THE AUSTRALIAN NETWORK OF STRUCTURAL HEALTH MONITORING

Rules of the Association

1. NAME

1.1 The name of the association is “The Australian Network of Structural Health Monitoring”.

1.2 The initials “ANSHM” will be used as the short title for the association where abbreviation is appropriate.

2. INTERPRETATION

2.1 In these rules -

“Association” means The Australian Network of Structural Health Monitoring.

“Executive Committee” means the committee established by the Association to manage its business between meetings, including administrative tasks associated with the Association.

“Advisory Board” means the committee composed of pre-eminent experts or other individuals of international standing in the Field who will monitor and give advice on development plans and strategic direction of the association.

“Field” means Structural Health Monitoring (SHM), including but not limited to the use of on-structure sensing system to monitor the performance of the structure and evaluate its health state.

“Host Institution” means the academic institution, university, industrial or research organisation or government body at which the President is employed.

“Member” means an individual or a group of individuals of an academic institution, university, industrial or research organisation, or a government body which has a serious interest in the Field and which agrees to become a member of the Association.

“Member Representative” means a representative who is nominated by the relevant Member as provided in rule 6.

“Core Member” means a Member, of which there is at least one individual who is prepared to attend most of the meetings of the Association, e.g. Annual General Meetings, Advisory Board Meetings, Executive Committee Meetings as provided in rule 5.

3. OBJECTIVES

3.1 The objectives of the Association are to promote and advance the Field of Structural Health Monitoring in Australia on behalf of Members, and specifically –

(a) To coordinate and integrate efforts for better development and application of SHM techniques in Australia;

(b) To showcase achievements, exchange ideas and disseminate  knowledge nationally and internationally;

(c) To promote and facilitate national and international collaborative research and development; and

(d) To raise general community awareness on the need for and value of SHM research and application.

4. POWERS

4.1 The Association has the power to:

(a) Open and operate bank accounts; and

(b) Do all such things as are conducive or incidental to the attainment of its Objectives, including appointment of individuals to undertake tasks on behalf of the Association.

5. MEMBERSHIP

5.1 An individual or a group of individuals of An academic institution, university, industrial or research organisation with a serious interest in the Field, which supports the objectives of the Association, and which meets the minimum requirement set by the Executive Committee, is eligible to be a Member (“an Eligible Party”) and may apply to the Executive Committee to become a Member.

5.2 An Eligible Party becomes a Member of the ANSHM by agreeing in writing to become a Member and to pay any subscription fee determined in accordance with rule 8.

5.3 A Member may resign from the Association by giving 30 days written notice of resignation to the Executive Committee.

5.4 The Executive Committee of the Association may terminate a Member’s membership if –

(a) the Member ceases to have an active interest in the Field; or

(b) has annual subscription fees in arrears for at least 3 months

(c) acts contrary to the best interest of the Association.

5.5 A Core Member is a Member, of which there is at least one individual who is prepared to attend most of the meetings of the Association, e.g. Annual General Meetings, Advisory Board Meetings, Executive Committee Meetings.

6. ANNUAL GENERAL MEMBER MEETINGS

6.1 Each Member shall be entitled to nominate one person to act as that Member’s representative (“Member Representative”) and vote at Annual General Member meetings (AGM).

6.2 If agreed by the Executive Committee, other individuals associated with the Member’s activities in the Field may accompany the Member Representative to attend AGM meetings as an observer, and may have rights of audience and debate, but may not vote on any resolutions.

6.3 AGM meetings of the Association shall be held at least once each year, in a venue to be agreed by the Member Representatives.

6.4 A Member whose Member Representative is unable to attend may nominate an alternate to act as the relevant Member Representative at the AGM meeting.

6.5 The quorum for the AGM meetings shall be one half of the number of Core Members plus one.

6.6 Each Member shall have one vote.  Except as otherwise specified in these rules, all resolutions shall be passed by simple majority vote of all Member Representatives present at the AGM meeting under rule 6.3. In the case of an equality of votes, the resolution is not passed.

6.7 The President holding office under rule 7 chairs the AGM meeting and shall ensure that adequately detailed minutes of the AGM meetings are prepared and circulated to Members no later than 1 month after the AGM meeting has occurred.

7. OFFICE BEARERS

7.1 At the first AGM meeting of the Association, the Member Representatives shall elect from their number a President and a Deputy President, and other Member Representatives (“Office Bearers”) to be elected to form the Executive Committee of the Association.

7.2 The President of the Association will chair both the Executive Committee and the Advisory Board. In the absence of the President, the Deputy President shall assume the duties of the President, including chairing of meetings.

