Is AUDA’s code of conduct illegal?

[snoopy]

It was pointed out here by member Lemon here that AUDA’s code of conduct (which is an attempt to sap the right of members to criticize AUDA) is in conflict with AUDA’s constitution. Part of the code is below, I’ve included the most important bits,

AUDA recently written code of conduct (abridged)

4. In any forum, including in the media, where acting as an auDA member or identifiable as an auDA member, I will conduct myself in a manner that will not bring the organisation, Directors or staff, into disrepute.........In the opinion of the auDA Board, should there be a breach of any of the conditions outlined above, the auDA Board reserve the right to act in the following ways:

Temporarily suspend membership until conflicting behaviours are resolve OR Revoke membership rights and privileges

https://www.auda.org.au/about-auda/membership/membership-code-of-conduct/

Versus AUDA’s Constitution

13.3 Expulsion of Members for Conduct Detrimental to Objects
auDA in general meeting may by special resolution terminate the membership of a Member if:

a. the Directors resolve that in the opinion of the Directors the Member may have been guilty of conduct detrimental to the interests of auDA or to the objects of auDA; and

b. the notice of meeting specifies the purpose of the meeting and the general nature of conduct referred to in the Directors' resolution; and

c. the Member is given the opportunity to be heard at that part of the general meeting at which the resolution is considered.

https://www.auda.org.au/about-auda/our-org/constitution/

Worth remembering also the requirements of AUDA Special resolutions

b. in the case of a special resolution of Members, there is an affirmative vote in each and every class of Members of more than 75% of Members present and entitled to vote (in person or by authorised representative or proxy);

So with this code of conduct conflicting with AUDA’s constitution surely that would make this code invalid. I don’t see how AUDA has any right to state that “It will be a requirement that members agree to this when renewing or joining.”

Secondly I don’t think the board has any power to remove members simply based on the “opinion” of presumably a few directors (e.g. if 5 directors turn up to a meeting and 3 vote yes that they’d like to see you gone while 2 vote no, presumably AUDA would like to kick you out on the basis of that).

There is already clear policy on removing a member…in the constitution, and it has appropriate checks and balances. It also grants the member a right of reply at a public meeting. It doesn’t simply depend on what a few directors with their noses out of joint think who decide to remove a member behind closed doors, without having to state publicly any reason at all.

What do you think about the legality of this code of conduct?

 

[Data Glasses]

I guess it's their organisation so they could in fact dictate members behaviour as per their requirements

 

[Bacon Farmer]

It's not their organisation.

It's role is to look after the domain admin for the benefit of Australia, not foreign venture capital investment corporations or the people who sell to them!