitation, abuse and harassment (SEAH) of adults.

GUIDING PRINCIPLES OF THE POLICY

  • JFF recognises its responsibilities to build a transparent and ethical working environment that rejects inappropriate behaviour and provides its staff and service recipients with an environment that is supportive and makes them feel valued.
  • JFF recognises that sexual exploitation, abuse and harassment are unacceptable and will not be tolerated in any form. JFF has assessed its level of risk assessment and this policy has been developed to manage that level.
  • This policy applies at an organisational level and also at an individual level.
  • The Policy recognises that strong leadership is vital for setting the culture of the organisation. Leaders are expected to set clear expectations and be an example of respectful behavior in their interactions at work and outside work. Victims and whistle-blowers need to feel safe in their reporting of concerns and be assured their allegations are taken seriously.
  • JFF will prioritise the rights, needs and wishes of victims of SEAH while ensuring procedural fairness to all parties.
  • JFF will treat victims with dignity and respect.
  • Where appropriate JFF will involve victims in decision-making and will provide victims withcomprehensive information.
  • JFF will endeavour to protect privacy and confidentiality where practicable.
  • JFF will consider the need for counselling and health services to assist victims.
  • JFF recognises that it has a responsibility to the communities in which it operates to and to its clients to prevent SEAH.
  • JFF recognises that it has a responsibility to put in place controls to manage, monitor and assess the risk of SEAH.
  • Under no circumstances will JFF allow any person to whom this policy applies to have sexual relations with any patient of JFF.

PERSONS TO WHOM THE POLICY APPLIES

  • JFFA and JFFI staff
  • Members of the Boards of JFFA and JFFI
  • Individually contracted service providers, consultants, advisers or trainers
  • Volunteer service providers
  • Visitors to any project being conducted by or on behalf of JFFA or JFFI.

DEFINITIONS

This Policy uses the following descriptions of sexual exploitation, sexual abuse and sexual harassment of adults:

    • Sexual exploitation: Any actual or attempted abuse of a position of vulnerability, differential power, or trust for sexual purposes. It includes profiting monetarily, socially, or politically from sexual exploitation of another.
    • Sexual abuse: The actual or threatened physical intrusion of a sexual nature, whether by force or under unequal or coercive conditions. All sexual activity with someone under the age of consent (under Indonesia law or Australian law [16 years], whichever is greater) is considered to be sexual abuse.
    • Sexual harassment: A person sexually harasses another person (including beneficiaries, community members, citizens, as well as staff) if the person makes an unwelcome sexual advance or an unwelcome request for sexual favours, or engages in other unwelcome conduct of a sexual nature, in circumstances in which a reasonable person, having regard to all the circumstances, would have anticipated the possibility that the person harassed would be offended, humiliated or intimidated.

PSEAH POLICY

Organisational level

      1. Training: Provision of PSEAH training for personnel providing services.
      2. Reporting of SEAH incidents: Reporting of alleged SEAH incidents should be made as soon as possible and within two days of the incident. Reporting should be made to the appropriate officer appointed by senior management or to the Chair of the appropriate Board.

Management and investigation of SEAH incidents

      1. Any person who suspects that a SEAH incident has occurred must report it to the person’s manager as soon as practicable.
      2. If the person suspects that the manager is involved, then the report must be made to the senior executive
      3. A person who makes a report in good faith will not be penalised for doing so.
      4. An objective and impartial investigation will be conducted into the report.
      5. If the report is confirmed, then the Chairperson will seek legal advice on the steps to be taken including notifying relevant authorities.
      6. Disciplinary action could include dismissal or termination as a contractor or volunteer.

Individual level (staff and volunteers)

9. Screening – all new staff members will be subjected to a relevant screening process
10. Undergo PSEAH training including all reporting requirements and receive certificate of completion.
11. Sign a document outlining appropriate standards of conduct that are compliant with the requirements of this Policy.
12. Immediately report concerns or allegations of sexual exploitation, abuse or harassment in accordance with procedures as determined by the JFF and YKI Boards from time to time.

