6th AGM of the Council for the Humanities, Arts and Social Sciences.

4:45pm Tuesday, 27 October 2009
National Library of Australia
Parkes Place, Canberra

Proposed Constitution

The board sees good governance as one of the drivers of strong performance in achieving greater recognition and resources for the Humanities, Arts and Social Sciences.

Building a strong Board with accountability to members was a goal for 2009 alongside the new strategic plan, an upgrade of financial management and the constitution, and expanded use of emerging communications technologies. The board also committed to a skills audit and looked at the knowledge and experience required for the Board to give strategic direction to the Council and make it accountable to member organisations.

Mallesons Stephen Jaques generously offered pro-bono assistance in drafting changes to the Constitution to enable three changes which the board considers will improve governance:

1. Replacement of the one- year term for Board members with a provision that one-third of the Board retire at each AGM and that those retiring should be Board members who have been on the Board for the longest time. This would give better continuity and openness of process, with Board terms of up to three years.
2. Appointment of the President by the Board along with the other Executive positions.
3. Provision for appointment of up to two additional members of the Board to fill any skills and knowledge gaps following the election process.

Mallesons suggested that the CHASS Board also adopt a Board Charter to act as a guide to its operations and policies which should be available to members, but that this should be separate to the Constitution.

Mallesons also tidied up organisation of the Constitution so that it would be easier to use, which has meant renumbering provisions and some other procedural changes. A provision to ensure transition from the existing to the new has been inserted at 10.11 so that the 2009 AGM can consider the Constitution, resolve to adopt it, and then proceed to Board appointments in the same meeting under the new constitution.

Mallesons recommended that the Annual General Meeting should consider a special resolution for adoption of a new constitution rather than adopt changes provision by provision. The formal special resolution is included in the Agenda.

Download proposed Constitution     [PDF file size: 2MB]
View Current Constitution

For more information, please contact

Helen O'Neil
Executive Director
Phone: (02) 6201 2740
Email: director [at] chass.org.au

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