Category Archives for "Governance"

Sep 01

What every member should know about AUSTAT governance

By Michael Shellshear | Governance , ITM

Good governance is about the processes for making and implementing decisions. It’s about the best possible process for making those decisions.
In AUSTAT our governance is very clearly stated.

Map of AUSTAT Governance.

AUSTAT is an incorporated association under NSW state legislation. This means that all our processes must abide by the NSW Incorporations Act 2009.

When we hold a position with AUSTAT we can’t just do what we want, there are clear guidelines that determine our actions and our decisions.

AUSTAT has a Constitution called “the AUSTAT Constitution”. The AUSTAT Constitution is a formal document that spells out our values and what we are aiming to achieve.

In the commercial world, the AUSTAT Constitution would be called a “Policy document” because it contains all our policies. Policies tell an organisation what the values of the organisation are, what goals are appropriate for it to achieve and what their identity is as a professional organisation. Only members at our AGM can change policy through a 75% vote.

Constitutional change

From time to time, teacher members may suggest that changes are made to the AUSTAT Constitution. This may be important to give direction to AUSTAT Council about how to carry out our business or to indicate when there has been a change in what we want to achieve or the reasons that we want to achieve a goal. Constitutional change needs to be carefully thought out to ensure that the directions that we give to AUSTAT Council are clear and unambiguous. Changes need to be considered for knock-on effects, double meanings, that they accurately reflect the beliefs of the majority of members and that they are achievable.

It’s important that this process is reasoned, debated and careful.

AUSTAT Council

The AGM elects teacher members to represent their interests as an elected Council. Those “interests” are written down in the AUSTAT Constitution. It’s incumbent on AUSTAT Council to follow the directives of the members that have been voted for and passed at an AGM. Therefore, it is important for you to attend AGMs with a good understanding of the issues. If that’s not possible then giving a proxy to someone who will represent your beliefs is very important.

The AGM can ask Council to undertake tasks on its behalf that don’t involve Constitutional change, but be careful because AUSTAT Council is not empowered to undertake any task that goes against the AUSTAT Constitution.

Policies reflect the members’ beliefs and goals. Procedures are how AUSTAT Council systematically implements those stated goals.


AUSTAT Council has no other business but to administer the policy that is written in the AUSTAT Constitution. AUSTAT Council may NOT write or create new policy. Read Section 18 of the AUSTAT Constitution, you can find a copy of the AUSTAT Constitution in the AUSTAT website members’ section under ‘Forms and Processes’.

Council can write and implement “procedures”. Procedures are systematic instructions on how to implement the policy that is written in the AUSTAT Constitution. Procedures can’t be used to slip in new policy that hasn’t been approved by members. The procedures must reflect the policy that is in the AUSTAT Constitution.

Every elected member of AUSTAT Council has an equal vote. There is no Presidential role. The Chair does not have veto powers, nor can he/she enforce or over-ride any decision that is made by Council. The Chair may not make a decision on behalf of Council. Three elected members have special duties. The Chair must ensure that the AUSTAT Constitution (i.e. the wishes of the members) is upheld. The Chair acts as adjudicator, sets the monthly agenda, ensures that meetings take place, that Minutes are written and that “due process” is followed in all decisions. The Secretary administers communication including notice of meetings and correspondence. The Treasurer administers  members’ fees and ensures that all spending and invoicing is in accordance with the AUSTAT Constitution. All other Council members work together to administer the AUSTAT Constitution.

The AUSTAT Standing Committees

Standing Committees are not elected by teacher members. They are appointed by AUSTAT Council to assist Council in its administration of members’ business. Standing committees have no powers to write policy or procedures. They are constituted to only make recommendations to AUSTAT Council. This is an important safeguard.

Have a look at the AUSTAT Constitution and these working relationships are written in black and white. Standing committees have an important role to play in supporting and informing AUSTAT Council. However, there are limits on what they can do and how they can do that. These limits are important in ensuring that AUSTAT policy is followed and changes in the way we operate will only occur through the resolve of members voting at an AGM.

It’s important that elected members and members appointed by Council understand what they can do and what they cannot do. It is the “scope” of our role. Governance is important because it allows us to work together with a clear understanding of our boundaries.

Governance is important. It helps if we all understand the process and its constraints.

Each member of AUSTAT, be it the Chair, the Treasurer, Secretary, Standing Committee Member or an ordinary teacher member is constrained by the policy that has been voted for by 75% of those present at an AGM. This is an important constraint and ensures that each teacher member volunteering for AUSTAT follows the wishes of the membership.

When considering Constitutional change, that comes to you as motions requiring a special resolution (75% vote), take into account the important role that governance plays in ensuring that people act in accordance with the written wishes of the members and not from their own opinion of what they think they should be doing in AUSTAT.


Michael Shellshear


Michael was asked by Council to write a short piece for ITM explaining some of the mechanics of governance within AUSTAT to assist members understand how the processes of decision making occur.


Below may help to clarify:

May 10

AUSTAT’s new guidelines

By Michael Shellshear | Governance , ITM

AUSTAT is a small society representing about 150 full teaching members give or take. In our small community, most of us know each other through shared trainings, ventures and through our dedication to Alexander Technique. Nevertheless, AUSTAT is an incorporated Association under NSW law and, as such, we are required to act with a fair degree of formality.

Societies like ours are expected to act with transparency and fairness. This is called “due process”. That can be hard sometimes, especially as so many of us hold strong opinions and are involved in the very issue that requires decision-making.

To assist all of us in benefiting from “due process” Council has approved a set of decision-making guidelines for itself, standing committees and for all “duly appointed” officers of AUSTAT.


The decision-making guidelines are as follows:

Councils and Standing Committees should ask:

  • Is there a conflict of interest that needs to be declared? [Council members who might benefit or have any personal interest in a decision have been declaring a conflict of interest and stepping out of meetings for several months now. This is recorded in the Council Minutes and in the Conflict of Interest register.]
  • Why is a decision required? State the issue. Does it need to be made into a motion and seconded?
  • What are the pros (cost benefits) and cons (loss to AUSTAT) of motion?
  • Is research required? Are there standards, benchmarks to assist decision making?
  • Who are the stakeholders around the decision?
  • Have all stakeholders been consulted adequately?
  • What is the timeline, budget requirement and implementation requirements?
  • If the decision is not made-what are the knock-on effects to the Constitution?
  • If the decision is made what are the knock-on effects to the Constitution?
  • Is the decision in the AUSTAT members’ best interests?
  • Which part of the AUSTAT Constitution/bylaws does this relate to?


Council hopes that, by establishing a rigorous “due process”, we will be able to make well-considered, effective decisions that serve the membership.