Policy on College Entities

P334 V12

 

Document Review

Timeframe for review:                                  Every five (5) years, or earlier if required

Next major review to be completed by:     August 2031

Content owner:                                             Governance and Risk

Approval authority:                                      Board

Accessibility:                                                 External [ACEM Website]

 

Revision History

Version

Date

Pages revised / Brief Explanation of Revision

v1

Sep-2014

Approved by the Board. This policy replaces:

  • regulation 3.10 (Council of Education), clauses 3.10/50 to 3.10/55 inclusive)
  • regulation 10.30 (Committees of CAP)

v2

Feb-2015

Amendments approved to:

  • clause 2 – inserted:  definition of ‘supernumerary member’
  • clause 3.4(d) – amended: former sub-clause (e) deleted and included in this sub-clause.
  • clause 3.4(e) – inserted: to make provision for the inclusion of supernumerary members in certain CAPP entities.
  • clauses 3.1(ii), 3.2 (x3), 3.5(d), 3.6(d), 3.8(b), 4(a), 4(e), 8.2, 8.5 – amended:  to include a reference to supernumerary members as well as external members

v3

Oct-2015

General amendments as approved by Board

v4

Jul-2016

Clause 8.6 – voting on matters arising outside of formally scheduled

v5

Feb-2017

Clause 3.5(b) - terms served prior to 2014 formation of Board, CAPP and COE

v6

May-2017

Clause 3.7 – mechanism to fill casual vacancies

v7

Apr-2018

Clause 2 – inclusion of ‘panels’ in the definition of ‘Entity’ and clarification of the definition of ‘Trainee’.

Clauses 3.2, 3.3 – removal of staff Directors from Ex-officio membership of entities.

Clause 8.8 – expansion of mechanism of recording Conflicts of Interest in minutes

v8

Dec-2018

Clause 3.2 – clarification that ‘ordinary’ members includes the chair and deputy chair

v9

Jun-2019

Revisions throughout to address College membership categories, including subclass of Retired Fellow

v10

Nov-2019

Clause 3.5 – inserted: extension to tenure beyond the relevant AGM where approved by the applicable governing body

v11

Aug-2020

Clause 8.2 – attendance by President (non-voting) at any entity meeting

v12

Aug-2026

Major Review: Gendered language updated throughout. Section 3.4 – diversity criteria expanded to include gender balance, geographic and First Nations representation.  New sections inserted: Confidentiality (post Section 6); Induction (post Section 6);

 

Copyright

2026. Australasian College for Emergency Medicine. All rights reserved.

 

1. Purpose and Scope

The Australasian College for Emergency Medicine (ACEM or the College) establishes entities under the jurisdiction of its governing bodies – the ACEM Board, the Council of Advocacy, Practice and Partnerships (CAPP) and the Council of Education (COE) – to undertake defined functions, provide specialist advice, and support these governing bodies in discharging their responsibilities and delivering the College's strategic priorities.

Under the ACEM Constitution and the respective Charters of ACEM governing bodies, these governing bodies have authority to establish entities, whether standing or ad hoc, to assist them in exercising their authority, to consider matters of special importance, or to exercise delegated authority on their behalf.

This policy sets out how entities operate, providing an overarching framework that informs each entity’s terms of reference and ensures that entities operate with clear delegation, accountability, transparency, and alignment with the College's strategic objectives. This policy applies to all entities of the ACEM Board, CAPP and COE — including committees, subcommittees (whether standing or ad hoc) and ancillary entities — as well as Network Executives. It does not apply to Branch Councils.

 

2. Interpretation

In this Policy, a reference to an action being undertaken by a governing body includes that action being undertaken by College staff, or a delegate, acting on behalf of and under the authority of that governing body. A delegate may include a panel or other group established by the governing body to perform a specified function (for example, reviewing applications for entity membership).

