The AusIMM Charter and By-Laws
A review of AusIMM's constitution is currently underway. See below for more information on the changes being considered and your opportunity to input.
The Australasian Institute of Mining and Metallurgy was founded in 1893 as a group of individual minerals professionals working together with a focus on professional excellence. The AusIMM was later incorporated under the Companies Act, and in 1955 it was granted incorporation by 'Royal Charter' (the AusIMM Charter) in Australia and New Zealand.
The AusIMM Charter describes the core purposes of the AusIMM, establishes the Institute as a not-for-profit organisation, and requires that the Institute have a set of By-Laws (or 'Bye-Laws' as they are called in the Royal Charter).
The Institute's By-Laws establish key elements of the Institute's structure (for example membership grades, the existence of Branches and Societies and the AusIMM Board). The By-Laws also guide many elements of the AusIMM's operations and governance.
Together these two documents form the Institute's constitution. They are crucial in establishing the AusIMM as a not-for-profit professional institute focussed on the development and promotion of best practice professionalism across all mining disciplines. The Institute exists to benefit its members and the community at large, and this clarity of purpose must be maintained throughout the review process.
Review of the AusIMM Charter and By-Laws
A review of the AusIMM Charter and By-Laws is currently under way.
It is good practice to regularly review the governance arrangements for any organisation to ensure those arrangements remain current, robust and relevant – reflecting the needs of members and remaining at the forefront of good governance and community expectations.
There is duplication, overlap and inconsistency between the current AusIMM Charter and By-Laws. This duplication and inconsistency is not ideal, however the Charter does envisage that some of its provisions might be varied by the By-Laws, so the current inconsistencies are not believed to present any material governance risks.
In October 2014, the Board determined to establish a review taskforce of senior AusIMM members to review the AusIMM Charter and By-Laws. The Board asked the review taskforce to consider the recommendations of the 2014 Board review as part of its work (those recommendations are discussed below). The Board also put in place some interim changes to the conduct of the election of Board Directors and the President that partly achieve the change recommended by the Board review under the current By-Laws.
The AusIMM Board has established a taskforce to conduct the review of the Charter. It consists of:
- Dr Peter Lilly (former President 2006) – Chair
- Alice Clark (former President 2011-2012) – Deputy Chair
- Peter McCarthy (former President 2007-2008).
The taskforce will consult and liaise with members with an interest in the review, including with members who have been actively involved with the development of the current By-Laws.
Scope of the review
The review will examine the current AusIMM Charter and By-Laws of the Institute only.
The AusIMM Code of Ethics and other key documents of the Institute are not part of this review process.
Principles being applied in the review
The review process will be highly consultative, giving AusIMM members the opportunity to consider and contribute to the range of issues, and empowering members to ultimately pass judgement on the proposed changes at a future AusIMM general meeting.
Principles to guide the form of the revised AusIMM governance documents are proposed. The intention is to revise or replace the current Charter and By-Laws to support the development of more effective operations of the AusIMM in the future.
The guiding principles for this review and the revised AusIMM governance documents it will recommend are:
- best practice governance for a not-for-profit professional institute.
By applying these principles successfully, the review outcomes should underpin improvements in the operation of the AusIMM.
Previous discussion papers
In August 2016 the review taskforce released a short consultation paper seeking member feedback on four key topics:
- The objects and purpose of the AusIMM
- Grades of membership
- AusIMM's organisational structure
- AusIMM's Board and President
To access the discussion paper, please click here.
The results of this consultation was considered by the Taskforce as they prepared a final draft of the new Charter and By-laws for submission to the Board.
In October 2015, the review taskforce released a discussion paper to seek early input from AusIMM members. Comments on this early paper have now closed, but it can be accessed here
if you would like to review it.
The review taskforce in June 2016 released two further discussion papers for member input:
- A Review of the AusIMM Charter and By-Laws discussion paper which sets out preliminary recommendations and issues identified as requiring further consultation. To access this paper, click here.
- A discussion paper commissioned from independent corporate governance expert Geoff Carter (Managing Director of Strategic Governance Group Pty Ltd) regarding Board Structure, Composition and Operations. To access this paper, click here.
The period for submissions on these two discussion papers has now closed. The review taskforce is considering the input received and working towards recommendations to the AusIMM Board.
Next steps in the review
The review taskforce has made reform recommendations to the AusIMM Board, who will present a revised draft AusIMM constitution to Congress 2017. Details about future opportunities for discussion will be publicised on this webpage and via member newsletters as available.
If you have any questions or comments you would like to raise, please email firstname.lastname@example.org.
The current AusIMM Charter and By-Laws
The AusIMM was incorporated by Royal Charter in 1955. A proposed amendment to the AusIMM Charter was presented for approval in 2007, but lapsed after it was approved by AusIMM members due to an inability to obtain final legal approvals. For more information see the discussion paper for the current review of the AusIMM Charter and By-Laws.
The current AusIMM By-Laws were last amended in June 2013: