Draft Constitution of SLAA Australian Intergroup Incorporated

Background and FAQ


Under the Associations Incorporation Act 2009

Part 1 Preliminary

1 Definitions

  1. In this constitution:

The name of the association is SLAA Australian Intergroup Incorporated (referred to in this constitution as “Intergroup”).

exercise a function includes perform a duty. 

function includes a power, authority or duty. 

GR means a Group Representative elected or nominated by a SLAA meeting or group.

General Meeting refers to Intergroup General Meetings, Intergroup Annual General Meetings and Intergroup Special General Meetings

Intergroup General Meeting means a general meeting of the association for the purposes of the  Associations Incorporation Act 2009 (NSW).  

Intergroup Annual General Meeting  means the annual general meeting required under section 37 of the Associations Incorporation Act 2009 (NSW).

Intergroup Special General Meeting, means a special general meeting under the Associations Incorporation Act 2009 (NSW).

Intergroup member means a Trusted Servant or Group Representative (GR). 

Register of members means the register of members maintained under clause 5. 

Secretary, of Intergroup, means: 

(a) the person holding office under this constitution as secretary, or

(b) if no person holds that office—the public officer of Intergroup

self-defined sobriety means  Self defined activities which we refrain from in order to experience our physical, mental, emotional, sexual and spiritual wholeness.

SLAA or S.L.A.A. refers to Sex and Love Addicts Anonymous

SLAA Australian Member is a SLAA member resident in Australia

SLAA Australian Group means a group of two or more persons who meet together for the purpose of mutual aid in recovering from sex and love addiction, that:

(a) identifies itself as a Sex and Love Addicts Anonymous (SLAA) group;

(b) has no affiliation other than SLAA; and

(c) ordinarily meets in Australia or is a virtual meeting based in an Australian time zone.

SLAA Member defined as a person with a desire to stop living out a pattern of sex and love addiction 

slip is the loss of self defined sobriety

special general meeting, of Intergroup, means a general meeting of Intergroup other than an annual general meeting. 

subcommittee means a subcommittee established under clause 21. 

the Act means the Associations Incorporation Act 2009. 

the Regulation means the Associations Incorporation Regulation 2022. 

Trusted Servant means an SLAA Australian member  who is elected to an office referred to in clause 15(1)(a)(i)–(vii). 

voting members refers to Trusted Servants and Group Representatives (GRs) as defined in this constitution. 

(2) The Interpretation Act 1987 applies to this constitution as if it were an instrument made under the Act.

Note: The Act and the Interpretation Act 1987 contain definitions and other provisions that affect the interpretation and application of this constitution. The Interpretation Act 1987 applies to this constitution as if it were an instrument made under the Act. The Act, Part 4 deals with various matters relating to the management of associations. 

Part 2 Members of Intergroup

2 Objects/Purpose(s)

The objects and purposes of Intergroup are to act as a communications and service centre for all SLAA in-person groups in Australia and all virtual (phone or web) groups based in Australia. Its primary purpose in providing these services is to assist those groups to carry out Tradition Five: Each group has but one primary purpose—to carry its message to the sex and love addict who still suffers.

(1) These services include, but are not limited to: 

(a) Building unity among Australian SLAA groups and meetings; 

(b) Creating a spirit of fellowship among sex and love addicts as a vehicle for recovery; 

(c) Serving as a medium for ordering and distributing SLAA Conference-approved literature and merchandise; 

(d) Facilitating the planning and promotion of SLAA-related events including conventions, workshops, socials, dinners, fund-raisers, retreats and special events; 

(e) Facilitating the exchange of information between Australian SLAA groups and The Augustine Fellowship, S.L.A.A., Fellowship Wide Services, Inc. 

(2) A person who is not an individual is not eligible to be a member of the association.

3 Membership Generally 

(1) The members of Intergroup are:

(a) the Trusted Servants elected or appointed under this Constitution; and

(b) one Group Representative (“GR”) appointed by each SLAA Australian Group

(2) A person becomes a member of Intergroup automatically upon:

(a) election or appointment as a Trusted Servant; or

(b) appointment as a GR by an eligible SLAA Australian Group, and remains a member until their membership ceases under clause 13.

(3) A SLAA Australian Group is entitled to appoint a GR

4 Register of Members 

(1) Intergroup must establish and maintain a Register of Members in accordance with the Act.


