CONSTITUTION OF THE FOUNDATION FOR ASTRONOMY

1. INTERPRETATION

The following words and expressions in this constitution shall have the following meanings: “Foundation” means the Foundation for Astronomy within Macquarie University.

“Association” means any association (whether incorporated or unincorporated), firm or company.

“The University” means Macquarie University, New South Wales, 2109, Australia.

“The Vice-Chancellor” means the Vice-Chancellor for the time being of the University.

“The School” means the School of Mathematics, Physics, Computing and Electronics within the University.

“The Board” means the Board appointed in accordance with this constitution for the purpose of directing and managing the affairs of the Foundation, and having the powers conferred on it by the constitution.

“The Chairperson” means the Chairperson of the Board. Words importing the singular number only include the plural and vice versa.

2. NAME

The name of the Foundation shall be the Foundation for Astronomy within Macquarie University.

3. OFFICE

The office of the Foundation shall be at Macquarie University or such place as the Foundation may from time to time determine.

4. OBJECTIVES

The objectives of the Foundation shall be to further knowledge of Astronomy in the community at large and, without restricting the generality of the foregoing, in particular to: (I) Construct and administer an educational astronomical observatory at Macquarie University, in association with the School.

(ii) Encourage public use of such observatory.

(iii) Assist with funding of the observatory and its instrumentation.

(iv) Encourage students to pursue studies in astronomy.

(v) Assist with funding of relevant lectures, seminars and conferences within the University and encourage and support appropriate activities with outside persons, organisations or bodies with similar interests.

(vi) Oversee the maintenance and use of astronomical materials and equipment of the Observatory, in association with the School.

(vii) Provide grants to support research and teaching in astronomy, the grants to be administered by the School.

(viii) Admit to membership of the Foundation persons and associations upon such terms and with such privileges as may be determined from time to time.

(ix) Support the printing of publications and the issue thereof to members of the Foundation and others.

(x) Seek donations, gifts and bequests to the University for the furtherance of astronomy and organise activities for that purpose.

(xi) Do all such things as are conducive to the attainment of the above objectives or any of them.

5. MEMBERSHIP OF THE FOUNDATION

Membership of the Foundation shall be available to individual persons and Associations.

Any individual person having attained the age of eighteen (18) or Associations having an interest in the encouragement and promotion of the Foundation shall be eligible for Membership of the Foundation. Every such applicant for membership of the Foundation shall submit an application form in the form prescribed by the Board and signed by the applicant, together with such fee as is prescribed from time to time by the Board. The Board shall consider the application and may either approve or reject the same, the fee being returned in the latter case. The Board shall not be bound to give any reasons for rejection of any application. The rights and privileges of every member shall be personal to that member and shall not be transferable by an act of the member or by the operation of law. Continued membership shall be conditional upon payment of annual membership fees.

Substantial contributions to the work of the Foundation may be recognised by the granting by the Board of honorary memberships for periods determined by the Board, with rights and privileges equivalent to those of ordinary memberships.

Any individual person not having attained the age of eighteen (18) or who is a full-time student, having an interest in astronomy, shall be eligible for student membership of the Foundation. The method of application shall be as for normal membership.

Any member may withdraw from the Foundation by giving notice in writing to the Secretary whereupon the rights and privileges of membership shall cease.

6. RECEIPT OF MONIES

All monies received by, or on behalf of, or as a result of the activities of the Foundation shall be paid directly to the Bursar of the University to be expended as the University, with the advice of the Board, shall think fit for the promotion of the objectives of the Foundation and no portion of such monies shall be otherwise applied.

The University shall have the power to invest such monies on behalf of the Foundation for Astronomy in the manner and mode of investment as may be prescribed by its By-laws.

7. PATRON

The Patron of the Foundation shall be the Vice-Chancellor.

8. THE BOARD

There shall be a Board of the Foundation which shall be responsible for the direction and management of the affairs of the Foundation, and which shall have such powers as are necessary to carry out the objectives of the Foundation subject to the provisions of this Constitution. All members of the Board shall be entitled to vote at the meetings of the Board. The Board shall consist of:

a) The Vice-Chancellor or the Vice-Chancellor’s nominee

b) The Head of the School of Mathematics, Physics, Computing and Electronics or nominee

c) Two other members of the School of Mathematics, Physics, Computing and Electronics, one of whom shall be appointed by the Head of School

d) A nominee of the Executive of the NSW Branch of the British Astronomical Association

e) A nominee of the Executive of the Northern Districts Society for Amateur Astronomy

f) A nominee of the Council of the Astronomical Society of Australia

g) One person being a member of the Foundation and having been elected by the initial general meeting and thereafter annually at the annual general meeting.

9. MEETING OF THE BOARD

The Board shall meet at least twice each year, the first such meeting to be held within thirty (30) days of the preceding annual general meeting. At the first such meeting members of the Board shall appoint the following Office Bearers:

(a) Chairman

(b) Deputy Chairman

At any meeting of the Board the Chairman or the Chairman’s nominee shall take the chair.

At any meeting of the Board four (4) members shall constitute a quorum, at least two of whom shall be members of the University as provided in clauses 8(a), 8(b), 8(c).

At least seven (7) days’ notice shall be given of meetings of the Board.

10. GENERAL MEETINGS

An initial general meeting of interested persons shall be called by the Vice-Chancellor for the purpose of admission of initial members of the Foundation and to elect the person referred to in Clause 8(g) hereof.

An annual general meeting of the Foundation shall be held at lease once in each calendar year and the Board may at any time convene a special general meeting on the written request of at least ten (10) per centum of the Foundation.

At lease seven (7) days’ notice shall be given of general meetings of the Foundation.

11. VOTING

At any meeting of the Foundation individual persons who are members shall be entitled to one (1) vote. An association which is a member may be represented by a person who shall be entitled to one (1) vote.

12. FINANCIAL ACCOUNTS

The Bursar of the University shall be responsible for receiving gifts or donations, including all monies resulting from fundraising activities made for the purpose of the Foundation and shall hold and invest the funds of the Foundation subject to the terms of this Constitution. The Bursar shall produce a financial statement annually and, in addition, upon request for meetings of the Board, showing monies received and disbursed in accordance with recommendations of the Board and the University, a copy of which will be provided to all current members of the Board and to the Patron.

13. ALTERATIONS TO CONSTITUTION

This Constitution may be added to, amended or repealed in the period preceding and including the Foundation’s first annual general meeting by a resolution passed by a simple majority of votes of members at any special general meeting or the first annual general meeting and thereafter such addition to, alteration or repeal shall require a resolution passed by a two-thirds majority of votes of members at any special general meeting or annual general meeting. Any changes to the Constitution shall require the approval of University Council before becoming operative.

14. NOTICE TO MEMBERS

A notice may be given by the Foundation or the Board to any members either personally or by sending it by post, telegram, or facsimile to the address supplied by the member to the Foundation for the purpose of the giving of notices.

Where a notice is sent by post, service of the notice shall be deemed to be effected by properly addressing, preparing and posting a letter containing the notice and to have been effected in the case of a notice of a general meeting at the expiration of forty eight (48) hours after the letter containing the same is posted and in any other case at the time at which the letter would in the ordinary course of events be delivered.

15. ANNUAL REPORT

The Foundation shall submit an Annual Report to the University Council.

16. WINDING UP

In the event of the cessation of astronomical activities at the University the Board of the Foundation shall propose to the University the Board of the Foundation shall propose to the University Council the manner in which the assets of the Foundation shall be distributed for the furthering of astronomical educational activities in Australia.