 

3. Terminology

ancillary entity

means a working group, steering group, reference group, subgroup, panel or suchlike (howsoever styled). Such entities are created on an ad hoc basis to assist their parent committee, where applicable, or otherwise the relevant governing body, with a particular aspect of its work.

appointed member

means a member appointed to an entity by a governing body, other than a member who serves by virtue of another position held (see ex officio member). This is an umbrella term: specific categories of appointed member – external, community, ordinary FACEM, other ACEM and supernumerary members – are defined separately below.

community member

means an individual, not being a member or trainee of ACEM, appointed to an entity to provide a community or consumer perspective to its deliberations, in accordance with the College's Policy on the Appointment and Remuneration of Community Members. Community members may include health consumers with lived experience of the health system, individuals with relevant technical expertise, and Aboriginal, Torres Strait Islander or Māori representatives.

co-opted member

means an individual invited by an entity, with the approval of the governing body, to participate in its work on a temporary or specific basis, other than as an appointed member or ex-officio member. Co-opted members do not have voting rights, unless otherwise provided for in an entity's approved Terms of Reference.

entity

means any of the following types of entity created under the jurisdiction of a governing body: committees; subcommittees and ancillary entities. Committees and subcommittees may be either standing or ad hoc.

external member

means an individual who is not a member or trainee of ACEM whose appointment to an entity would, in the opinion of the governing body, enhance or promote the work of the entity—for example, a representative from another organisation, a person with a special expertise in a particular area, or similar (see also community member, which covers consumer and community representatives specifically).

governing body

means the ACEM Board, the Council of Advocacy, Practice and Partnerships (‘CAPP’), or the Council of Education (‘COE’), whichever may have overall responsibility for and authority over the entity in question.

ordinary FACEM member

means a Fellow of the College (FACEM) appointed as a member of an entity (other than as an ex-officio member or supernumerary member) who is in active practice and who has not formally declared to the College their retirement from practice as an emergency physician.

other ACEM member

means an appointed member of an entity (not being an ex-officio member) who is a member of the College in a membership category other than Fellow (FACEM). This includes ACEM Associates and Affiliates, unless the relevant entity’s Terms of Reference provides otherwise.

parent committee

means the committee (where applicable) to which a subcommittee or ancillary entity reports. The parent committee will then report to an ACEM governing body: the ACEM Board, CAPP or COE. Where a subcommittee or ancillary entity reports directly to a governing body rather than via an intervening committee, it does not have a parent committee.

Spill

means the point at which all appointed positions on an entity become vacant at the end of a term, triggering a fresh appointment process.

supernumerary member

means a member of an entity (ordinarily a FACEM) appointed to the entity outside its standard headcount, whether on an additional, temporary or non-regular basis.

trainee

means an individual enrolled in an ACEM training program.

 

4. Entity Formation and Lifecycle

4.1 Establishment Authority

Entities may only be created, reconstituted, or dissolved via a formal resolution of the relevant governing body.

4.2 Classification of Entities

Entities are classified in accordance with the categories set out in the definition of Entity in this Policy:

a. committees and subcommittees, which may be standing (established on an ongoing basis to provide continuing oversight of a defined area, for example Finance and Risk, or Governance) or ad hoc (established for a specific, time-limited project or investigation); and

b. ancillary entities, being working groups, steering groups, reference groups, subgroups, panels or similar bodies established to assist a parent committee or governing body with a particular aspect of its work, including through the provision of specialised expertise, industry insight, or stakeholder feedback.

 

5. Terms of Reference

5.1 Approval of Terms of Reference (TOR)

Every entity must operate under a specific TOR that is approved by the governing body and conforms to the relevant approved template for entities of the Board, CAPP or COE, as applicable. The TOR will ordinarily be approved by the governing body at the same time as the formal resolution establishing the entity (see Establishment Authority above). Governing bodies determine the content of an entity's TOR, provided it is consistent with the requirements of this Policy and any other applicable policy or regulation.

5.2 Review of TOR

Each entity's TOR must be reviewed at least once every five (5) years. This review is coordinated by the relevant Department Document Coordinator, in accordance with the College's processes, and the entity will be consulted on any changes required to its TOR. Proposed changes are then put to the relevant governing body for consideration and approval.

5.3 Minimum Content of Terms of Reference

As a minimum, an entity's TOR must address:

  1. Membership: the membership of the entity, including whether a single trainee member may be appointed or membership is open to trainees generally, and whether, and how many, external members or supernumerary members may be appointed to the entity.
  2. Role: the roles and responsibilities of the entity.
  3. Delegated authority: details of any delegated authority the entity may exercise, whether by way of recommendation or decision. If the entity is not authorised to decide any issue, this must be stated in the TOR.
  4. Cessation (ad hoc entities): for entities established on an ad hoc basis, when the entity will cease to exist (for example, at a specified point in time, or upon completion of a particular task or function).
  5. Specific approvals: where the governing body has approved specific options applicable to the entity in relation to entity membership (including ex-officio members, external members, trainee members, ordinary FACEM members, and supernumerary members) and meetings (including frequency, voting rights, and minutes).