ASSOCIATED MATTERS REGARDING THE SEAH POLICY

  1. Prior to being engaged or working with the JFFA or JFFI, all persons will undergo PSEAH training.
  2. JFFA and JFFI will provide regular PSEAH training to employed staff.
  3. JFF will appoint a senior staff member to be primarily responsible for PSEAH.
  4. This person shall be responsible for raising awareness within the organisation of the risk of SEAH and the application of this policy
  5. Any person to whom the Policy applies who is arrested for, or convicted of, criminal offences relating to sexual abuse, shall as soon as the JFFA or JFFI become aware of same, be immediately suspended or removed from all projects, activities or involvement with the work of the JFFA or JFFI pending an investigation.

PRIVACY POLICY

The John Fawcett Foundation (JFF) respects an individual’s right to control how information held on their behalf is used. The integrity of personal information is important to us and we are fully committed to protecting each individual’s right to privacy.

The only information collected from visitors to our website, or otherwise provided to us, is that which is provided to us on a voluntary basis. We do not use cookies and we do not trade, sell or rent any information captured or voluntarily submitted on this website.

Collection of information

JFF will only collect personal information that is necessary for its activities and only by lawful and fair means. All information held may be accessed by that individual upon request.

Donors and members

The following information is collected on our donors and members where required:

  • Contact details
  • Credit card or bank account details
  • Donation history (including bequest intentions)

This information is used to:

  • Process donations
  • Issue tax deductible receipts
  • Comply with internal audit procedures
  • E-mail NewsUpdates
  • Give notice of Foundation meetings
Use and disclosure

JFF will not use or disclose personal information about an individual for a purpose other than the primary purpose of collection.

Data quality

JFF will take reasonable steps to make sure that the personal information collected is accurate, complete and up-to-date.

Data security

JFF will take reasonable steps to protect the personal information it holds from misuse, loss and unauthorised access, modification or disclosure. Reasonable steps will also be taken to destroy or permanently de-identify personal information that is no longer needed for any purpose for which the information may be used or disclosed.

Anonymity

Wherever it is lawful and practicable, individuals will have the option of not identifying themselves when entering transactions with JFF.

RULES OF INCORPORATED ASSOCIATION

  1. NAME OF ASSOCIATION

    The name of the Association is The John Fawcett Foundation Incorporated.

  2. DEFINITIONS

    In these rules, unless the contrary intention appears:
    Act” means the Associations Incorporation Act 2015 as amended or replaced; “Association” means the association referred to in rule 1;
    ATO” means the Australian Taxation Office;
    Chairperson” means:

    1. (a)  In relation to the proceedings at an Executive Board meeting or general meeting, the person presiding at the Executive Board meeting or general meeting in accordance with rule 12; or
    2. (b)  Otherwise than in relation to the proceedings referred to in paragraph (a), the person referred to in rule 11.1(a) or, if that person is unable to perform his or her functions, the Vice-Chairperson;

    Executive Board meeting” means the meeting referred to in rule 16.1; “Executive Board member” means the persons referred to in rule 11.1; “Financial Year” means January 1 – December 31;
    general meeting” means the meeting convened under rule 17;

    Life Member” means a person who is appointed a Life Member of the Association in accordance with rule 10;

    Member” means a member of the Association and includes Ordinary Members and Life Members;

    Ordinary Member” means a member of the Association who is not a Life Member; “Ordinary resolution” means a resolution other than a special resolution; “Secretary” means the secretary referred to in rule 11.1(c);
    special resolution” has the meaning given by the Act;

    Tax Act” means the Income Tax Assessment Acts 1936 and 1997 (Cth) as amended or replaced;

    Treasurer” means the treasurer referred to in rule 11.1(d); and “Vice-Chairperson” means the vice-chairperson referred to in rule 11.1(b).

3. OBJECTS OF ASSOCIATION

  1. 3.1  The objects of the Association are to:
    1. (a)  relieve suffering and distress of children and adults in Indonesia in the lower socio economic group, occasioned through blindness and visual problems, and cleft and other deformities particularly in children, through the provision of medical equipment and medical services to cure, prevent and control such conditions and the provision of technical, advisory, welfare and support services;
    2. (b)  raise, receive, hold and invest funds to financially support such work;
    3. (c)  operate without alignment to any governmental, institutional, political or religious organisation; and
    4. (d)  carry out such other related purposes as the Executive Board may determine.
  2. 3.2  The Association shall operate on a non-profit basis. The property and income of the Association shall be applied solely towards the promotion of the objects of the Association. No part of the property or income of the Association may be paid, applied or distributed, directly or indirectly, by way of dividend, bonus or otherwise by way of pecuniary profit to any Members, provided that the Association may remunerate in good faith officers, employees and servants of the Association or other persons for services rendered to the Association in promotion of the objects of the Association.