(2) The Register of Members must contain, for each member:
(a) the member’s full legal name;
(b) the member’s email address or other address for service;
(c) the member’s class of membership (Group Representative or Trusted Servant);
(d) if the member is a Group Representative, the name of the SLAA Australian Group represented by the member;
(e) if the member is a Trusted Servant, the office or position held by the member;
(f) the date on which the member became a member; and
(g) if applicable, the date on which the member ceased to be a member.

(3) The Register of Members is maintained solely for the purposes of complying with the Act and administering the affairs of Intergroup.

(4) Consistent with SLAA’s Tradition of anonymity, information contained in the Register of Members must be treated as confidential and must not be disclosed except:
(a) as required by the Act or any other law;
(b) with the consent of the member concerned; or
(c) as reasonably necessary for the administration of Intergroup.

(5) A member may obtain a copy of the Register of Members, or part of the Register, to the extent permitted by the Act, on payment of a fee determined by Intergroup, being not more than the maximum amount permitted by the Act or Regulation.

(6) Nothing in this clause prevents a member from participating in Intergroup meetings and activities using a first name, pseudonym, or other fellowship identifier.

(7) A member must notify the Secretary, or other person responsible for maintaining the Register of Members, of any change to the information recorded in the Register within a reasonable time after the change occurs.

Note: The Act contains provisions relating to the keeping, inspection and use of the Register of Members.(b) it is necessary to comply with a requirement of the Act or the Regulation.

Background and FAQ

5 Fees and Subscriptions 

No entrance fee or annual subscription fee is required to be paid to Intergroup by a person whose application to be a member of Intergroup has been approved.

6 Members’ Liabilities 

Members are not liable for the debts and liabilities of the association solely by reason of being members.

7 Disciplinary Action Against Members 

(1) A person may make a complaint to the Intergroup that a member of Intergroup has: 

(a) failed to comply with a provision of this constitution, or

(b) wilfully acted in a way prejudicial to the interests of Intergroup.

(2) The Intergroup may refuse to deal with a complaint if the Intergroup considers the complaint is trivial or vexatious. 

(3) If the Intergroup decides to deal with the complaint, the Intergroup must: 

(a) serve notice of the complaint on the member, and

(b) give the member at least 14 days from the day the notice is served on the member within which to make submissions to the Intergroup about the complaint, and

(c) consider any submissions made by the member.

(4) The Intergroup may, by resolution, expel the member from Intergroup or suspend the member’s membership if, after considering the complaint, the Intergroup is satisfied that: 

(a) the facts alleged in the complaint have been proved, and

(b) the expulsion or suspension is warranted.

(5) If the Intergroup expels or suspends the member, the secretary must, within 7 days of that action being taken, give the member written notice of: 

(a) the action taken, and

(b) the reasons given by the Intergroup for taking the action, and

(c) the member’s right of appeal under clause 9.

(6) The expulsion or suspension does not take effect until the later of the following: 

(a) the day the period within which the member is entitled to exercise the member’s right of appeal expires, or

(b) if the member exercises the member’s right of appeal within the period—the day Intergroup confirms the resolution under clause 9.

8 Right of Appeal Against Disciplinary Action 

(1) A member may appeal against a resolution of the Intergroup under clause 7 by lodging a notice of appeal with the secretary within 7 days of being served notice of the resolution. 

(2) The member may include, with the notice of appeal, a statement of the grounds on which the member intends to rely for the purposes of the appeal. 

(3) The secretary must notify the Intergroup that the secretary has received a notice of appeal. 

(4) If notified that a notice has been received, the Intergroup must call a general meeting of Intergroup to be held within 28 days of the day the notice was received. 

(5) At the general meeting: 

(a) no business other than the question of the appeal is to be transacted, and

(b) the member must be given an opportunity to state the member’s case orally or in writing, or both, and

(c) the Intergroup must be given the opportunity to state the Intergroup’s case orally or in writing, or both, and

(d) the members present must vote by secret ballot on the question of whether the resolution should be confirmed or revoked.

(6) The appeal is to be determined by a simple majority of votes cast by the members. 

9 Resolution of Internal Disputes 

1.⁠ ⁠Application

This clause applies to disputes between:

(a) an Intergroup member and an Intergroup member about an issue relating to Intergroup matters;

or

(b) a SLAA Australian member and the Intergroup, about an issue relating to Intergroup matters;

or 

(c) a SLAA Australian member and an Intergroup member, about an issue relating to Intergroup matters.

2.⁠ ⁠Initial Resolution

The parties must attempt to resolve the dispute informally within 14 days of notice of the dispute being notified to the Intergroup Secretary.

