Rules & Constitution
Draft
Please note that some sections are necessary to meet the requirements for an
Incorporated Society
Rules of the Ngakuta Bay Community Association (Inc.)
Ngakuta Bay,
Queen Charlotte Sound
Marlborough
Please note that some sections are necessary to meet the requirements for an
Incorporated Society
Rules of the Ngakuta Bay Community Association (Inc.)
Ngakuta Bay,
Queen Charlotte Sound
Marlborough
1. NAME
1.1 The name of the Association is the NGAKUTA BAY COMMUNITY ASSOCIATION INCORPORATED.
2. OBJECTS
2.1 The objects of the Association shall be as follows:
2.2 To represent the interests of members of the Ngakuta Bay Community Association.
2.3 To provide a forum regarding the concerns and interests of residents and ratepayers of Ngakuta Bay.
2.4 To provide representation and a focal point for Ngakuta Bay residents and ratepayers to national and regional authorities, such as (but not exclusively):
The Marlborough District Council
Marlborough Roads
Marlborough Lines
Department of Conservation
New Zealand Police
2.5 To work in conjunction with the above organisations so as to achieve all or any of the objects of the Association.
2.6 To provide advocacy for the advancement of the objectives of the Ngakuta Bay Community Association.
2.7 To conduct any fundraising to provide funds for local amenities.
2.8 To provide a focal point for information in respect to civil defence emergencies in Ngakuta Bay.
2.9 To provide and encourage social and recreational activities within the community.
3 MEMBERSHIP
3.1 Members of the Association shall be a registered ratepayer of a property in Ngakuta Bay or a resident of Ngakuta Bay.
3.2 Membership of the Association shall be by payment of the membership subscription.
3.3 The registered ratepayer or resident of a property adjoining Ngakuta Bay may, at the invitation of the Management Committee, become a member of the Association.
3.4 A register of the members of the Association will be maintained by the Secretary in accordance with the provisions of the Incorporated Societies Act 1908 and subsequent enactments.
3.5 Any person may resign membership of the Association by giving oral or written notice to the Secretary. The Secretary will maintain a record of any resignation.
3.6 Members of the association shall have voting rights on the basis of one vote to each related property.
3.7 Voting rights will be restricted to financial members only.
3.8 Membership will lapse if the current membership fee has not been paid by a member by the end of the Association’s financial year.
3.9 The procedure for the expulsion of members will be as follows:
3.10 Any person or organisation may make a complaint to the Management Committee that the conduct of a member of the Association is or has been injurious to the character of the Association. Every such complaint is to be in writing and addressed to the Secretary.
3.11 If the Management Committee considers that there is sufficient substance in the complaint, it may invite the member to attend a meeting of the Management Committee to offer a written and/or oral explanation of the member’s conduct.
3.12 The Management Committee will give the member at least fourteen days’ written notice of the meeting. The notice will sufficiently inform the member of the complaint so that the member can offer an explanation of the member’s conduct. The notice will also inform the member that if the Management Committee is not satisfied with the member’s explanation, then the Management Committee may expel the member from the Association.
3.13 If at that meeting the Management Committee decides to expel the member from the Association, the member will cease to be a member of the Association.
3.14 A member expelled by the Management Committee may within fourteen days give a written notice of appeal to the Secretary. The Secretary will then call a Special General Meeting to take place within thirty days of the receipt of the notice of appeal. If that meeting passes a resolution rescinding the expulsion, then the member will be reinstated immediately.
3.1 Members of the Association shall be a registered ratepayer of a property in Ngakuta Bay or a resident of Ngakuta Bay.
3.2 Membership of the Association shall be by payment of the membership subscription.
3.3 The registered ratepayer or resident of a property adjoining Ngakuta Bay may, at the invitation of the Management Committee, become a member of the Association.
3.4 A register of the members of the Association will be maintained by the Secretary in accordance with the provisions of the Incorporated Societies Act 1908 and subsequent enactments.
3.5 Any person may resign membership of the Association by giving oral or written notice to the Secretary. The Secretary will maintain a record of any resignation.
3.6 Members of the association shall have voting rights on the basis of one vote to each related property.
3.7 Voting rights will be restricted to financial members only.
3.8 Membership will lapse if the current membership fee has not been paid by a member by the end of the Association’s financial year.
3.9 The procedure for the expulsion of members will be as follows:
3.10 Any person or organisation may make a complaint to the Management Committee that the conduct of a member of the Association is or has been injurious to the character of the Association. Every such complaint is to be in writing and addressed to the Secretary.