4. POWERS OF ASSOCIATION

4.1 The powers of the Association include the powers conferred on the Association by the Act and such additional powers as the Executive Board may determine, provided that such additional powers do not contravene any provision of the Act. These additional powers include, but are not limited to:

  1. (a)  raising money by all lawful means and to solicit, receive and enlist and accept financial or other aid from any source and to conduct fund raising campaigns;
  2. (b)  making arrangements to promote, obtain and achieve any objects of the Association or through the facilities available in any public or private hospital, established university, recognised medical optical, scientific and research institute, council, faculty, school or like institution; and
  3. (c)  promoting, establishing, superintending, conducting, controlling and assisting within Western Australia branches, committees and other forms of organization and administration for the purpose of carrying out its objects and widening the influence and operations of the Association.

5. MEMBERSHIP OF ASSOCIATION

  1. 5.1  Any person or entity may apply to the Executive Board for membership of the Association. An application must be made in writing signed by that person or entity and shall be in a form as the Executive Board from time to time directs;
  2. 5.2  The Executive Board members shall consider each application made under rule 5.1 at an Executive Board meeting and shall at the Executive Board meeting or a subsequent Executive Board meeting accept or reject that application.

6. REGISTER OF MEMBERS OF ASSOCIATION

  1. 6.1  The Secretary shall on behalf of the Association keep and maintain the register of Members in accordance with the Act.
  2. 6.2  The Secretary shall cause the name of a person who dies or who ceases to be a Member under rules 8.1 or 9 to be deleted from the register of Members referred to in rule 6.1.

7. SUBSCRIPTION FEES

  1. 7.1  The Executive Board may from time to time determine the amount of the subscription to be paid by each Ordinary Member.
  2. 7.2  Each Ordinary Member must pay to the Treasurer, annually on or before 1 July or such other date as the Executive Board determines, the amount of the subscription determined under Rule 7.1.
  3. 7.3  An Ordinary Member whose subscription is not paid within 3 months after the relevant date fixed under rule 7.2 ceases on the expiry of that period to be an Ordinary member unless the Executive Board decides otherwise.

8. RESIGNATION OF MEMBERS OF ASSOCIATION

  1. 8.1  A Member who delivers notice in writing of his or her resignation from the Association to the Secretary or another Executive Board member ceases on that delivery to be a Member.
  2. 8.2  A person who ceases to be a member under rule 8.1 remains liable to pay to the Association the amount of any subscription (if applicable) due and payable by that person to the Association but unpaid at the date of that cessation.

9. EXPULSION OF MEMBERS OF ASSOCIATION

  1. 9.1  If the Executive Board considers that a Member should be expelled from membership of the Association because of his or her conduct detrimental to the interests of the Association, the Executive Board shall communicate, either orally or in writing, to the Member:
    1. (a)  notice of the proposed expulsion and of the time, date and place of the Executive Board meeting at which the question of that expulsion will be decided; and
    2. (b)  particulars of that conduct,

    not less than 30 days before the date of the Executive Board meeting referred to in rule 9.1(a).

  2. 9.2  At the Executive Board meeting referred to in a notice communicated under rule 9.1, the Executive Board may, having afforded the Member concerned a reasonable opportunity to be heard by, or to make representations in writing to, the Executive Board, expel or decline to expel that Member from membership of the Association and shall, forthwith after deciding whether or not so to expel that Member, communicate that decision in writing to that Member.

  1. 9.3  Subject to rule 9.5, a Member who is expelled under rule 9.2 from membership of the Association ceases to be a Member 14 days after the day on which the decision so to expel him or her is communicated to him or her under rule 9.2.
  2. 9.4  A Member who is expelled under rule 9.2 from membership of the Association shall, if he or she wishes to appeal against that expulsion, give notice to the Secretary of his or her intention to do so within the period of 14 days referred to in rule 9.3.
  3. 9.5  When notice is given under rule 9.4:
    1. (a)  the Association in a general meeting may, after having afforded the Member who gave that notice a reasonable opportunity to be heard by, or to make representations in writing to, the Association in the general meeting, confirm or set aside the decision of the Executive Board to expel that Member; and
    2. (b)  the Member who gave that notice does not cease to be a Member unless and until the decision of the Executive Board to expel him or her is confirmed under this sub-rule.