 

6. Entity Membership

6.1 Entity Eligibility Criteria

In addition to meeting any essential or desirable selection criteria applicable to an entity, individuals must meet the applicable eligibility requirements set out below at the time of application for appointment or at the time of appointment, as applicable.

Ordinary FACEM members

To be eligible for appointment as an ordinary FACEM member on a College entity, an individual must:

  1. be an ACEM Fellow in active practice,
  2. be of good standing with the College – that is, have no outstanding financial debts to the College, not be subject to any disciplinary or other investigations by the College, and have met all ACEM Recertification requirements.
  3. hold current medical registration with no suspension, condition(s), restriction(s) or undertaking(s) imposed by a regulatory authority that limits their ability to practise as a specialist emergency medicine physician in Australia or Aotearoa New Zealand.
  4. have completed the ACEM Core Values module.

Other ACEM members

To be eligible for appointment as an Other ACEM member on a College entity, an individual must:

  1. be an ACEM member in active practice,
  2. be of good standing with the College – that is, have no outstanding financial debts to the College, not be subject to any disciplinary or other investigations by the College, and have met all ACEM Recertification requirements.
  3. hold current medical registration with no suspension, condition(s), restriction(s) or undertaking(s) imposed by a regulatory authority that limits their ability to practise as a specialist emergency medicine physician in Australia or Aotearoa New Zealand.
  4. have completed the ACEM Core Values module.

Trainee members

To be eligible for appointment as a trainee member on a College entity, an individual must:

  1. be enrolled in an ACEM training program;
  2. have at least six (6) months training time remaining at the commencement of appointment;
  3. be in good standing with the College – that is, have no financial debts to the College and no current dismissal proceedings against them.
  4. hold current medical registration with no suspension, condition(s), restriction(s) or undertaking(s) imposed by a regulatory authority that limits their ability to undertake the requirements of the FACEM Training Program; and
  5. have completed the ACEM Core Values module.

External and supernumerary members

To be eligible for appointment as an external or supernumerary member on a College entity, an individual must:

  1. meet such criteria as the governing body may from time to time specify, whether with respect to a particular entity or to entities generally;
  2. have completed the ACEM Core Values module or undertake to complete the module upon appointment;
  3. not have engaged in any conduct that would bring the College, or the entity to which they are appointed, into disrepute; and
  4. if a supernumerary member, be in good standing with the College.

Community members

To be eligible for appointment as a community member on a College entity, an individual must:

  1. not be a member or trainee of ACEM, and fall within one of the following categories: a health consumer with lived experience of the health system; an individual with relevant technical expertise (for example, in change management, finance or medical administration); or an Aboriginal, Torres Strait Islander or Māori representative;
  2. have completed the ACEM Core Values module or undertake to complete the module upon appointment;
  3. meet any further eligibility criteria set out in the College's policy on the appointment and remuneration of community members.

6.2 Composition – Committees/Subcommittees

Membership of a sub/committee is composed in accordance with this clause.

Board entities

  1. Ex-officio member(s), being:
    • the President
    • specific persons required by the ACEM Constitution (if any)
    • specific persons described in terms of reference or regulations relating to the entity and approved by the Board.
  1. Such other appointed members as the Board may deem appropriate on an individual basis.

Council entities

  1. Ex-officio member(s), being:
    • a delegate from the FACEM membership of the governing body or the parent committee (as appropriate to the reporting line)
  1. Up to twelve (12) ordinary FACEM members (inclusive of Office Holders)
  2. Up to one (1) trainee member (where appropriate to the nature of the work being undertaken by the entity in question)
  3. One or more external or supernumerary members (where permitted under the entity terms of reference.

6.3 Composition – Ancillary entities

Membership of an ancillary entity includes:

(i) ex-officio member(s), being:

    • a delegate from the FACEM membership of the governing body or the parent committee (as appropriate to the reporting line)

(ii) up to 12 general members, which consist of:

    • ordinary FACEM members
    • other College members; and
    • trainees (where appropriate and with the approval of the governing body).
  1. one (1) or more external members (where the ancillary entity’s terms of reference so permit).