3.⁠ ⁠Mediation 

If the dispute is not resolved, either party may refer the matter to mediation.

Mediation may be conducted by:

(a) an independent mediator agreed by the parties; or

(b) a mediation service provider agreed by the parties.

Participation in mediation is voluntary.

4.⁠ ⁠Referral to Intergroup Trusted Servants . 

If the dispute is not resolved within 28 days (whether or not mediation occurs), the dispute must be referred to the Intergroup.

Intergroup must:

(a) notify all parties of a meeting to consider the dispute;

(b) allow each party a reasonable opportunity to present their case;

(c) act in good faith and with procedural fairness.

5.⁠ ⁠Escalation to full Intergroup

If:

(a) a party is not satisfied with the Trusted Servant’s  decision; or

(b) the dispute involves the Trusted Servants; the dispute must be referred to a general meeting of Intergroup

(c) a member who is a party to the dispute must not vote

6.⁠ ⁠General Meeting Determination

At the general meeting:

(a) all parties must be given a reasonable opportunity to be heard;

(b) members must act in good faith and in the interests of the association;

(c) the dispute is determined by ordinary resolution of members present and voting.

(d) a member who is a party to the dispute must not vote

7.⁠ ⁠Procedural Fairness

In all steps of this clause:

(a) each party must be given notice of the dispute and the process;

(b) each party must be given an opportunity to be heard;

(c) decision-makers must act without bias.

8.⁠ ⁠Finality of Decision

A resolution of members under clause 6 is final and binding on the parties, subject to any rights under law.

9.⁠ ⁠Preservation of Legal Rights

Nothing in this clause prevents a party from seeking relief from a court or tribunal of competent jurisdiction.

10 Membership Entitlements Not Transferable

A right, privilege or obligation that a person has because the person is a member of Intergroup: 

(a) cannot be transferred to another person, and

(b) terminates once the person ceases to be a member of Intergroup.

11 Member Resignation 

(1)   A member of Intergroup may resign from being a member by giving the secretary written notice. 

(2) The member ceases to be a member on the expiration of the notice period. 

12 Cessation of Membership 

A person ceases to be a member of Intergroup if the person:

(a) dies; or

(b) resigns from membership of Intergroup by written notice to the Secretary; or

(c) is expelled from Intergroup in accordance with this Constitution; or

(d) ceases to hold office as a Trusted Servant and is not re-elected or reappointed to any office; or

(e) ceases to be the duly appointed Group Representative of a qualifying SLAA group; or

(f) the SLAA group that appointed the person withdraws or replaces that appointment.

Background and FAQ

Part 3 Committee of Trusted Servants 

Division 1 Constitution

13 Functions of Committee

Subject to the Act, the Regulation, this constitution and any resolution passed by Intergroup in general meeting, the Committee: 

(a) is to control and manage the affairs of Intergroup, and

(b) may exercise all the functions that may be exercised by Intergroup, other than a function that is required to be exercised by Intergroup in general meeting and has power to do all things that are necessary or convenient to be done for the proper management of the affairs of Intergroup.

14 Composition of Committee

(1) These permanent members of the Committee, as elected in accordance with clause 16, are required to be filled: 

(a) the Chair,

(b) the Public Officer,

(c) the Treasurer.

(2) Other permanent committee members are:

(a) the Vice-Chair,

(b) the Literature / Store Person,

(c) the Enquiries Person,

(d) the Webmaster,

(e) Meeting Database Manager,

(f) Secretary.

(3) A Trusted Servant may hold up to 2 offices, other than: 

(a) both the offices of chair and vice-chair or treasurer or public officer. 

(b) both the offices of chair and Secretary

(c) public officer and chair or treasurer

(4) The requisite qualifications for a public officer, or a Trusted Servant are: 

(a) The person identifies as a sex and love addict and regularly attends a group qualified to appoint a GR to Intergroup under clause 3(4). 

(b) The person has three months self-defined sobriety free from sex and love addiction. 

(c) the person must be at least 18 years old.

(5) Trusted Servants may not simultaneously hold a position of GR to Intergroup. 

(6) If Intergroup appoints a GR as a Trusted Servant, their GR position is automatically deemed vacant. 

(7) Trusted Servants may not simultaneously hold any service position in another SLAA Intergroup. 

Note: The Act, section 28 contains requirements relating to membership eligibility and composition of the Intergroup. 