10. LIFE MEMBERS

  1. 10.1  The Executive Board may from time to time nominate a person to be a Life Member of

    the Association.

  2. 10.2  A person nominated by the Executive Board with the approval of the Association in general meeting may be appointed as a Life Member of the Association.

11. EXECUTIVE BOARD

  1. 11.1  The affairs of the Association shall be managed exclusively by an Executive Board consisting of:
    1. (a)  a Chairperson;
    2. (b)  a Vice-Chairperson;
    3. (c)  a Secretary;
    4. (d)  a Treasurer;
    5. (e)  the Chief Executive Officer; and
    6. (f)  up to seven other Executive Board members,

    all of whom shall be Members of the Association elected to membership of that Executive Board at an annual general meeting or appointed under rule 11.5.

  2. 11.2  At the commencement of the first annual general meeting to be held after the incorporation of the Association under the Act:

    (a) if the Executive Board consists of an even number of members, half of that number, which half; or

    (b) if the Executive Board consists of an odd number of members, the integral number of members nearest to, and exceeding, half of that odd number, the members comprised in which integral number,

    shall be chosen by ballot, shall cease to be Executive Board members, but shall be eligible for re-election to membership of the Executive Board.

  1. 11.3  As from the 2020 annual general meeting all Executive Board members shall hold office for a one-year term expiring at the next annual general meeting.
  2. 11.4  Subject to rule 11.3, a person is not eligible for election to membership of the Executive Board unless a Member has nominated him for election by delivering notice in writing of that nomination, signed by:
    1. (a)  the nominator; and
    2. (b)  the nominee to signify his or her willingness to stand for election,

    to the Secretary not less than 28 days before the day on which the annual general meeting concerned is to be held;

(c) rule 11.4 does not apply to or in relation to a person who is eligible for re- election under rules 11.2 or 11.3;

  1. (d)  a person who is eligible for election or re-election under this rule may at the annual general meeting concerned:
    1. (i)  propose or second himself or herself for election or re-election; and
    2. (ii)  vote for himself or herself;
  2. (e)  the Secretary shall ensure that notice of all persons seeking election to membership of the Executive Board is given to all Members when notice is given to those Members of the calling of the annual general meeting at which that election is to be held; and
  3. (f)  if the number of persons nominated for election to membership of the Executive Board does not exceed the number of vacancies in that membership to be filled:
    1. (i)  the Secretary shall report accordingly to; and
    2. (ii)  the Chairperson shall declare those persons to be duly elected as members of the Executive Board at,

    the annual general meeting concerned.

11.5 When a casual vacancy within the meaning of rule 15 occurs in the membership of the Executive Board:

  1. (a)  the Executive Board may appoint a Member to fill that vacancy; and
  2. (b)  a Member appointed under this sub-rule shall:
    1. (i)  hold office until the commencement of; and
    2. (ii)  be eligible for election to membership of the Executive Board at the next following annual general meeting.

12. CHAIRPERSON

12.1 Subject to this rule, the Chairperson shall preside at all general meetings and Executive Board meetings.

12.2 In the event of the absence from:

  1. (a)  the Chairperson, the Vice-Chairperson; or
  2. (b)  both the Chairperson and the Vice-Chairperson,

an Executive Board member elected by the other Executive Board members present shall preside at the general meeting or Executive Board meeting, as the case requires.

13. SECRETARY

The Secretary shall:

  1. 13.1  co-ordinate the correspondence of the Association;
  2. 13.2  keep full and correct minutes of the proceedings of the Executive Board and of the Association;
  3. 13.3  comply on behalf of the Association with the requirements of the Act in respect of:
    1. (a)  the register of Members of the Association; and
    2. (b)  the record of the officeholders of the Association;
  4. 13.4  have custody of all books, documents, records and registers of the Association, including those referred to in rule 13.3, other than those required by rule 14 to be kept and maintained by, or in the custody of, the Treasurer; and
  5. 13.5  perform such other duties as are imposed by these rules on the Secretary.

