Constitution

OBJECTIVES OF THE COUNCIL
The objects for which the Council is established are:

  1. To promote friendship, goodwill and understanding between the business Communities of Fiji and Australia.
  2. To maintain, support, promote and encourage trade, investment, technical and Economic co-operation and tourism between Fiji and Australia.
  3. To maintain, promote and extend industrial and commercial relations between Individuals, firms, companies, corporations, institutions and associations of Fiji and Australia.
  4. To carry out objective research studies on any matters affecting or concerning any of The above objects. 
  5. To arrange for regular and effective consultation between business enterprises in Fiji and Australia. 
  6. To encourage and sponsor education, personnel exchange and training schemes at the Private sector level between Fiji and Australia, with the aim of mutually enhancing experience, education and capabilities. 
  7. To maintain liaison with the Governments of both Fiji and Australia in order to Promote any of the objects and to ensure that the concerns, views and plans of the Fijians and Australian commercial sector are clearly conveyed to the governments of both countries. 
  8. To co-operate with an appropriate body established in Australia and to arrange for Regular and effective consultation, communication and meetings with it. 
  9. To provide a forum for contacts and discussions of questions of common interest and Information, advice and services.
  10. To seek to ensure the continuation of a stable relationship between the two countries - a relationship which understands the national heritage and aspirations of both countries and a relationship which will draw together regional neighbours and trading partners in a growing bond of friendship.
  11. Generally to enter into execute and carry out all contracts and agreements of any kind whatsoever and to do all such other things as are incidental or conducive to all or any of the above objects.
  12. Except as hereinbefore provided to apply the income and property of the Council solely towards the promotion of the objects of the Council.

Every member of the Council undertakes to contribute to the assets of the Council in the event of the Council being wound up while he is a member or within six months after he ceases to be a member for payment of the debts and liabilities of the Council contracted before he ceases to be a member and of the costs, charges and expenses of winding up and for the adjustment of the rights of the contributories among themselves such amounts as may be required but not exceeding the annual subscription.

OFFICE
The Office of the Council will be located in Suva at the offices of the Fiji Employers’ Consultative Association, 7th Floor, Honson Building, Suva or such other office as the Executive Committee may nominate from time to time.

PATRON
A person of high standing in the Fiji community will be invited by the Executive Committee to act as patron. The Patron will not have voting rights but may attend all major functions of the Committee.

MEMBERSHIP

  1. The members of the Council shall be those persons (including a sole trader of corporation) as the Executive Committee may admit from time to time and such persons shall upon due notification of admission to membership being given by the Executive Committee be deemed to be bound by the Constitution and by any rules, regulations or by-laws of the Council that are in force from time to time.
  2. The members of the Council shall be the following classes and any person (including a sole trader or corporation) who in the opinion of the Executive Committee has qualifications appropriate to any of those classes shall be eligible to be admitted to membership of that class:

SPONSOR MEMBER
A person engaged in trade and commerce between Fiji and Australia whose name shall be listed on appropriate Council printed material as a Sponsor Member.

CORPORATE MEMBER
A person engaged in trade and commerce between Fiji and Australia.

ASSOCIATE MEMBERS
A person engaged in or otherwise interested in, trade and commerce between Fiji and Australia who is desirous of participating in Joint Council Meetings as set out in clause 15 and to receive such services as the Executive Committee may from time to time determine but who shall have no rights to participation in the management of the Council as an Executive Committee member or to vote at general meeting of Council.

Notwithstanding anything herein contained applicants for membership prior to the first Annual General Meeting shall upon lodgement of their application for membership respectively pay a joining and membership fee of $500 in the case of Sponsor Member, $250 in the case of Corporate Members and $100 in the case of Associate Members. These sums shall be held in trust for the applicants by the Executive Committee until such time as they are respectively notified of their admission as members of the committee and thereupon the monies shall be immediately released from the trust and applied as part of the funds of the Council.

Subject to sub-clause ( c ) of this Clause the Executive Committee may from time to time determine in respect of each class of membership the amount of the annual subscription payable by the members and may determine the date as and from which any new rate shall come into force.

Except as provided in sub-clause ( c ) of this Clause members joining part way through a financial year shall pay a subscription fee assessed on a pro-rata basis.

All annual subcriptions must be payable within six weeks after the Annual General Meeting.

  1. The Executive Committee may, with the authority of the Council in General Meeting in which two-thirds of the members present in person or by proxy and entitled to vote have voted in favour of the resolution, impose a levy on members such amount not exceeding the subscription fee applicable in the relevant year payable at such or times as is authorised by the special resolution.
  2. If a member fails to pay any subsription or levy within the time specified, the Executive Committee may at any time while the sum remains unpaid terminate the membership of that member.
  3. The members shall individually be responsible for their own costs incurred in Participating in the affairs and activities of Council and all offices of the Council, the Secretary expected, shall be honorary.