15 Election of Trusted Servants  

(1) Any SLAA Australian member, meeting the prerequisites set out in clause 14 (4), may be nominated as a candidate for election as a Trusted Servant. 

(2) A nomination may be made before the meeting in written or electronic form and given to the secretary before the annual general meeting

(3) A call for further nominations must be made at the meeting.

(4) A nomination made at the meeting in response to a call for further nominations must be made in the way directed by the member chairing at the meeting. 

(5) Vacancies that remain after a call for further nominations are taken to be casual vacancies. 

(6)  All nominations require a proposer and seconder before proceeding  to ballot

(7) A ballot must be held for all positions at the meeting in the way directed by Intergroup. 

16 Terms of Office 

(1) Subject to this constitution, a Trusted Servant  holds office from the day the member is elected until immediately before the next annual general meeting. 

(2) A SLAA Australian member is eligible, if otherwise qualified, for re-election. 

(3) There is no limit on the number of consecutive terms for which a Trusted Servant  may hold office. 

17 Vacancies in Office 

(1) A casual vacancy in the office of a Trusted Servant  arises if the member: 

(a) dies, or

(b) ceases to be a member of Intergroup, or

(c) resigns from office by written notice given to the secretary, or

(d) is removed from office by Intergroup under this clause, or

(e) is absent from 3 consecutive meetings of the Intergroup without the consent of the Intergroup, or

(f) becomes an insolvent under administration within the meaning of the Corporations Act 2001 of the Commonwealth, or

(g) is prohibited from being a director of a company under the Corporations Act 2001 of the Commonwealth, Part 2D.6, or

(h) is convicted of an offence involving fraud or dishonesty for which the maximum penalty is imprisonment for at least 3 months, or 

(i) becomes a mentally incapacitated person. 

(2) If a Trusted Servant has a slip in their sobriety, they need not vacate their position. However, if the person has a second slip within three months, their position is automatically deemed vacant. 

(3) On the expiry of a Trusted Servant’s term, the position shall be deemed vacant. 

(4) Intergroup in general meeting may, by resolution: 

(a) remove a Trusted Servant  from office at any time, and

(b) appoint another SLAA Australian member to hold office for the balance of the Trusted Servant’s term of office.

(5) An Trusted Servant  to whom a proposed resolution referred to in subclause (5) relates may: 

(a) give a written statement, of a reasonable length, to the chair or secretary, and

(b) request that the Intergroup send a copy of the statement to each Intergroup member at least 7 days before the general meeting at which the proposed resolution will be considered.

(6) If the Intergroup fails to send a copy of a statement received under subclause (6)(a) to each member in accordance with a request made under subclause (6)(b), the statement must be read aloud by the member chairing at the general meeting at which the proposed resolution will be considered. 

(7) The Intergroup may appoint a SLAA Australian member to fill a casual vacancy (9) Subject to this constitution, a SLAA Australian member appointed to fill a casual vacancy holds office until the next annual general meeting. 

18 Secretary 

(1) As soon as practicable after being elected as secretary, the secretary must lodge a notice with Intergroup specifying the secretary’s address. 

(2) The secretary must keep minutes of: 

(a) all elections of Intergroup members, and

(b) the names of Intergroup members present at a meeting of the Intergroup or a general meeting, and

(c) all proceedings at Intergroup meetings and general meetings.

(3) The minutes must be: 

(a) kept in written or electronic form, and

(b) for minutes of proceedings at a meeting—signed, in writing or by electronic means, by:

(i) the member who presided at the meeting, or

(ii) the member chairing at the subsequent meeting.

(4) The Secretary shall convene normal meetings to be held on the normal meeting date as decided by Intergroup. 

(5) The Secretary shall convene a special meeting at any time on the request of: 

(a) The Chair, in which case the meeting shall be convened on a date determined by the Chair; or

(b) On the written request of any four voting members of Intergroup, in which case the meeting must be convened within 14 days of receipt of that request. 

(6) The written request referred to in subclause (5)(b) may be made by e-mail to the Secretary from each of the voting members requesting the meeting. 

19 Treasurer 

The treasurer of Intergroup must ensure— 

(a) all money owed to Intergroup is collected, and

(b) all payments authorised by Intergroup are made, and

(c) correct books and accounts are kept showing the financial affairs of Intergroup, including full details of receipts and expenditure relating to Intergroup’s activities.