14. TREASURER

The Treasurer shall:

  1. 14.1  be responsible for the receipt of all moneys paid to or received by, or by him on behalf of, the Association and shall issue receipts for those moneys in the name of the Association;
  2. 14.2  pay all moneys referred to in rule 14.1 into such account or accounts of the Association as the Executive Board may from time to time direct;
  3. 14.3  make payments from the funds of the Association with the authority of the Executive

Board. All cheques must be signed by at least two Executive Board members and all transfer of funds must be approved in writing by at least two Executive Board members;

  1. 14.4  comply on behalf of the Association with the requirements of the Act in respect of the accounting records of the Association;
  2. 14.5  whenever directed to do so by the Chairperson, submit to the Executive Board a report, balance sheet or financial statement in accordance with that direction;
  3. 14.6  have custody of all securities, books and documents of a financial nature and accounting records of the Association;
  4. 14.7  perform such other duties as are imposed by these rules on the Treasurer.

  1. CASUAL VACANCIES IN MEMBERSHIP OF EXECUTIVE BOARD

    A casual vacancy occurs in the office of an Executive Board member and that office becomes vacant if the Executive Board member:

    1. (a)  dies;
    2. (b)  resigns by notice in writing delivered to the Chairperson or, if the Executive Board member is the Chairperson, to the Vice-Chairperson;
    3. (c)  is convicted of an offence under the Act;
    4. (d)  is permanently incapacitated by mental or physical ill-health;
    5. (e)  is absent from more than:
      1. (i)  three consecutive Executive Board meetings; or
      2. (ii)  three Executive Board meetings in the same financial year, of which he or she has received notice without tendering an apology to the person presiding at each of those Executive Board meetings; or
    6. (f)  ceases to be a Member of the Association.
  2. PROCEEDINGS OF EXECUTIVE BOARD
  1. 16.1  The Executive Board shall meet together for the dispatch of business not less than once in each quarter and the Chairperson may at any time convene a meeting of the Executive Board.
  2. 16.2  Each Executive Board member has a deliberative vote.
  3. 16.3  A question arising at an Executive Board meeting shall be decided by a majority of votes, but, if there is an equality of votes, the person presiding at the Executive Board meeting shall have a casting vote in addition to his or her deliberative vote.
  4. 16.4  At an Executive Board meeting five Executive Board members constitute a quorum.
  5. 16.5  Subject to these rules, the procedure and order of business to be followed at an Executive Board meeting shall be determined by the Executive Board members present at the Executive Board meeting.
  6. 16.6  An Executive Board member having a material personal interest in a matter being considered by the Executive Board shall comply with the requirements of the Act.

17. GENERAL MEETINGS

17.1 The Executive Board:

  1. (a)  may at any time convene a special general meeting;
  2. (b)  shall convene annual general meetings within the time limits provided for the holding of annual general meetings contained in the Act and provided that the meeting is held not more than fifteen months after the date of the preceding annual general meeting; and

(c) shall, within 30 days of:

  1. (i)  receiving a request in writing to do so from not less than 10% of the number of Members of the Association, convene a special general meeting for the purpose specified in that request; or
  2. (ii)  the Secretary receiving a notice under rule 9.4, convene a special general meeting for the purpose of dealing with the appeal to which that notice relates.
  1. 17.2  The Members making a request referred to in rule 17.1(c)(i) shall:
    1. (a)  state in that request the purpose for which the special general meeting concerned is required; and
    2. (b)  sign that request.
  2. 17.3  If a special general meeting is not convened within the relevant period of 30 days referred to:
    1. (a)  in rule 17.1(c)(i), the Members who made the request concerned may themselves convene a special general meeting as if they were the Executive Board; or
    2. (b)  in rule 17.1(c)(ii), the Member who gave the notice concerned may himself convene a special general meeting as if he or she were the Executive Board.
  3. 17.4  When a special general meeting is convened under rules 17.3(a) or 17.3(b):
    1. (a)  the Executive Board shall ensure that the Members or Member convening the special general meeting are supplied free of charge with particulars of all Members; and
    2. (b)  the Association shall pay the reasonable expenses of convening and holding the special general meeting.
  4. 17.5  The Secretary shall give to all Members not less than 14 days notice of a general meeting and of any motions to be moved at the general meeting.
  5. 17.6  A notice given under rule 17.5 shall specify:
    1. (a)  when and where the general meeting concerned is to be held; and
    2. (b)  particulars of the business to be transacted at the general meeting concerned and of the order in which that business is to be transacted.
  6. 17.7  In the case of an annual general meeting, the order in which business is to be transacted is:
    1. (a)  first, to receive and approve the annual accounts and reports of the Executive Board.
    2. (b)  second, the election of Executive Board members to replace outgoing Executive Board members; and
    3. (c)  third, any other business requiring consideration by the Association in a general meeting.

