This section describes the duties of committee members under the Associations Incorporation Act 1985 (SA). Note that committee members and certain other people are also 'officers' of an association. Officers of an association have additional duties, see Duties of officers.
Disclosure of interest [Associations Incorporation Act 1985 (SA) s 31]
A committee member with a direct or indirect financial interest, no matter how small, in any contract or proposed contract with the association must disclose that interest to the committee as soon as possible, and to the next annual general meeting of the association. An example of a financial interest is where a committee member is involved in a business which can offer goods or services to the association (such as maintenance jobs, insurance, equipment, computer software). While a member may offer the best deal for the association, it is essential that the member does not receive any secret profit. A person failing to disclose a financial interest may be fined up to $5000.
Voting on a contract in which a committee member has an interest [Associations Incorporation Act 1985 (SA) s 32]
A committee member who has a direct or indirect financial interest in any contract or proposed contract with the association can take part in discussion about the contract but may not vote on the matter or take part in any decision about the contract. To avoid allegations of impropriety, the committee should conduct the final discussions and voting without the member concerned being present. This allows the committee to decide what is in the association's best interests free from the influence of that person. A breach of this section may lead to a fine of up to $5000.
Where a financial interest exists only because the committee member is a person for whose benefit the association is formed or because the interest is held in common with most other members of the association, the committee member does not have to disclose the interest and can both discuss and vote on the matter.
Similarly, it is not necessary to disclose an interest that exists only because the person is an employee of the association. However, the Associations Incorporation Act 1985 allows an employee to discuss the matter but not to vote on it. The committee must feel able to ask the employee to leave the room so that it can discuss the matter freely. This will help protect the committee from any suggestion of undue influence and reduce the risk of negligence.
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