20 Delegation to Subcommittees 

(1) The Intergroup may: 

(a) establish 1 or more subcommittees to assist the Intergroup to exercise the Intergroup’s functions, and

(b) appoint 1 or more SLAA members to be the members of the subcommittee.

(2) The Intergroup may delegate to the subcommittee the exercise of the Intergroup’s functions specified in the instrument, other than: 

(a) this power of delegation, or

(b) a duty imposed on the Intergroup by the Act or another law.

(3) Intergroup may appoint such subcommittees as required to carry out its purpose, comprising such individuals as Intergroup shall decide. 

(4) The Chair, Treasurer and Secretary of the Intergroup shall be ex-officio members of all standing and ad-hoc subcommittees. 

Note: The Interpretation Act 1987, section 49 deals with various matters relating to delegations. 

Background and FAQ

Division 2 Procedure

21 Committee Meetings 

(1) The Committee  must meet at least 3 times in each 12-month period at the place, manner and time determined by the Committee. 

(2) Additional meetings of the Committee may be called by any Committee member. 

(3) The procedure for calling and conducting business at a meeting of a subcommittee is to be as determined by the subcommittee. 

(4) The duties of Trusted Servants shall be as specified by Intergroup from time to time. 

(5) Intergroup may by majority vote appoint any person as a temporary Trusted Servant to carry out such duties as may be specified by Intergroup for such term as may be specified by Intergroup, but not beyond the next Annual General Meeting. 

(6)  All decisions by the Committee must be reported to the next Intergroup General Meeting or Intergroup Annual General Meeting, whichever occurs first.

Note: The Act, section 30(1) provides that Intergroup meetings may be held as and when Intergroup’s constitution requires. 

22 Notice of Committee Meeting 

(1) The secretary must give each Committee member oral or written notice of a meeting of the Committee at least 48 hours, or another period on which the Committee members unanimously agree, before the time the meeting is due to commence. 

(2) The notice must describe the general nature of the business to be transacted at the meeting. 

(3) The only business that may be transacted at the meeting is: 

(a) the business described in the notice, and

(b) business that the Intergroup members present at the meeting unanimously agree is urgent business.

23 Quorum 

(1) The quorum for a physical or Zoom  meeting of the Committee is 3 (three) members. 

(2) No business may be transacted by the Committee unless a quorum is present. 

(3) If a quorum is not present within half an hour of the time the meeting commences, the meeting is adjourned: 

(a) to the same place, and

(b) to the same time of the same day in the following week.

(4) If a quorum is not present within half an hour of the time the adjourned meeting commences, the meeting is dissolved. 

(5) If the number of Committee members is less than the number required to constitute a quorum for an Committee meeting,  Committee  members may appoint 1 or more SLAA Australian members as Trusted Servants  to enable the quorum to be constituted. 

(6) A SLAA Australian Member member appointed under subclause (5) holds office, subject to this constitution, until the next general meeting. 

(7) This clause does not apply to the filling of a casual vacancy to which clause 17 applies. 

Note: The Act, section 28A provides for the filling of vacancies on the Intergroup to constitute a quorum. 

24 Presiding Committee Member 

(1) The following Intergroup member presides at a meeting of the Committee: 

(a) the chair,

(b) if the chair is absent—the vice-chair,

(c) if both the chair and vice-chair are absent—one of the members present at the meeting, as elected by the other members.

25 Voting 

A decision supported by a majority of the votes cast at a meeting of the Committee  or a subcommittee at which a quorum is present is the decision of the Committee  or subcommittee. 

26 Acts Valid Despite Vacancies or Defects 

(1) Subject to clause 24(1), the Committee may act despite there being a casual vacancy in the office of a Trusted Servant. 

(2) An act done by the Committee  or subcommittee is not invalidated because of a defect relating to the qualifications or appointment of a member of the committee or subcommittee. 

27 Committee Meetings by Electronic Means

(1) The Committee may meet and transact business in person or by the use of any technology approved by the Committee, including telephone, video conferencing, Zoom, WhatsApp, email, or other electronic communication platform.

(2) A Committee member participating in a meeting by electronic means is taken to be present at the meeting and, if applicable, taken to form part of the quorum.

(3) A Committee meeting conducted by electronic means must ensure that:

(a) all participating Committee members are able to communicate with each other during the meeting, either simultaneously or through an agreed electronic process,

(b) all Committee members are given reasonable notice of the meeting and of any motions or papers to be considered,

(c) all Committee members are given a reasonable opportunity to participate in discussion and decision-making,

(d) votes are clearly recorded, and

(e) minutes of the meeting and all resolutions are recorded and retained by the Secretary 

(4) The Committee may make decisions by circulation of papers or messages electronically, including by email or WhatsApp, without holding a live meeting.