EXECUTIVE COMMITTEE

  1. The management and control of the affairs of the Council shall be vested in the Executive Committee which (in addition to any other powers expressly conferred upon it by this constitution) may carry into effect all or any of the objects of the Council and may exercise all powers of the Council and do all such acts and things as may be exercised or done by the Committee and as are exercised or done by the Council in general meeting.
  2. The Executive Committee shall consist of up to twelve representatives of Sponsor Members and Corporate Members who shall hold office from the date of election until the end of the next ensuring Annual General Meeting of the Council. In addition, the Immediate Past President and Secretary shall be exofficio members of the Executive Committee.
  3. The officers of the Executive Committee shall consist of a President, Immediate Past President, two Vice Presidents, an Honorary Treasurer and the Secretary.
  4. The Executive Committee shall have power to co-opt members.
  5. The President shall only serve as President for a period of two successive one year Terms although he/she may subsequently, after an interval of at least one year, be elected for a further term as President but this shall be restricted as previously Prescribed.
  6. The Immediate Past President shall vacate his position as an officer of the Executive Committee upon the cessation from office of the President, who shall immediately assume the office of Immediate Past President.
  7. Notwithstanding anything in this Constitution the first members of the Executive Committee shall be such representatives of companies as re appointed at a meeting to be called for the formation of the Council.
  8. No representatives of companies appointed to the Executive Committee pursuant to Paragraph above shall be required to retire by rotation at the first Annual General Meeting after their appointment.
  9. At every Annual General Meeting of the Council subsequent to the first Annual General Meeting, four of the members of the Executive Committee for the time being shall retire from office.
    A retiring member of the Executive Committee shall be eligible for re-election in the ensuring year.
  10. The Executive Committee men to retire in every year shall be those who have been Longest in office since their last election, but as between persons who became Executive Committee members on the same day, those to retire shall (unless they otherwise agree among themselves) be determined by lot.

FINANCE
The funds of the Council shall be deposited in accordance with the directions of the Executives Committee. The funds of the Council shall be used only to meet the expenses and to carry out the objects of the Council. Any two members of the Executive Committee shall be authorised to operate on the Council’s bank account. The Council’s financial year shall commence on July 1 in any year.

GENERAL MEETINGS
The Executive Committee may, whenever it thinks fit, and shall if requested to do so in writing by ten percent of Sponsor Members and Corporate Members of the Council, convene a General meeting of the Committee to deal with any particular matters.

ANNUAL GENERAL MEETINGS
There shall be an Annual General Meeting of the Council which shall be held within five months of the end of the financial year. The business of the Annual General Meeting shall be:

  1. to elect the Executive Committee;
  2. to elect Office Bearers;
  3. to receive the Annual Report of the President;
  4. to receive a statement of accounts duly audited and certified for the preceding financial year;
  5. to appoint an auditor for the ensuring year, and
  6. to transact such other business of which due notice has been given or which, in the opinion of the meetings, it is expedient to consider.

QUORUM
A quorum for a meeting of the Council shall consist of not less than ten (10) representatives of Sponsor Members and Corporate Members present in person or by proxy. A quorum for a meeting of the Executive Committee shall consist of not less than five (5) members. Members of the Executives Committee may be represented by alternates or by proxy.

VOTING
At any meeting of the Council or the Executive Committee, the members (including the Chairman but excluding Associate Members) present person or by proxy shall be entitled to one vote only on each matter deliberated. Except as provided is sub-clause 5(g) and Clause 16 all resolutions shall require an affirmative vote of the majority of those present and entitled to vote in person or by proxy.

NOTICES
Subject to agreements for shorter notice fourteen (14) days’ notice at least specifying the place, the day and the hour of meeting and in the case of special business the general nature of that business, shall be given to such persons who are entitled to receive such notice from the Council.

SUB-COMMITTEES
The Council and the Executive Committee are empowered to authorise the setting up of Sub-Committees/Working Parties for the purpose of carrying out specific projects identified by the Council.

SECRETARIAT
The Secretariat of the Committee shall be provided initially by the Fiji Employers’ Consultative Association or its successor in title. There shall be a Secretary who shall be the Director (or his successor in title) of the Fiji Employers’ Consultative Association. The Secretary will be responsible for the day-to-day administration of the Council’s affairs and responsible for executing the decisions of the Council of Executive Committee.

JOINT NATIONAL COUNCIL MEETING
When Joint Council Meeting are held in Fiji the various expenses associated with the preparation and operation of the Joint Council Meeting shall be met by this Council from contributions and/or levies on its members; provided that in all cases delegates to any Joint Council Meeting will be responsible for travel, accommodation and other expenses.

AMENDMENTS TO CONSTITUTION
The Council in General Meeting may amend this Constitution by a two-third majority vote at a meeting for which due notice has been given.

WINDING UP
In the event that it is resolved that the Council be wound up, the resolution affecting such dissolution shall prohibit the payment or distribution of any surplus assets among the members of the Council and require them to be given or transferred to some other institution or institutions having objects similar to the Council and which impose appropriate prohibitions on the distribution of its or their income and property among its or their members.