The number of general members may be exceeded with the approval of the governing body.

6.4 Composition – Network Executives

Each Network must have an Executive consisting of a minimum of six (6) members. Unless otherwise provided for in the Terms of Reference of an individual Network Executive, the composition of a Network Executive includes:

  1. Up to twelve (12) ordinary FACEM members, who ordinarily reside in Australia or Aotearoa New Zealand.
  2. Up to one (1) trainee member enrolled in the FACEM Training Program.
  3. Up to one (1) other ACEM member.
  4. Chair or a representative of the relevant governing body, as required (for the ACEM Board, this is the ACEM President or President-Elect/Immediate Past President).

The Network Executive may co-opt one (1) external member, one (1) supernumerary member, or both.

To encourage diversity and a variety of knowledge and opinions, membership of the Network Executive should have:

  • at least one (1) member residing in Australia and at least one (1) in Aotearoa New Zealand; and
  • at least one (1) member working in MM2+ (non-major referral) in Australia and at least one (1) member working in U2+ in Aotearoa New Zealand.

6.5 Other Composition Criteria

All entities should strive to achieve a composition that reflects the demographic of the College membership and the function of the relevant entity, with appropriate skills to enable the work of the entity to be achieved.  In particular, entities should have regard to gender balance, geographic representation (including Aotearoa New Zealand), and, where appropriate, First Nations representation.

Regional representation

a. At its discretion, the governing body may allow the ordinary FACEM membership of an entity under its jurisdiction to be regionally selected where regional representation would be in the best interests of, or necessary for, the entity’s operational requirements.

b. If an entity operates exclusively or primarily in a single region, consideration may be given to sourcing the ordinary FACEM membership from that region only.

c. Where applicable, each region in which a Branch of the College is established is a ‘region’ for the operational purposes of entities.

Need for supernumerary members

d. Where an entity of a governing body which has regionally-selected members can demonstrate that the workload in a particular region is too great for its appointed regional members to undertake, the governing body may appoint a supernumerary member for that region for such duration and upon such terms as it sees fit, provided that:

  1. The regional membership of any such entity includes only one (1) supernumerary member at a time, and
  2. The total supernumerary membership of that entity is limited to two (2) at any one time.

e. Where the role of an entity is primarily to facilitate the development of emergency care in countries other than Australia and Aotearoa New Zealand, the governing body may appoint supernumerary members to that entity for such duration and upon such terms as it sees fit, provided that the governing body is satisfied that such appointments would enhance or promote the work of the entity.

 

7. Term of Office

7.1 Duration of Office

  1.   Entity members (other than ex-officio members) are appointed by a governing body for a two -year term.
  2.   Entity terms ordinarily run from the date on which the College Annual General Meeting (AGM) is held in the year of the Spill.
  3.   At the end of each term, all appointed positions -become vacant and are to be filled following a Spill).
  4.   In the year in which a Spill is scheduled to occur, the relevant governing body may grant approval for the membership of the entity to be extended until a date not later than 31 December of that year in order to facilitate defined item(s) of business. Any such decision must be recorded in the minutes of the meeting and reported to the ACEM Board.

7.2 Maximum Terms

  1. An appointed member may apply for reappointment to a further two-year term, provided they meet the eligibility requirements that apply at that time.
  2. Except as set out in clause (f), an appointed member may serve a maximum of three (3) consecutive terms (six (6) years in total) on any one entity.
  3. Time served as a trainee member does not count towards the maximum terms permitted for ordinary FACEM members or office holders under this clause.
  4. Once appointed, a trainee member may remain a member of the entity for the remainder of their term if they are admitted to Fellowship during that time.
  5. A member must not serve more than three (3) consecutive terms (six (6) years) as an office holder on any one entity. Where a member serves one (1) or more terms as an office holder on an entity, the maximum period they may serve on that entity in any capacity — whether as an ordinary FACEM member, an office holder, or both combined — is extended to four (4) consecutive terms (eight (8) years in total).
  6. A member who has served the maximum permitted period on an entity may apply for reappointment after an absence of at least two (2) years from that entity.
  7. The governing body may continue or terminate the appointment of any external or supernumerary member at its discretion.