3.11 If the Management Committee considers that there is sufficient substance in the complaint, it may invite the member to attend a meeting of the Management Committee to offer a written and/or oral explanation of the member’s conduct.
3.12 The Management Committee will give the member at least fourteen days’ written notice of the meeting. The notice will sufficiently inform the member of the complaint so that the member can offer an explanation of the member’s conduct. The notice will also inform the member that if the Management Committee is not satisfied with the member’s explanation, then the Management Committee may expel the member from the Association.
3.13 If at that meeting the Management Committee decides to expel the member from the Association, the member will cease to be a member of the Association.
3.14 A member expelled by the Management Committee may within fourteen days give a written notice of appeal to the Secretary. The Secretary will then call a Special General Meeting to take place within thirty days of the receipt of the notice of appeal. If that meeting passes a resolution rescinding the expulsion, then the member will be reinstated immediately.
4. ALTERATION OF THE RULES
The Rules of the Association may from time to time be altered, added to or rescinded by a majority vote of the eligible members at a General Meeting of the Association. No addition or alteration or recession of the rules shall be approved if it affects the non‑profit aims, personal clause, or winding up clause.
The Rules of the Association may from time to time be altered, added to or rescinded by a majority vote of the eligible members at a General Meeting of the Association. No addition or alteration or recession of the rules shall be approved if it affects the non‑profit aims, personal clause, or winding up clause.
5 ANNUAL GENERAL MEETING
5.1 The Annual General Meeting of the Association shall be held between 1 January and 30 April each year at such a time and place as the Management Committee shall decide.
5.2 In addition, a Special General Meeting may be held at any time that the Management Committee considers desirable, or if at least ten members of the Association request the Management Committee to call such a meeting.
5.3 Notice of the Annual General Meeting or of a Special General Meeting shall be given by postal mail or email to all members of the Association not less than fourteen days before the date of the meeting. The notice shall specify the date, time and place of the meeting, the agenda, and any Notices of Motion.
5.4 The Annual General Meeting shall be held for the following purposes:
5.5 To receive from the Management Committee members a report of the activities of the past year.
5.6 To receive a statement of the financial affairs of the Association.
5.7 To set the amount of the annual membership fee.
5.8 To appoint cheque signatories from the Management Committee members in accordance with Rule 7.10.
5.9 To elect the Officers and Committee members of the Association
5.10 To receive advice and direction for further consideration and action by the Management Committee.
5.11 At any General Meeting of the Association, a quorum shall comprise ten members of the Association.
5.12 At the Annual General Meeting or at any Special General Meeting of the Association, the appointment of the Officers and Committee members and any instructions given to the Management Committee, shall be by nominated and seconded notices of motion.
5.13 Each nominated and seconded notice of motion shall be voted on.
5.14 Voting shall be by a show of hands, or at the discretion of the Chairperson by voice, provided that a secret ballot shall be held if requested by more than one third of the eligible voters present.
5.1 The Annual General Meeting of the Association shall be held between 1 January and 30 April each year at such a time and place as the Management Committee shall decide.
5.2 In addition, a Special General Meeting may be held at any time that the Management Committee considers desirable, or if at least ten members of the Association request the Management Committee to call such a meeting.
5.3 Notice of the Annual General Meeting or of a Special General Meeting shall be given by postal mail or email to all members of the Association not less than fourteen days before the date of the meeting. The notice shall specify the date, time and place of the meeting, the agenda, and any Notices of Motion.
5.4 The Annual General Meeting shall be held for the following purposes:
5.5 To receive from the Management Committee members a report of the activities of the past year.
5.6 To receive a statement of the financial affairs of the Association.
5.7 To set the amount of the annual membership fee.
5.8 To appoint cheque signatories from the Management Committee members in accordance with Rule 7.10.
5.9 To elect the Officers and Committee members of the Association
5.10 To receive advice and direction for further consideration and action by the Management Committee.
5.11 At any General Meeting of the Association, a quorum shall comprise ten members of the Association.
5.12 At the Annual General Meeting or at any Special General Meeting of the Association, the appointment of the Officers and Committee members and any instructions given to the Management Committee, shall be by nominated and seconded notices of motion.
5.13 Each nominated and seconded notice of motion shall be voted on.
5.14 Voting shall be by a show of hands, or at the discretion of the Chairperson by voice, provided that a secret ballot shall be held if requested by more than one third of the eligible voters present.
