Institute of Professional Editors Limited

Institute of Professional Editors Limited

Aims and operating procedures

The Institute of Professional Editors Limited (IPEd) exists to:

• be the nationally recognised representative of the editing profession in Australia
• establish an appropriate and accountable governance, administrative, financial, commercial and social framework in Australia which advances the interests of the editing profession
• educate and inform the community about the editing profession in Australia, and the benefits to be derived from the use of professional editors
• develop and promote a high standard of professional practice and a community of practice within the editing profession, which includes managing a national accreditation scheme for editors and encouraging and, where possible, coordinating professional development activities
• promote ethical practice within the editing profession
• provide a forum for technical, commercial and social interaction between editors
• facilitate research and development on issues affecting the editing profession
• promote and maintain close working relationships with and among societies of editors, with the aim of complementing and enhancing their work
• promote and maintain good working relationships with other relevant business and industry associations
• undertake other activities relevant to its constituency and permitted by its Constitution.

IPEd is a not-for-profit company (ACN 129 335 217) limited by guarantee, registered with the Australian Securities and Investments Commission on 22 January 2008. The founding Members of IPEd are the Canberra, New South Wales, Queensland, South Australian, Tasmanian, Victorian and West Australian societies of editors. The Members are the societies, not the individuals who have paid subscriptions to those societies. Members pay an annual levy to IPEd; the levy is set by the Council towards the end of each financial year.

IPEd is governed by a Council. One Councillor is appointed by each Member society. Councillors are required by the Corporations Act 2001 to act in the interests of IPEd rather than solely those of the society that nominates them.

Councillors are not remunerated for their services, but may claim fares and accommodation to attend Council meetings in line with IPEd's policy on reimbursement of expenses.

A Councillor who is unable to continue as a Councillor must be replaced within three months by another person, appointed by the same Member, who must retire at the next AGM. Councillors are appointed for terms of two years. Councillors who retire at the relevant AGM are eligible for reappointment.

IPEd must hold an AGM. The AGM, other general meetings of Members and Council meetings may be held face-to-face or using communications technologies.

A quorum for a Council meeting is half the number of Councillors plus one. A Councillor unable to attend a meeting may assign their vote to another Councillor. 

IPEd aims to make decisions by consensus. However, at general meetings votes will sometimes be required; the method of allocating votes based on Member society size is detailed in section 11 of the Constitution. When a vote is tied, the Chair of an IPEd Council meeting has an additional casting vote.

A quorum for a general meeting requires the presence of Members who, combined, are entitled to cast at least half the total number of available votes (based on each society's subscription numbers).

IPEd Council aims to have one face-to-face meeting each year, supplemented by at least three teleconference meetings. As soon as is practicable, virtual meetings will be held using VoIP technology.

Wherever possible, face-to-face meetings will be held in conjunction with other relevant activities, such as IPEd conferences; meetings will be held in locations that minimise travel time and costs for Councillors travelling from other states. Between meetings IPEd Council conducts business using email.

In 2008-09 IPEd is served by a Company Secretary, operating as a contractor at an hourly rate. The Secretary is also reimbursed for travel and accommodation expenses, and paid an agreed amount, rather than an hourly rate, to attend face-to-face meetings. The Secretary maintains a Register of Members, including the number of financial subscribers of each Member (the latter to be updated by 1 July each year), and a Register of Councillors.

IPEd has the power to enter into contracts and agreements with other organisations and individuals as necessary.

IPEd Council can set up committees of Councillors and other people who belong to Member societies. Standing committees of IPEd Council can be established to oversee and report on continuing operations. Ad hoc committees can be established to oversee projects, and disbanded when projects are complete or suspended.

The Council has given its Budget, Finance and Risk Management Committee, which consists of the President, Honorary Treasurer and Company Secretary, the right to make decisions in the best interests of IPEd between Council meetings, when necessary.

The current governance structure is detailed in the attachment on the Council page. 

December 2008