7.3 Ancillary entities

  1. The period of time that an ancillary entity may exist is determined by the governing body.  This period of time may be a fixed duration or may be an estimate of the time required to complete the specific task or purpose in question.
  2. If the period of time in question is, or is likely to be, greater than two (2) years, a Spill occurs for the ancillary entity in the same manner as for committees and subcommittees, unless the governing body, at its discretion, otherwise determines.

7.4 Termination of Membership

The office of a member of an entity becomes vacant if they:

a. resign membership by notice in writing to the College;

b. being an appointed member or trainee, cease to be of good standing;

c. being a College member or trainee other than an ex-officio, external or supernumerary member, fail to meet the attendance standard set out under Meeting Attendance, and the governing body so resolves that the office be vacated; or

d. are removed from membership of the entity by resolution of the governing body.

7.5 Casual Vacancies

A casual vacancy on an entity occurs when a position becomes vacant during a term i.e. before expiration of the appointed term. A casual vacancy can arise due to various reasons, including resignation and removal of an appointed member. Casual vacancies do not apply to ex officio positions – by virtue of these positions, they tend to change at various times during a term.

A casual vacancy must be filled for the remainder of the term for which the individual who caused the vacancy was scheduled to be a member However, where nine (9) months or less remain in the term, the governing body may, at its discretion, decide not to fill the position and instead leave it vacant for the remainder of the term.

Where a decision is made to fill a casual vacancy, this is done using the same expression of interest or nomination and appointment process that applies to standard appointments to the entity, unless otherwise specified in the ACEM Constitution or a relevant regulation. If no valid expression of interest is received by the date and time specified, the entity may recommend an eligible individual to its governing body for appointment to the position.

Any period served on any entity as the result of a casual vacancy does not count as a term for the purposes of determining the maximum number of terms an individual may serve on that entity.

 

8. Review of Entity

Pursuant to the ACEM Constitution and the charters of governing bodies, each governing body reviews every entity under its jurisdiction at least every two (2) years, or earlier if required. This review addresses, at a minimum:

a. the ongoing need for the entity;

b. the entity’s need for, and qualifications of, any external or supernumerary members; and

c. the entity’s reporting lines. 

9. Expectations of Entity Members

a. Code of Conduct and Core Values:

Entity members must act in accordance with the standards of conduct and ethics appropriate to the aims and purposes of the College and the entity at all times, including by complying with the ACEM Code of Conduct (COR235) and the Member-Staff Relations Policy (COR304), and demonstrating an ongoing commitment to the ACEM Core Values.

b. Participation:

Entity members are expected to adequately prepare for and actively participate in entity meetings, discussions and decision-making processes, including reviewing meeting materials and contributing constructively to deliberations.

c. Procedural fairness:

Entities must abide by the rules of procedural fairness in the conduct of all their activities. See the ACEM Policy on Procedural Fairness for further details.

d. Confidentiality:

Entity members must treat the deliberations and documents of an entity as confidential unless the governing body or parent committee has authorised their disclosure, or the information is otherwise publicly available, and must uphold the principles of collective decision-making and solidarity. Members must not disclose confidential entity business outside of the entity without appropriate authorisation. This obligation continues after a member ceases to hold a position on any entity.

e. Conflict of interest:

Entity members must declare any actual, potential or perceived conflict of interest as soon as practicable after becoming aware of it, and prior to the consideration of any relevant matter at a meeting of the entity, and must otherwise act in accordance with the ACEM Conflict of Interest Policy (P139), including provisions relating to the acceptance of gifts and benefits and the ineligibility of entity members for awards, scholarships and grants on which they serve. Details of any declaration of a conflict of interest must be fully recorded in the minutes of the relevant meeting.

f. Privacy and data handling:

Entity members are required to uphold the College's privacy, confidentiality, data governance, and information security obligations in accordance with applicable legislation, governance standards and College policies, including the ACEM Privacy Policy (P200). This includes exercising appropriate oversight of the collection, storage, use, disclosure, and security of personal and sensitive information, and contributing to a culture of privacy compliance and risk awareness across the organisation.

 

10. Authority

10.1 Delegation

The Board exercises the authority delegated to it under the ACEM Constitution. CAPP and COE bear responsibility for their operations and the exercise of their delegated authority as authorised by the Board.  Although these governing bodies may delegate some of their responsibilities to their entities, they remain accountable for the outcome of that delegated work.