  1. 17.8  The Secretary shall give to all Members not less than 21 days notice of a general meeting at which a special resolution is to be proposed and of any other motions to be moved at that general meeting.
  2. 17.9  The Secretary may give a notice under rules 17.5 or 17.8 by:
    1. (a)  serving it on a Member personally; or
    2. (b)  sending it by post to a Member at the address of the Member appearing in the register of Members; or
    3. (c)  sending it by email to a Member at the email address of the Member appearing in the register of Members.
  3. 17.10  When a notice is sent by post under rule 17.9(b), sending of the notice shall be deemed to be properly effected if the notice is sufficiently addressed and posted to the Member concerned by ordinary prepaid mail.

18. QUORUM IN PROCEEDINGS AT GENERAL MEETINGS

  1. 18.1  At a general meeting 20 Members present in person or by proxy constitute a quorum.
  2. 18.2  If within 30 minutes after the time specified for the holding of a general meeting in a notice given under rules 17.5 or 17.8:

    (a) as a result of a request or notice referred to in rule 17.1(c) or as a result of action taken under rule 17.3 a quorum is not present, the general meeting lapses; or

    (b) otherwise than as a result of a request, notice or action referred to in rule 18.2(a), the general meeting stands adjourned to the same time on the same day in the following week and to the same venue.

  3. 18.3  If within 30 minutes of the time appointed by rule 18.2(b) for the resumption of an adjourned general meeting a quorum is not present, the members who are present in person or by proxy may nevertheless proceed with the business of that general meeting as if a quorum were present.
  4. 18.4  The Chairperson may, with the consent of a general meeting at which a quorum is present, and shall, if so directed by such a general meeting, adjourn that general meeting from time to time and from place to place.
  5. 18.5  There shall not be transacted at an adjourned general meeting any business other than business left unfinished or on the agenda at the time when the general meeting was adjourned.
  6. 18.6  When a general meeting is adjourned for a period of 30 days or more, the Secretary shall give notice under rule 17 of the adjourned general meeting as if that general meeting were a fresh general meeting.
  7. 18.7  At a general meeting:
    1. (a)  an ordinary resolution put to the vote shall be decided by a majority of votes cast on a show of hands; and
    2. (b)  a special resolution put to the vote shall be decided in accordance with the requirements of the Act and these Rules.

  1. 18.8  A declaration by the Chairperson at a general meeting that a resolution has been passed as an ordinary resolution thereat shall be evidence of that fact unless, during the general meeting at which the resolution is submitted, a poll is demanded in accordance with rule 18.9.
  2. 18.9  At a general meeting, a poll may be demanded by the Chairperson at the general meeting or by three or more Members present in person or by proxy and, if so demanded, shall be taken in such manner as the Chairperson directs.
  3. 18.10  If a poll is demanded and taken under rule 18.9 in respect of an ordinary resolution, a declaration by the Chairperson of the result of the poll is evidence of the matter so declared.
  4. 18.11  A poll demanded under rule 18.9 on the election of a person to preside over a general meeting or on the question of an adjournment shall be taken forthwith on that demand being made.

19. MINUTES OF MEETINGS OF ASSOCIATION

  1. 19.1  The Secretary shall cause proper minutes of all proceedings of all general meetings and Executive Board meetings to be taken and retained.
  2. 19.2  The Chairperson shall ensure that the minutes taken of a general meeting or Executive Board meeting are checked and presented for approval at the next succeeding general meeting or Executive Board meeting.
  3. 19.3  When minutes have been entered and signed as correct under this rule, they shall, until the contrary is proved, be evidence that:
    1. (a)  the general meeting or Executive Board meeting to which they relate (in this sub-rule called the “meeting”) was duly convened and held;
    2. (b)  all proceedings recorded as having taken place at the meeting did in fact take place thereat; and
    3. (c)  all appointments or elections purporting to have been made at the meeting have been validly made.

