Board Matters


The SSAA Constitution has been updated.

A special resolution was put to the Annual General Meeting on August 31, 2017, to update the SSAA Constitution.

The Constitution is the principal document governing the structure of the SSAA and its activities. A review of the Constitution was undertaken and identified certain deficiencies and a lack of clarity in both drafting and the operation of the provisions.

The Board proposed that the document be replaced to ensure compliance with the SSAA’s status as a not-for- profit company limited by guarantee, consistent with the Corporations Act 2001 (Cth) and to address a number of drafting issues.

The replacement Constitution is a simpler and more easily understood document, which sets out the essential provisions applying to the SSAA in a more logical way. The specific provisions that are unique and integral to SSAA’s structure have been retained, including the following:

  • the Objectives of the Company;
  • the Membership structure and rights attaching to the different classes and categories of Membership.

A summary of the key changes includes:

1. Objectives – revised and expanded to better reflect the scope of the Objectives of the SSAA. The Objectives are to:

  • a) Promote excellence and high standards of service in the self-storage industry and associated businesses, by its Members and the industry generally;
  • b) Support Members through facilitating information exchange, advocacy to government and regulatory bodies, education, and Member benefits and services; and
  • c) Engage Members through events and other activities, and foster a strong, supportive network of like-minded businesses.

2. Not-for-profit status: Application of Income and Winding Up —

Application of income has been amended and expanded to make it clear that the income and property of the Association may only be applied to the promotion of the Association’s objectives, consistent with the Association’s status as a not-for-profit entity.

3. Powers of the Company — a standard provision that sets out the powers of the Association.

4. Membership Classes and Categories — Membership classes are set out in a simpler and more easily understood manner. The terminology for “Past Member” has been changed to “Associate Member”. Membership categories are labelled a, b, c, d, e and f for ease of reference and are as follows:






1. Owner of one or more self-storage facilities located in Australia or New Zealand;
2. Owner of an under-construction self-storage facility in Australia or New Zealand; or
3. Manages one or more self-storage facilities in Australia or New Zealand.



1. Supplier of products or services utilised within the self-storage industry; or
2. Engaged in a business connected with or related to the self-storage industry.



Awarded to any Regular or Service Member, or any person who was previously a Regular or Service Member, in recognition of meritorious service to SSAA and the self-storage industry..



The owner or manager of one or more self-storage facilities located in a jurisdiction other than Australia or New Zealand.



A prospective developer or purchaser of a self-storage facility.



An individual who has been a Regular or Service Member for a continuous period of at least three years and is not currently eligible to be a Regular or Service Member.

Members’ rights in accordance with their Class remain unchanged:

  • (a) Members’ rights in accordance with their Class remain unchanged:
  • (b) For Regular, Service and Life Members, the right to vote at any General Meeting;
  • (c) For Regular and Service Members, the right to nominate and vote in the election of Directors in accordance with rule 12.3.
  • (d) A Member who is a Member in two Classes has the rights pertaining to both those Classes. For example, if a Member is both a Regular and Service Member, that Member may vote at a General Meeting once as a Regular Member, and once as a Service Member.

5. General Meetings — The provisions relating to General Meetings have been rationalised to remove the duplication in the previous Constitution.

6. Directors and the Board — sets out the composition of the Board, the operation of previous rule 18.2 being unclear in practice. The Directors elected by Members in their categories remain unchanged.

7. Director rotation — The previous Constitution did not provide for staggered rotation/retirement of Directors, which allows the Board to manage Board composition and succession. At the 2018 AGM, one-third of Elected Directors must retire from office and will be determined as those Elected Directors who have been longest in office since their last election. If there are more than one-third who were elected on the same day, those to retire will be determined by the Board. A Director is elected or appointed for a term of three years. The maximum period for which a person may hold office either as an appointed or elected Director is six years, rule 12.7.

8. The Chair — The previous provisions dealing with appointment of the Chair were unclear and inconsistent in their operation.

9. Material Personal Interest — Rules 14.4 to 14.7 have been inserted in relation to material personal interests to reflect the law and best practice governance.

10. Proceedings of the Board — These provisions have been rationalised and simplified to accord with best practice.

11. Consistency with Corporations Act 2001 (Cth) —

  • The Company must have a Company Secretary, rule 17.
  • Revised provisions relating to keeping of minutes, rule 19.
  • Execution of documents, rule 20.
  • Common seal, rule 21.

12. Notices — These provisions have been consolidated and simplified.

13. Indemnity and Insurance — The Officer indemnity provisions have been updated and simplified to reflect the current state of the law.

The special resolution was passed unanimously by the members, and has been lodged with ASIC.

“A review of the Constitution was undertaken and identified certain deficiencies and a lack of clarity in both drafting and the operation of the provisions.”


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