RULES of MANAWA KARIOI SOCIETY INCORPORATED

 

1. NAME

The name of the Society is Manawa Karioi Society Incorporated. 

Its address is Tapu Te Ranga Marae, 44 Rhine Street, Island Bay, Wellington.

 

2. OBJECTS

The objects of the Society are:

(a)To restore a forest ecosystem to the land managed by the Society which is similar to that which existed there immediately before human arrival.

[Amended March 2009]

b) To apply the principle of kaitiakitanga, or stewardship, in the care of the land.

c) To establish a partnership of Maori and Pakeha in achieving the objects of the Society.

d) To foster community involvement in the Society’s activities by encouraging individuals and groups to use the land for activities such as recreation, education, health improvement and cultural activities at the discretion of the Committee.

e) To encourage in particular the involvement of children in the Society’s activities.

f) To develop and manage other areas of land within New Zealand for the objects listed above, should the opportunity arise.

[Amended June 1993 and March 2009]

g) To support charitable organisations in New Zealand with similar or compatible objects. 

[Amended 11 June 1993]

 

3. MEMBERSHIP

3.1 Any person who supports the objects of the Society may become an ordinary member of the Society on payment of the annual subscription fee, or the substitute fee (described in clause 6). Only ordinary members of the Society may vote at General Meetings.

3.2 Every member shall have their name entered onto the Membership Register.

3.3 Junior membership is available, without payment of a subscription, to people under the age of 16 years, who submit a junior membership application.

[Amended March 2009]

3.4 Group membership is available to any group that is approved by the Committee and which pays the annual subscription fee or substitute fee.

 

4. REGISTER OF MEMBERS

The Secretary shall at all times keep an up-to-date Register of members showing the name and address of each member, and the date on which they joined the Society.

[Amended March 2009]

 

5. TERMINATION OF MEMBERSHIP

Membership may be terminated by written resignation, failure to pay the annual subscription or substitute fee, or by decision of the Committee on the grounds of behaviour, which in the Committee’s view, would bring the Society into disrepute.

 

6. SUBSCRIPTIONS

6.1 The annual subscription shall be set by the Committee at the first Committee meeting following the Annual General Meeting.

6.2 The Committee may resolve that in particular cases or classes of case, the subscription fee may be paid by some method other than cash (such as labour or material), in which case the fee shall be a substitute fee.

 

7. KAUMATUA

7.1 The Society shall at all times have a Kaumatua.

7.2 The Kaumatua will be the Kaumatua for the time being of Tapu Te Ranga Marae, unless that person declines to be Kaumatua of the Society. In that case, the Kaumatua of the Society will be the person nominated by the Kaumatua of Tapu Te Ranga Marae.

7.3 The functions of the Kaumatua shall include but not be limited to:

a) acting as a spokesperson for the Society;

b) guiding the Society in applying the principle of kaitiakitanga to the care of the land;

c) deciding which matters are “matters of substance” where the Committee is unable to agree.

7.4 The Kaumatua shall not be a member of the Society and shall not be entitled to vote at General Meetings.

 

8. MANAGEMENT

8.1 The Society shall be managed by a Committee.

8.2 The Committee shall consist of the Kaumatua and elected members.

8.3 The number of elected members shall be decided by the members of the Society at each Annual General Meeting, but shall be at least six and not more than 12.

[Amended March 2009]

8.4a The Committee shall elect from its members a Chair, Secretary and Treasurer and may elect a Vice-Chair. No one person shall hold more than one of these positions at the same time. The Kaumatua may not hold any of the above positions.

[Amended March 2009]

8.4b The committee shall elect from its members a person to liaise with the Kaumatua. The liaison person may hold another Committee position.

[Amended March 2009]

8.5 The Committee members shall be elected to serve for one year at the Annual General Meeting, and shall be eligible for re-election.

8.6 The Committee may at any time co-opt members to serve on the Committee, provided that the number of Committee members does not thereby exceed 12.

[Amended 11 June 1993]

8.7 The Committee may do all things necessary to achieve the objects of the Society, including:

[Amended March 2009]

a) open and operate bank accounts for the control and investment of funds of the Society;

b) enter into contracts and expend the funds of the Society;

c) make regulations for the conduct of the Society;

d) employ any person;

e) form sub-committees for any purpose.

8.8 The Committee may not borrow money in the name of the Society unless a special resolution to that effect has been passed at a General Meeting.

[8.9 deleted March 2009]

 

9. COMMITTEE MEETINGS

9.1 The Committee shall meet at least once in every three months.

[Amended 11 June 1993]

9.2 All Committee members shall have one vote except the Kaumatua, who shall not have a vote, and the Chair, who shall have a casting vote.

9.3 Except on matters of substance, all decisions shall be by majority vote.

9.4 Any resolution on a matter of substance must be passed by unanimous decision.

9.5 Any declaration that a matter is a matter of substance must also be passed by unanimous decision. Where a majority of the Committee vote that a matter is a matter of substance but unanimous agreement cannot be achieved, the question shall be referred to the Kaumatua, whose decision shall be final.

9.6 Any member of the Society is entitled to attend Committee meetings, and may speak with the consent of the Committee.

9.7 The Committee may at any time go into caucus, during which time only Committee members may be present, along with any other person with the permission of the Committee.