20. VOTING RIGHTS OF MEMBERS OF ASSOCIATION

  1. 20.1  Subject to these rules, each Member present in person or by proxy at a general meeting is entitled to a deliberative vote.
  2. 20.2  A Member which is a body corporate may appoint in writing a natural person, whether or not he or she is a Member, to represent it at a particular general meeting or at all general meetings.
  3. 20.3  An appointment made under rule 20.2 shall be so made by a resolution of the board or other governing body of the body corporate concerned:
    1. (a)  which resolution is authenticated under the common seal of that body corporate; and
    2. (b)  a copy of which resolution is lodged with the Secretary.

20.4 A person appointed under rule 20.2 to represent a Member which is a body corporate shall be deemed for all purposes to be a Member until that appointment is revoked by the body corporate or, in the case of an appointment in respect of a particular general meeting, which appointment is not so revoked, the conclusion of that general meeting.

  1. PROXIES OF MEMBERS OF ASSOCIATION

    A Member (in this rule called the “appointing member”) may appoint in writing another Member who is a natural person to be the proxy of the appointing member and to attend, and vote on behalf of the appointing member at, any general meeting.

  2. RULES OF ASSOCIATION
  1. 22.1  The Association may alter or rescind these rules, or make rules additional to these rules, in accordance with the procedure set out in the Act.
  2. 22.2  These rules bind every Member and the Association to the same extents as if every Member and the Association had signed and sealed these rules and agreed to be bound by all their provisions.

23. COMMON SEAL OF ASSOCIATION

  1. 23.1  The Association shall have a common seal on which its corporate name shall appear in legible characters.
  2. 23.2  The common seal of the Association shall not be used without the express authority of the Executive Board and every use of that common seal shall be recorded in the minute book referred to in rule 19.
  3. 23.3  The affixing of the common seal of the Association shall be witnessed by any two of the Chairperson, the Secretary and the Treasurer.
  4. 23.4  The common seal of the Association shall be kept in the custody of the Secretary or of such other person as the Executive Board from time to time decides.
  1. INSPECTION OF RECORDS, ETC OF ASSOCIATION

    A Member may at any reasonable time inspect without charge the books, documents, records and securities of the Association.

  2. DISTRIBUTION OF SURPLUS PROPERTY ON WINDING UP OF ASSOCIATION

    If, on the winding up of the Association, any property of the Association remains after satisfaction of the debts and liabilities of the Association and the costs, charges and expenses of that winding up, that property shall be given or transferred to another entity which has similar objects to the Association and which is eligible for tax deductibility under the Tax Act and which entity has been approved by resolution of the Members.

  3. DISPUTE RESOLUTION

26.1 The dispute resolution procedures set out in this Rule applies to disputes between:

  1. (a)  A Member and another Member; or
  2. (b)  A Member and the Association.

  1. 26.2  The parties to the dispute must meet and discuss the matter in dispute and if possible resolve the dispute within fourteen days.
  2. 26.3  If the parties are unable to resolve the dispute at the meeting or if a party fails to attend that meeting then the parties must within ten days hold a meeting in the presence of a mediator.
  3. 26.4  The mediator must be:
    1. (a)  A person chosen by agreement between the parties; or
    2. (b)  In the absence of agreement, the person who is nominated by the Chairperson.
  4. 26.5  The mediator cannot be a party to the dispute.
  5. 26.6  The parties to the dispute must, in good faith, attempt to settle the dispute by mediation.
  6. 26.7  The mediator, in conducting the mediation, must:
    1. (a)  Give the parties to the mediation a reasonable opportunity to be heard;
    2. (b)  Allow due consideration by all parties of any written submissions; and
    3. (c)  Ensure that natural justice is accorded to the parties.
  7. 26.8  If the mediation process does not result in the dispute being resolved either party may seek to resolve the dispute in accordance with the Act or otherwise at law.

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