Accordingly, an entity with delegated authority must operate strictly within the limits of its authority as expressed in its terms of reference. 

A delegation of authority carries implied authority to do all acts naturally and ordinarily done which are reasonably necessary and proper to carry into effect the main authority conferred.

Entity

Extent of delegation

Committees and subcommittees

Sub/committees may have authority either:

1)  to decide specific operational matters (according to the nature of the activity in question) and to recommend in relation to others; or

2)  to make recommendations only.

Ancillary entities

have no authority to decide, but only to make recommendations.

 

10.2 Limitation of Authority

An entity does not have authority:

a. to waive, vary or otherwise depart from:

    • its terms of reference;
    • the terms or requirements of any approved policy or regulation;
    • the requirements of the ACEM Constitution and any relevant legislation; and
    • the requirements of relevant regulatory bodies to which the College is subject;

b. to bind or enter into any contract or other liability on behalf of ACEM without the express approval of the ACEM Board or its delegate.

10.3 Lines of Reporting

Entities report to their governing body through their line of authority, as shown in the ACEM Organisation Chart relevant to that governing body (Board, CAPP and COE) and illustrated in the following diagram. Depending on its structure, an entity may report directly to a governing body or, where applicable, through a parent committee.

 

11. Induction

The College will endeavour to provide all new entity members with an induction prior to, or at, their first meeting. Where provided, the induction should be arranged by the relevant College staff and include, as a minimum:

(a) a copy of, and briefing on, this policy and the entity’s terms of reference;

(b) information on the member’s obligations with respect to conflicts of interest, confidentiality, and the Code of Conduct; and

(c) an overview of the relevant governing body’s structure and the entity’s role within it.

12. Office Holders

a. Each entity has a Chair and a Deputy Chair, who serve as the entity’s office holders. 

b. Office holders must be appointed by the governing body.       

c. To facilitate the appointment of office holders, the governing body must canvass Expressions of Interest from ordinary FACEM members of the entity. An individual wishing to be considered for appointment as Chair or Deputy Chair must provide a statement addressing their interest in, and suitability for, the role. These statements will be considered by the governing body or its delegate. The governing body may give preference to appointing an ex-officio delegate of the governing body or parent committee to one or both roles, instead of appointing from the Expressions of Interest received. In making office holder appointments, the governing body must have regard to relevant matters, including succession planning, diversity, and any other relevant matters.

In making office holder appointments, the governing body will have regard to relevant matters, including succession planning, diversity, and any other relevant matters.

d. In addition to chairing entity meetings, the Chair is responsible for ensuring that the entity’s corporate knowledge is properly preserved and enhanced.  The Deputy Chair must act in the place of the Chair during any temporary absence, including for any matter(s) where the Chair may be absent due to a conflict of interest.

 

13. Meetings

Subject to this clause, an entity has authority to regulate its meetings as it thinks fit.

13.1 Frequency of Meetings

An entity meets three (3) times per year (unless otherwise provided for in its approved terms of reference).  Ordinarily, one (1) of those meetings will be held in-person and the remainder by virtual means.

13.2 Format of Meetings

Virtual meetings will ordinarily be hosted using the College's approved videoconferencing platform.

13.3 Meeting Attendance

Entity members must attend at least 50 per cent of all meetings in any one calendar year. Where a member is unable to attend a meeting, they should notify the Chair or Committee Administrator in advance of the meeting. 

An entity member who cannot attend two (2) or more consecutive meetings must seek, in writing, prior leave of absence from the entity via the entity Chair.  Where the member seeking leave of absence is the Chair of the entity, prior approval for the leave of absence must be sought from the Chair of the parent committee or the governing body to which the entity reports, as applicable.

Unless otherwise provided for in the Terms of Reference or where they are an appointed member, the President or their nominee has the right to attend and speak at any entity meeting(s), at their discretion.  Where they do so, the President or their nominee does not have voting rights and is not eligible to form part of a quorum.

13.4 Failure to Attend Meetings

A vacancy will exist on an entity when a member (other than an ex-officio member, external member or supernumerary member) is absent from greater than 50 per cent of meetings of the entity in any calendar year or more than two consecutive meetings of the entity within the two year period of appointment without the leave of the entity, and the governing body so resolves that the office be vacated.