(5) A resolution circulated electronically is taken to be a valid resolution of the Committee if:

(a) notice of the proposed resolution is provided to all Committee members,

(b) a majority of Committee members entitled to vote approve the resolution by electronic communication, and

(c) the votes of Committee members are recorded by the Chair or Secretary.

(6) The Committee may determine procedures for the conduct of electronic meetings and electronic voting, provided those procedures are consistent with this Constitution and the Associations Incorporation Act 2009 (NSW).

Note: The Act, section 30(2) and (3) contains requirements relating to meetings held at 2 or more venues using technology. 

Background and FAQ

Part 4 Intergroup Meetings 

28 Intergroup General Meetings 

(1) A minimum of 5 Intergroup General Meetings must be held per calendar year. . 

(2) The business that may be transacted at an Intergroup General Meeting includes the following: 

(a) confirming the minutes of the previous Intergroup General Meeting and any special general meetings held since the previous Intergroup General Meeting,

(b) receiving reports from the Intergroup Trusted servants on activities since their last report,

(c) voting on recommendations from Intergroup Trusted Servants

(d)   electing Trusted Servants  

(e) other matters raised by Intergroup members

29 Intergroup Annual General Meetings 

(1) Intergroup must hold Intergroup’s first annual general meeting within 18 months of the day Intergroup was registered under the Act. 

(2) Intergroup must hold subsequent annual general meetings within: 

(a) 6 months of the last day of Intergroup’s financial year, or

(b) the later period allowed or prescribed in accordance with the Act, section 37(2)(b).

(3) Subject to the Act and subclauses (1) and (2), the annual general meeting is to be held at the place and time determined by the Intergroup. 

(4) The business that may be transacted at an annual general meeting includes the following: 

(a) confirming the minutes of the previous annual general meeting and any special general meetings held since the previous annual general meeting,

(b) receiving reports from the Intergroup on Intergroup’s activities during the previous financial year,

(c) electing Trusted Servants 

(d) receiving and considering financial statements or reports required to be submitted to members of Intergroup under the Act.

(e) other urgent matters

Note: The Act, section 37(1) and (2) provides for when annual general meetings must be held. 

30 Intergroup Special General Meetings 

(1) The Intergroup may call a special general meeting whenever the Intergroup thinks fit. 

(2) The Intergroup must call a special general meeting if the Intergroup receives a request made by at least 10% of the total number of members. 

(3) The request: 

(a) must be in writing, and

(b) must state the purpose of the meeting, and

(c) must be signed by the members making the request, and

(d) may consist of more than 1 document in a similar form signed by 1 or more members, and

(e) must be lodged with the secretary, and

(f) may be in electronic form and signed and lodged by electronic means.

(4) If the Intergroup fails to call a special general meeting within 1 month of the request being lodged, 1 or more of the members who made the request may call a special general meeting to be held within 3 months of the date the request was lodged. 

(5) A special general meeting held under subclause (4) must be conducted, as far as practicable, in the same way as a general meeting called by the Intergroup. 

Note: The Act, section 39 sets out requirements relating to the calling of special general meetings, including meetings requested by members.

31 Notice of General Meetings 

(1) The secretary must give each member notice of a general meeting: 

(a) if a matter to be determined at the meeting requires a special resolution—at least 21 days before the meeting, or

(b) otherwise—at least 14 days before the meeting.

(2) The notice must specify: 

(a) the place and time at which the meeting will be held, and

(b) the nature of the business to be transacted at the meeting, and

(c) if a matter to be determined at the meeting requires a special resolution—that a special resolution will be proposed, and

(d) for an annual general meeting—that the meeting to be held is an annual general meeting.

(3) The only business that may be transacted at the meeting is: 

(a) the business specified in the notice, and

(b) for an annual general meeting—business referred to in clause 29(4).

(4) A member may give written notice to the secretary or chair of business the member wishes to raise at a general meeting. 

(5) If the secretary or chair receives a notice under subclause (4), the secretary or chair must specify the nature of the business in the next notice calling a general meeting. 

32 Quorum 

(1) The quorum for all general meetings is 5 Intergroup members entitled to vote under this constitution. 

(2) No business may be transacted at a general meeting unless a quorum is present. 