6. OFFICERS OF THE ASSOCIATION
6.1 The Officers of the Association shall be ‑
a Chairperson and
a Secretary and,
a Treasurer, and
five other Management Committee members. ( Pass a motion at the next AGM 2020 to five or more members on the committee.)
6.2 Management Committee members may be nominated as lead members in dealing with the agencies outlined in paragraph 2.3
6.1 The Officers of the Association shall be ‑
a Chairperson and
a Secretary and,
a Treasurer, and
five other Management Committee members. ( Pass a motion at the next AGM 2020 to five or more members on the committee.)
6.2 Management Committee members may be nominated as lead members in dealing with the agencies outlined in paragraph 2.3
- MANAGEMENT COMMITTEE (Committee)
7.1 The Management Committee shall be the Association Officers and Committee members.
7.2 The Management Committee shall meet at such times as it shall deem proper, but not less than twice each year, not counting the Annual General Meeting or any Special General Meeting.
7.3 A meeting of the Management Committee may be called at any time by the Chairperson or Secretary, or at the specific request of at least two Committee members.
7.4 A quorum of the Management Committee shall be four members of the Committee, which number must include one Officer of the Association.
7.5 The Management Committee shall have the power to co‑opt any person for assistance and advice as it deems proper.
7.6 Any Officer or Committee member may resign their position by giving one month’s notice in writing to the Chairperson or Secretary.
7.7 The Management Committee shall have the power to appoint a new Officer or Committee member to replace a resigned member, without referral to a General Meeting of the Association.
7.8 The Management Committee shall manage the affairs and activities of the Association.
7.9 The Management Committee shall approve all expenditure and accounts payable by the Association.
7.10 The Treasurer and two other Management Committee members shall be authorised to sign cheques on behalf of the Association. Each cheque shall be signed by the Treasurer and one of the other signatories.
7.11 All Officers and Committee members shall hold office until the following Annual General Meeting.
7.12 No person shall hold the office of Chairman, Secretary, or Treasurer for longer than three consecutive years.
- DUTIES OF THE CHAIRPERSON
8.1 The Chairperson shall represent the views of the Association in all matters pertaining to the objects of the Association.
8.2 The Chairperson shall be responsible for communication with the Committee members and the Association membership.
8.3 The Chairperson (or delegate) shall chair the Annual General Meeting and any Special General Meeting.
9. DUTIES OF THE SECRETARY
9.1 The secretary shall maintain all the Association’s records.
9.2 The Secretary shall record the minutes of all Committee meetings, the Annual General Meeting and any Special General Meeting.
9.3 The Secretary shall conduct the correspondence of the Association.
9.4 The Secretary shall distribute a copy of the minutes of all meetings to the Management Committee members and make them available on request to all members of the Association.
9.5 The Secretary shall submit the annual accounts, as adopted at the Annual General Meeting, to the Registrar of Incorporated Societies.
9.1 The secretary shall maintain all the Association’s records.
9.2 The Secretary shall record the minutes of all Committee meetings, the Annual General Meeting and any Special General Meeting.
9.3 The Secretary shall conduct the correspondence of the Association.
9.4 The Secretary shall distribute a copy of the minutes of all meetings to the Management Committee members and make them available on request to all members of the Association.
9.5 The Secretary shall submit the annual accounts, as adopted at the Annual General Meeting, to the Registrar of Incorporated Societies.
10. DUTIES OF THE TREASURER
10.1 The Treasurer shall receive all money on behalf of the Association and promptly deposit the money in the Association’s bank account.
10.2 The Treasurer shall keep a correct account of all the receipts and payments of the Association.
10.3 The financial year of the Association will be from 1 December to 30 November.
10.4 After the conclusion of the financial year, the Treasurer shall prepare a detailed statement of the Annual Accounts, including a statement of any known future liabilities, for presentation at the Annual General Meeting.
10.5 The Treasurer shall arrange for an independent financial review at the end of the financial year and present it to the Annual General Meeting.
11. POWERS OF THE ASSOCIATION
11.1 The Association will have the following powers:
11.2 To use its funds as the Management Committee thinks necessary or proper in payment of its costs and expenses.
11.3 To invest surplus funds in any way permitted by law for the investment of Charitable and Incorporated Society funds and upon such terms as the Management Committee thinks fit.