9.8 A quorum at Committee meetings shall be half the total number of the Committee members, and shall include at least two position holders of the Society.

[Amended March 2009]

9.9 Minutes of the Committee meetings shall be kept and be available for any Society member on request.

 

10. GENERAL MEETINGS

10.1 A quorum for any General Meeting shall be eight members of the Society, and the Kaumatua or a nominee of the Kaumatua, or if neither of these are able to attend, the Society’s Kaumatua Liaison Person who shall be counted as one of the eight members.

[Amended 2009]

10.2 All motions shall be carried by majority vote.

10.3 Voting shall be by affirmation, show of hands, or by ballot, at the discretion of the Chair.

[Amened March 2009]

10.4 At least 14 days’ written notice of all General Meetings shall be sent to all members, other than Junior members of the Society, and to the Kaumatua.

[Amended March 2009]

10.5 Proxy votes must be in writing in the hands of the Chair before the start of the meeting.

 

11. ANNUAL GENERAL MEETINGS

11.1. The Annual General Meeting shall be held in the months of August, September or October each year.

[Amended March 2009]

11.2 If possible the Annual General Meeting shall take place at Tapu Te Ranga Marae.

[Amended 11 June 1993 and March 2009]

11.3 The business of the Annual General Meeting shall include but not be limited to the following:

a) report of the Chair

b) submission of reviewed or audited accounts

[Amended March 2009]

c) appointment of the auditor for the following year. The auditor is to be independent of the Society.

[Amended March 2009]

d) election of Committee

11.4 The election of Committee Members shall be by ballot or by a show of hands if the Chair agrees. Nominations to the Committee must be have a proposer and seconder and may be accepted by the Chair at any time prior to the Chair announcing that the vote shall now be taken. Proxy votes shall not be permitted. [Amended 11 June 1993]

 

12. Special General Meetings

12.1 Special General Meetings may be called by the Committee at any time.

12.2 The Committee shall call a Special General Meeting if requested in writing by any six ordinary members of the Society.

12.3 Notice of any Special General Meeting must state the purpose for which the meeting has been called.

 

13. FINANCE

13.1 All money received by the Society shall be paid into a bank account of the Society.

13.2 The Secretary, Treasurer, and two other Committee Members nominated by the Committee shall be authorised to sign cheques on behalf of the Society.

13.3 All cheques drawn upon a Society bank account shall be signed by any two of the authorised signatories, provided that no cheque shall be signed by two people who are living in the same household together.

13.4 The financial year of the Society shall be from 1 July to 30 June of the following year.

[Amended March 2009]

13.5 The Treasurer shall, at every Annual General Meeting, produce reviewed or audited accounts of the Society.

[Amended March 2009]

13.6 The Secretary shall file with the Registrar of Incorporated Societies within seven days after the Annual General Meeting, the financial statements required to be filed under section 23 of the Incorporated Societies Act 1908.

 

14. ALTERATION OF THE RULES

14.1 The rules of the Society may be altered, added to or rescinded at any General Meeting, provided that no such change affects the charitable nature of the Society, and provided that written notice of the proposed changes has been sent to all members of the Society, except Junior members, at least 14 days prior to that meeting.

[Amended 11 June 1993]

14.2 The Secretary shall register any such alteration, addition or rescission with the Registrar of Incorporated Societies.

 

15. NO PECUNIARY GAIN

15.1 Any income, benefit or advantage received by the Society shall be applied to the objects of the Society.

15.2 No member, or person associated with a member, shall participate in or materially influence any decision by the Society which provides a pecuniary benefit to them.

5.3 The provision of any payment or pecuniary benefit to any member or person associated with a member may only be in accordance with a contract on reasonable terms and relative to that which would be entered into in an arm’s length transaction.

15.4 The Committee or a General Meeting may approve the reimbursement of actual and reasonable expenses incurred in the course of pursuing the objects of the Society.

[Rule 15. amended 21 August 2001 and March 2009]

 

16. COMMON SEAL

The Society shall have a common seal which shall be kept in the custody and control of the Secretary for the time being of the Society. The Society shall execute any document of whatsoever nature pursuant to a resolution of the Committee passed for that purpose by the Secretary affixing the common seal in the presence of two members of the Society.

 

17. LIABILITY

No member of the Committee shall be liable for the acts or defaults of any other members of the Committee, or for any loss or expense happening to the Society, unless the same happens from his or her own wilful default.

 

18. WINDING UP

18.1 The Society may at any time be wound up by the resolution of a majority of the members present at any General Meeting of the Society called for that purpose.

18.2 Such a resolution shall not take effect unless and until it has been confirmed at a subsequent General Meeting called for that purpose and held not earlier than 30 days after the date on which the resolution to be confirmed was passed.

18.3 Notice of the passing of such resolution shall be given by the Committee to the Registrar of Incorporated Societies.

18.4 In the event of such winding up, the property and net assets of the Society after payment of its debts, liabilities and the costs and expenses of the winding up, shall be transferred to a charitable incorporated society or charitable trust within New Zealand whose objects are similar to those of the Society and which shall be selected by resolution of the meeting.

[Amended 11 June 1993, 21 August 2001, and March 2009]