WINE INDUSTRY ASSOCIATION OF

Western Australia

BY-LAWS TO THE CONSTITUTION

Accepted by the membership by resolution at the Annual General Meeting on 4 November 2021

1. Introduction

1.1. These By-Laws provide further clarity to the Rules set out in the Wine Industry Association of Western Australia Constitution (WoWA Constitution). They are consistent with the WoWA Constitution and the Associations Incorporated Act 2015 (WA) (the Act). For the avoidance of doubt, the WoWA Constitution and the Act prevail to the extent of any inconsistency.

1.2. Making, amending or revoking of these By-Laws must be done by resolution at a general meeting in accordance with Rule 13(2) of the WoWA Constitution and Regulation 64 of the Associations Incorporated Regulations 2016 (WA)

2. Board of Directors

2.1. Positions

2.1.1. The Board of Directors comprises the following positions:

Regionally appointed representatives

Two regionally appointed representatives from the MARGARET RIVER GI

One regionally appointed representative from the GREAT SOUTHERN GI.

One regionally appointed representative from the GEOGRAPHE GI

Two regionally appointed representatives from the PEMBERTON, MANJIMUP and BLACKWOOD VALLEY GIs

Two regionally appointed representatives from the PEEL, PERTH HILLS and SWAN VALLEY GIs

Producer members

One member elected from those representing small producers (being producers between 0-150 tonnes in any one financial year)

One member elected from those representing medium producers (being producers between 151- 1,000 tonnes in any one financial year).

One member elected from those representing large producers (being producers over 1,000 tonnes in any one financial year)

Other

The Chief Executive Officer who is a paid employee and will participate in the deliberations at all meetings of the Association but does not have the right to vote whether a

Rule 18(1)(a)

Rule 18(1)(b)

Rule 18(1)(c)

Rule 18(1)(d)

Rule 18(1)(e)

Rule 18(1)(f)

Rule 18(1)(g)

Rule 18(1)(h)

Rule 18(1)(j) member or not.

A Chair, a Vice-Chair and a Treasurer elected by the Board, from the Board members, at its first meeting following their election

Rule 18(5)

1.1.1. The eligibility and election of each of the regionally appointed representatives and producer members is set out in By-laws 2.2 and 2.3 below

1.1.2. In addition, in accordance with Rule 18(6), the Board of Directors may invite and appoint a maximum of three (3) persons who may be but are not necessarily members of the Association for the contribution of his, her or their particular skills or expertise to provide advice or expertise on a particular matter or carry out specific activities or functions as the Board determines appointed by resolution at a meeting of the Board.

1.2. Eligibility

1.2.1. For ease of reference, the following terms are defined in the WoWA Constitution:

“financial member” means that the member has paid any and all debts to the Association in accordance with these rules

“geographical indication” or “GI” means an official description of an Australian wine zone, region or sub-region according to the Register of Protected Geographical Indications and Other Terms kept by Wine Australia in accordance with sections 40ZC and 40ZD of the Wine Australia Act 2013 (Cth)

“grower” means a grower member as defined in clause 5(1)(b): a cultivator of wine grapes in Western Australia and which does not hold a Western Australian Liquor Licence

“producer” means a producer member defined in clause 5(1)(a): (i) any manufacturer of Western Australian wine who submits an Agricultural Produce Commission return form or; (ii) any manufacturer of Western Australian wine who submits an Agricultural Produce Commission nil production return

“nominated representative” means a natural person who is appointed by a firm, company or other entity being the rightful holder of membership of the Association to exercise all of the rights and meet all of the obligations of that member

“regional associations” means the associations established in each of the Margaret River, Great Southern, Geographe, Pemberton, Manjiump, Blackwood Valley, Peel, Perth Hills and Swan Valley GIs to represent each respective wine region

1.2.2. Regionally appointed representatives (Rules 18(1)(a) to 18(1)(e)) are nominated by and appointed by each regional association to represent the best interests of their respective GI. For the avoidance of doubt, the appointment of these positions can be skills-based and such representatives may, but are not required to, meet the definition of “grower” or “producer” as defined in the WoWA Constitution.