On 28th July 2014, Members voted on a proposal to adopt a replacement Constitution. This paper is intended to provide Members with a general understanding of the reasons why the directors proposed that change. The new Constitution was drafted by Clayton Utz, acting in a pro bono capacity; the same firm of lawyers that drafted the original Constitution in 1978. The new Constitution contains the essential hallmarks from our original Constitution. Most notably the same objectives which are specified in detail and introduced by the words – ‘the objects of the Foundation are to relieve poverty, sickness, suffering, distress, misfortune, destitution, or helplessness in persons in Australia without discrimination where this is in any way related to diseases of the skin’.
The main reason for the change, in addition to bringing the Constitution into line with the companies legislation and modern practices, is to permit dermatologists who practice at the Foundation to be eligible for appointment to the Board. The original Constitution prevented members of the Board from being paid fees as VMOs. That prohibition was appropriate 35 years ago but in contemporary times it prevents some of our most qualified members from serving the Foundation as directors on the Board. The new Constitution will overcome that prohibition by allowing payments to be made to a Member for goods or services that are provided in the usual course of business of the Foundation. The strict rules that prevent a charity from making payments to Members still apply and the new Constitution will not create any change to the Foundation’s status as a Public Benevolent Institution, Fundraiser or as a Deductible Gift Recipient.