(3) If a quorum is not present within half an hour of the time the meeting commences, the meeting: 

(a) if called on the request of members—is dissolved, or

(b) otherwise—is adjourned:

(i) to the same time of the same day in the following week, and

(ii) to the same place, unless another place is specified by the member chairing at the meeting at the time of the adjournment or in a written notice given to members at least 1 day before the adjourned meeting.

(4) If a quorum is not present within half an hour of the time an adjourned meeting commences, but there are at least 3 members present, the members present constitute a quorum. 

33 Adjourned Meetings 

(1) The member chairing at a general meeting may, with the consent of the majority of the members present, adjourn the meeting to another time and place. 

(2) The only business that may be transacted at the adjourned meeting is the business remaining from the meeting at which the adjournment took place. 

(3) If a meeting is adjourned for at least 14 days, the secretary must give each member oral or written notice, at least 1 day before the adjourned meeting, of: 

(a) the time and place at which the adjourned meeting will be held, and

(b) the nature of the business to be transacted at the adjourned meeting.

34 Presiding Member 

(1) The following member presides at a general meeting: 

(a) the chair,

(b) if the chair is absent—the vice-chair,

(c) if both the chair and vice-chair are absent—1 of the members present at the meeting, as elected by the other members.

(2) General Meetings of Intergroup shall be chaired by the Chair. In their absence, a voting member of Intergroup appointed by the meeting shall chair the meeting. 

35 Voting 

(1) An Intergroup member is not entitled to vote at a general meeting unless the member is at least 18 years of age. 

(2) Each Trusted Servant and each GR shall have one vote. 

(3) Each member has 1 vote only.

(4) A question raised at the meeting must be decided by: 

(a) a show of hands (physical with a camera on or digital feature within a platform),

(b) if clause 37 applies—an appropriate method as determined by the Intergroup.

(5) If a question is decided using a method referred to in subclause (4)(a) or (b), either of the following is sufficient evidence that a resolution has been carried, whether unanimously or by a majority, or lost, using the method: 

(a) a declaration by the member chairing at the meeting,

(b) an entry in Intergroup’s minute book.

(6) A member cannot cast a vote by proxy. 

(7) Decisions of Intergroup shall be by simple majority, except for amendments of this Constitution as specified in clause 37. 

(8) In the event of a tie, a second vote is held with a round robin held to ascertain additional thoughts or comments. If the result of the second ballot is also a tie, the chair shall declare the motion lost.

(9) In addition to Trusted Servants and GRs, any person identifying as a sex and love addict who regularly attends any group qualified to appoint a GR to Intergroup may attend and speak at Intergroup meetings. However, only Trusted Servants and GRs are entitled to vote. 

(10) Other persons may attend and speak at Intergroup meetings at the invitation of Intergroup. 

36 Transaction of Business Outside Meetings or by Telephone or Other Means 

(1) Intergroup may transact its business by the circulation of papers, on the Intergroup WhatsApp Group. 

(2) If Intergroup transacts business by the circulation of papers, a written resolution, approved in writing by a majority of members, is taken to be a decision of Intergroup made at a general meeting. 

(3) Intergroup may transact its business at a general meeting at which 1 or more members participate by telephone or other electronic means, provided a member who speaks on a matter can be heard by the other members. 

(4) The member chairing at the meeting and each other member have the same voting rights as they would have at an ordinary meeting of Intergroup for the purposes of: 

(a) the approval of a resolution under subclause (2), or

(b) a meeting held in accordance with subclause (3).

(5) A resolution approved under subclause (2) must be recorded in the minutes of the meetings of Intergroup. 

Note: The Act, section 37(3) and (4) contains requirements relating to meetings held at 2 or more venues using technology. Electronic votes should be in compliance with The Act section 38-39.

Background and FAQ

Part 5 Administration

37 Change of Name, Objects or Constitution 

(1) Any changes to this Constitution may only take place, by special resolution, after one month’s notice of the amendment has been given to SLAA Australian members, including all Intergroup members, via

(a) a news item on the website slaa.org.au   

(b) the Intergroup Newsletter 

(c) the Intergroup WhatsApp Group, and

(d) the publication of the Minutes of the Meeting where notice was made. 

(2) This Constitution may only be amended by 75% majority vote of Intergroup members attending a General Meeting. .

(3) An application for registration of a change in Intergroup’s name, objects or constitution made under the Act, section 10 must be made by the Public Officer or any other Trusted Servant.

Note: Any amendment must be passed by special resolution in accordance with the Associations Incorporation Act 2009 (NSW).