11.4 To undertake fund raising from time to time as the Management Committee thinks fit.
11.5 To do all things as may from time to time appear necessary or desirable to the Management Committee to give effect to and attain the objects of the Association.
11.6 The Management Committee members are to disclose to the Association when they, their spouse or close relative may derive a financial benefit from any matters that are discussed by the Association.
11.1 The Association will have the following powers:
11.2 To use its funds as the Management Committee thinks necessary or proper in payment of its costs and expenses.
11.3 To invest surplus funds in any way permitted by law for the investment of Charitable and Incorporated Society funds and upon such terms as the Management Committee thinks fit.
11.4 To undertake fund raising from time to time as the Management Committee thinks fit.
11.5 To do all things as may from time to time appear necessary or desirable to the Management Committee to give effect to and attain the objects of the Association.
11.6 The Management Committee members are to disclose to the Association when they, their spouse or close relative may derive a financial benefit from any matters that are discussed by the Association.
12. WINDING UP
12.1 The Association may be dissolved by resolution to that effect passed at any Annual or Special General Meeting, provided no such resolution shall be deemed to have been passed unless notice calling such meeting shall specify in general terms the proposed resolution, and unless it be carried by a majority of at least two-thirds of the Members present and voting thereon.
12.2 The Association shall be dissolved as from the confirmation of such resolution by a two thirds majority at a further Special General Meeting held not less than two months after the carrying of such resolution.
12.3 If any property remains after the liquidation or dissolution of the Association and the settlement of all debts and liabilities of the Association, that property must be given or transferred to another charitable organisation operating in the Marlborough District that is charitable under New Zealand Law and has a purpose similar to that of the Association. purpose similar to those of the Association.
12.4 In the event of dissolution, no member shall have the right to claim any assets belonging to the Association.
12.1 The Association may be dissolved by resolution to that effect passed at any Annual or Special General Meeting, provided no such resolution shall be deemed to have been passed unless notice calling such meeting shall specify in general terms the proposed resolution, and unless it be carried by a majority of at least two-thirds of the Members present and voting thereon.
12.2 The Association shall be dissolved as from the confirmation of such resolution by a two thirds majority at a further Special General Meeting held not less than two months after the carrying of such resolution.
12.3 If any property remains after the liquidation or dissolution of the Association and the settlement of all debts and liabilities of the Association, that property must be given or transferred to another charitable organisation operating in the Marlborough District that is charitable under New Zealand Law and has a purpose similar to that of the Association. purpose similar to those of the Association.
12.4 In the event of dissolution, no member shall have the right to claim any assets belonging to the Association.
13 INDEMNITY
13.1 No Officer or Member of the Management Committee shall be liable for the acts or defaults of any other Officer or Member of the Management Committee or any loss occasioned thereby, unless occasioned by their wilful default or by their wilful acquiescence.
13.2 The Management Committee and each of its members shall be indemnified by the Association for all liabilities and costs incurred by them in the proper performance of the functions and duties, other than a result of their wilful default.
13.1 No Officer or Member of the Management Committee shall be liable for the acts or defaults of any other Officer or Member of the Management Committee or any loss occasioned thereby, unless occasioned by their wilful default or by their wilful acquiescence.
13.2 The Management Committee and each of its members shall be indemnified by the Association for all liabilities and costs incurred by them in the proper performance of the functions and duties, other than a result of their wilful default.
14 MEDIATION AND ARBITRATION
14.1 Any dispute arising out of or relating to these Rules may be referred to mediation, a non binding dispute resolution process in which an independent mediator facilitates negotiation between the parties.
14.1 Any dispute arising out of or relating to these Rules may be referred to mediation, a non binding dispute resolution process in which an independent mediator facilitates negotiation between the parties.
15. COMMON SEAL
15.1 The Association shall have a Common Seal for the exclusive use of the Association.
15.2 The Common Seal shall only be affixed to documents with the prior approval of the Management Committee of the Association.
15.3 The Common Seal shall only be validly affixed to any document if it is fixed in the presence of, and is countersigned by, the Secretary and two other members of the Management Committee of the Association.
15.1 The Association shall have a Common Seal for the exclusive use of the Association.
15.2 The Common Seal shall only be affixed to documents with the prior approval of the Management Committee of the Association.
15.3 The Common Seal shall only be validly affixed to any document if it is fixed in the presence of, and is countersigned by, the Secretary and two other members of the Management Committee of the Association.