7.3 The term of office for all elected Office Bearers shall be two years.

7.4 Executive Committee (EC) meetings may be convened by the President at any time but no less than once a calendar year, to discuss operational and management issues of ANSHM. Such meetings may be held via teleconference or videoconference. The President shall ensure that adequately detailed minutes of the EC meetings are prepared and circulated to Office Bearers no later than 1 month after the EC meeting has occurred.

7.5 All Office Bearers are eligible for re-election upon the expiry of their term of office.  The election shall be held at the next AGM meeting of the Association.

7.6 Nominations for election of Office Bearers shall be called by the Executive Committee at least 14 days prior to the election date.  Nominations may be received up to 24 hours prior to the election date and time.  The Deputy President may nominate for the role of President along with all other Member Representatives of ANSHM when the term of office of the President ends.

7.7 Election of Office Bearers is by simple majority vote of all Member Representatives present at the AGM meeting under rule 6.3.

7.8 An Office Bearer may resign by notice in writing to the Executive Committee.  If any of Office Bearers ceases to be employed by the Member, they will immediately relinquish the Office Bearer position.

7.9 Any casual vacancy created under rule 7.8 or otherwise shall be voted upon at the next AGM meeting of the Association, and the person elected to the casual vacancy shall be an Office Bearer for the balance of the two year term. If the time to the next AGM meeting of the Association exceeds six months, the Executive Committee can appoint an appropriate individual associated with any Member’s activities in the Field who will act to fill the casual vacancy. If there is a casual vacancy in the position of President, the Deputy President shall assume the role of President and shall be eligible to stand for election as President for the following two year term in accordance with rule 7.1.

7.10 The Executive Committee will propose, invite and determine members of the Advisory Board from appropriate individuals associated with any Member’s activities in the Field. The number of the members of the Advisory Board will not exceed the number of the Members.

7.11 The Advisory Board should meet at least once each year, prior to the AGM meeting under rule 6.3. The Executive Committee needs to attend the meeting but they are not necessary a member of the Advisory Board.

8. SUBSCRIPTION FEES

8.1 The Association may decide to impose an annual subscription fee on Members only by a resolution passed by at least three quarters of all Members.

8.2 The initial fee to be imposed shall be determined at a meeting of the Association by a resolution by simple majority of all Member Representatives present.

8.3 The subscription fee is imposed solely for the purpose of recouping the Host Institution’s costs of running the Association.

8.4 The amount of the annual subscription fee to be paid by a Member in each subsequent year shall be determined by a resolution by simple majority of all Member Representatives present at the last meeting of the Association in each year.  Members shall be presented with a statement of proposed expenditure for the following year.

8.5 The annual subscription fee shall be paid within three months of the commencement of each year, upon receipt of a tax invoice issued by the Host Institution.  Once paid, an annual subscription fee is not refundable, even where membership ceases under rule 5.4(a).

8.6 Funds collected by the Association must be spent in accordance with resolutions of the Executive Committee and must comply with the financial policies and procedures of the Host Institution.

9. RELATIONSHIP OF MEMBERS

9.1 Nothing in these rules creates a partnership, joint venture, employment or agency relationship between the Members.

9.2 The Association shall not assume any legal or contractual obligations or liabilities on behalf of any or all of its Members, except by written agreement with each affected Member.

9.3 In the event that the Association determines by resolution of Members to make a public statement or submission, a Member may make a written request to the President that it be noted in the statement or submission that the Member does not support the statement or submission.  The President must comply with the Member’s request.

10. AMENDMENT OF RULES

10.1 These rules may be amended, repealed or added to by a resolution passed by at least three quarters of all Members Representatives present at the AGM meeting under rule 6.3.

10.2 Any Member may propose an amendment to these rules by written notice to the President at least 28 days prior to an AGM meeting of Member Representatives.

10.3 The President must provide written notice of the proposed amendments to Members at least 14 days prior to the AGM meeting of Member Representatives at which the amendments may be voted upon. The President may provide recommendations or comments from the Executive Committee on the proposed amendments.

11. WINDING UP

11.1 In the event of changed circumstances in which continuation of the Association is no longer of interest or benefit to Members, a proposal for the winding up of the Association must be put to the Members.

11.2 The President must convene an Extraordinary Business Meeting to discuss the proposal to wind up the Association. The President must provide at least 28 days written notice of the Extraordinary Business Meeting to the Members.

11.3 The quorum for the meeting shall be three quarters of the total number of Members.

11.4 A resolution to wind up the Association must be passed by at least three quarters of the Member Representatives present at the meeting.

11.5 If the resolution is passed, the funds remaining in the Association bank accounts following the satisfaction of all debts and liabilities shall be distributed to the Members in equal proportions.