38 Funds 

(1) Subject to a resolution passed by Intergroup, Intergroup’s funds may be derived from the following sources only: 

(a) donations from SLAA Groups and Members,  made in accordance with the SLAA Seventh Tradition,

(b) proceeds of the sale of literature, registration for events or other goods,

(c) other sources as determined by the Intergroup.

(2) Subject to a resolution passed by Intergroup, Intergroup’s funds and assets must be used to pursue Intergroup’s objects in the way that the Intergroup determines. 

(3) As soon as practicable after receiving money, Intergroup must: 

(a) deposit the money, without deduction, to the credit of Intergroup’s authorised deposit-taking institution account, and

(b) create and retain an appropriate record of the amount received and the source of the funds; and

(c) provide a receipt to the person from whom the money was received if:

(i) the money is received in cash; or

(ii) the person or group requests a receipt.

(4) A cheque or other negotiable instrument must be signed by 2 authorised signatories. 

Note: The Act, section 36 provides for the appointment of authorised signatories. 

39 Insurance 

Intergroup may take out and maintain insurance as appropriate for Intergroup’s assets and liabilities and to maintain third-party coverage. 

40 Non-Profit Status 

(1) Subject to the Act and the Regulation, Intergroup must not conduct Intergroup’s affairs in a way that provides a pecuniary gain for a member of Intergroup. 

(2) No part of the assets of Intergroup shall ever be distributed to its Trusted Servants, members, trustees, officers, or other private persons. 

(3) Intergroup may pay compensation for services rendered and reimburse individuals for expenses incurred. 

(4) Intergroup may from time to time make donations to The Augustine Fellowship, S.L.A.A., Fellowship-Wide Services, Inc. 

Note: See the Act, section 40. 

41 Service of Notices 

(1) For the purposes of this constitution, a notice may be given to or served on a person: 

(a) by delivering the notice to the person personally, or

(b) by sending the notice by pre-paid post to the address of the person, or

(c) by sending the notice by electronic transmission to an address specified by the person for giving or serving the notice.

(2) A notice is taken to have been given to or served on a person, unless the contrary is proved: 

(a) for a notice given or served personally—on the date on which the notice is received by the person, or

(b) for a notice sent by pre-paid post—on the date on which the notice would have been delivered in the ordinary course of post, or

(c) for a notice sent by electronic transmission:

(i) on the date the notice was sent, or

(ii) if the machine from which the transmission was sent produces a report indicating the notice was sent on a later date—on the later date.

42 Custody of Records and Books 

Except as otherwise provided by this constitution, all records, books and other documents relating to Intergroup must be kept in New South Wales: 

(a) at Intergroup’s main premises, in the custody of either of the following persons, as determined by the Intergroup:

(i) the public officer,

(ii) a member of Intergroup, or

(b) if Intergroup has no premises—at Intergroup’s official address, in the custody of the public officer.

43 Inspection of Records and Books 

(1) The following documents must be available for inspection, free of charge, by members of Intergroup at a reasonable time: 

(a) this constitution,

(b) minutes of Intergroup meetings and general meetings of Intergroup,

(c) records, books and other documents relating to Intergroup.

(2) A member may inspect a document referred to in subclause (1): 

(a) in hard copy, or

(b) in electronic form, if available.

(3) A member may obtain a hard copy of a document referred to in subclause (1) on payment of a fee of not more than $1, as determined by the Intergroup, for each page copied. 

(4) The Intergroup may refuse to allow a member to inspect or obtain a copy of a document under this clause: 

(a) that relates to confidential, personal, commercial, employment or legal matters, or

(b) if the Intergroup considers it would be prejudicial to the interests of Intergroup for the member to do so.

44 Financial Year 

Intergroup’s financial year is: 

(a) the period commencing on the date of incorporation of Intergroup and ending on the following 30 June, and

(b) each period of 12 months after the expiration of the previous financial year, commencing on 1 July and ending on the following 30 June.

Note: The Regulation, section 21 contains a substitute clause 44 for certain associations incorporated under the Associations Incorporation Act 1984. 

45 Distribution of Property on Winding Up 

(1) Subject to the Act and the Regulation, in a winding up of Intergroup, the surplus property of Intergroup must be transferred to another organisation: 

(a) with similar objects, and

(b) which is not carried on for the profit or gain of the organisation’s members.

(2) In this clause: 

 surplus property has the same meaning as in the Act, section 65.

Background and FAQ