13.5 Chair at Meetings

The appointed Chair must preside at meetings of the entity.  In their absence, the Deputy Chair must preside.  In the absence of both Office Holders, the meeting must elect a Chair from those ordinary FACEM members present to conduct the business of the meeting, provided the number of members present meets the requirements for a quorum to be present pursuant to clause 13.7 of this policy.

13.6 Observers

With the express permission of the entity Chair, an entity may invite other persons to attend entity meetings in the capacity of observer only.  Such persons may fully participate in discussions, but:

  • are not members of the entity;
  • are not eligible to form part of a quorum; and
  • do not have voting rights.

13.7 Quorum

a. A quorum of at least 50 percent of the entity members, including the Chair (however appointed for the purpose of the meeting in question; refer clause 13.5), is required to hold an entity meeting. 

b. Ex-officio, external and supernumerary members are not counted towards quorum, except where they are present, in which case they are counted. However, an ex-officio member who holds the position of Chair is always counted towards quorum.

c. If at any time during a meeting the quorum is lost (whether because a member has a conflict of interest and cannot vote, has left the meeting or otherwise), the entity cannot make a valid decision and may not exercise any of its delegated authority. The entity may nevertheless continue the meeting for discussion purposes only or until such time as a quorum is attained.

13.8 Voting 

13.8.1 Voting Rights

All members of an entity have voting rights, unless otherwise specified in this policy or in the entity’s terms of reference. Questions arising at a meeting must be decided by a majority of the votes cast by the members present and entitled to vote on the question. The Chair of the meeting has a casting vote in addition to a deliberative vote where there is an equality of votes.

13.8.2 eVote and Out-of-Session Decisions

Questions arising outside of a formally convened meeting may be put by electronic or other means, with the approval of the Chair or as otherwise provided for under College processes.  In such instances, a motion will be deemed to be carried or defeated when a majority of the members eligible to vote on the matter is achieved in favour or against the motion in the timeframe specified for the vote.  Where a vote is not received from any member(s) who are eligible to vote, this is considered an abstention to the question. Where a majority of those eligible to vote is not attained for or against the motion in the timeframe indicated for the vote, the question will be deemed to have been lost.

Where one or more members have been granted an approved leave of absence in relation to a specific eVote or other out-of-session decision, the pool of members eligible to vote on that matter may be adjusted to exclude those members. Any such adjustment must not reduce the pool of eligible voters below the quorum required to hold an entity meeting under Quorum (a). If granting a leave of absence would reduce the pool below that threshold, the matter must instead be deferred for consideration at a meeting of the entity.

13.9 Proxies/Alternates

Members are unable to appoint a proxy or an alternate to attend any meeting on their behalf.

13.10 Minutes

The Chair, in collaboration with the relevant College staff, must ensure that minutes of each meeting are recorded and duly confirmed as soon as possible after the meeting.  The minutes must be prepared on the approved minute template and include:

  • attendance
  • details of any declared conflict of interest through the Register of Interests maintained for the entity, or declared in relation to specific matters in the course of the meeting
  • details of the matters discussed at the meeting
  • the outcome of any resolution relevant to the discussion (including, specifically, the nature of any recommendation(s) to be made to any parent committee or governing body), including the result of any vote taken on the matter
  • any action(s) arising from matters discussed at the meeting.

13.11 Record Keeping

All entity records, including minutes, agendas, papers, reports, and correspondence, must be stored in accordance with the College’s records management practices and applicable document retention requirements.  College staff are responsible for maintaining the official record of each entity.  Members must not retain or distribute entity documents outside of approved College systems without the authorisation of the governing body.

13.12 Reporting Requirements

Following each meeting, the Chair must submit a written report on the activities of the entity through the entity’s line of authority. This report must include the following:

  1. recommendations made on any matter for consideration by the governing body or parent committee as appropriate; and
  2. where the entity has authority to decide any matter – details of the matter(s) so decided for noting.

14. Related Documents 

Doc # 

Document Title 

-

ACEM Constitution

-

ACEM Regulations

CH236

Board Charter

CH249

CAPP Charter

CH269

COE Charter

-

ACEM Organisation Charts

P335

Delegation of Authority Policy

G937

eVoting Guideline

P304

Member/Staff Relations Policy

P139

Policy on Conflict of Interest

P140

Policy on Procedural Fairness

G937

eVoting Guideline