CONSTITUTION and RULES
1. NAME
The
Society shall be named SeniorNet Hibiscus Coast Incorporated. hereinafter referred
to as SeniorNet Hibiscus Coast Inc.
2.
OBJECTIVES
The
objects of the Society, which are limited to
2.1
To teach computer skills to older adults
in an enjoyable and friendly way;
2.2
To give older adults the opportunity to learn
skills that will enable them to contribute their knowledge and wisdom to
society.
2.3
To offer a means for older adults to communicate
and make new friends through on‑line communication;
2,4 To conduct research on the use of technology by older adults;
2.5
To do all such things as may be deemed necessary
to attain and complement the above objectives.
3.
POWERS
In
furtherance of the above objectives the Society may exercise all or any of the
following powers:
3.1 To receive, hold and assign any copyright or
copyright material or any unregistered design;
3,2 To
purchase, erect, build, take or lease, or otherwise obtain the use or
occupation of and to manage, extend, improve, develop, alter, maintain and
repair and to sell, let, lease, donate or otherwise dispose of real and
personal property of every description;
3.3 To accept gifts whether by way of endowment
or otherwise and whether by gift inter-vivos or by way of devise or bequest
given for the furtherance of the objects
of the Society or any of them and to accept and discharge trusts attached
to the subject matter of any such gifts;
3.4 To borrow or raise or secure the payment of monies
for the furtherance of the objects of the Society either with or without
security;
3.5 To invest all or any monies held by the Society
on the Society's behalf hereof in and upon investment authorised by the law for
the time being in force in
3.6 To institute, initiate, or take and to defend
compromise or abandon legal proceedings involving the property or affairs of
the Society;
3.7 Any income, benefit or advantage shall be applied
to the charitable purposes of the Society. No member or person associated with
a member of the Society shall derive any income, benefit or advantage from the
Society where they can materially influence the payment of the income, benefit
or advantage. Except where that income, benefit or advantage is derived from:
(a)
Professional services to the Society;
rendered in the course of business
(b) Interest on monies lent at no greater rate
than current market rates. Not withstanding Clause 17, no alteration, addition
or repeal of this clause shall be made which would alter the charitable status
of the society for taxation purposes or any other purposes.
3.8 To do all lawful things which are deemed
necessary, convenient, incidental to the carrying out of any or more of the
objectives of the Society, provided always
that it shall be a basic principle of SeniorNet that its Constitution, Rules
management and conduct shall be non--sectarian, non‑political and multi‑racial.
4. REGISTERED OFFICE
The
registered office of the Society shall be at such place as the Executive
Committee, hereinafter referred to as the Executive, shall from time to time
determine, and shall be notified to the Registrar of Incorporated Societies
5. THE SEAL
The
Secretary shall have the custody of the Common Seal and the Executive may from time
to time by resolution change, alter or adopt such new seal as they may deem proper.
The Common Seal shall not be affixed to any document except pursuant to a
resolution of the Executive and shall be so affixed in the presence of two
Executive members (one being the Chairperson or Secretary) who shall sign every
document so sealed.
6.
MEMBERSHIP
6.1 Membership of the Society shall be open to any
person who supports the objectives of the Society and has reached the age of 50
years. Any such person shall become a member when she or he has:
(a)
Submitted an application for membership, with such application being on such
form as shall from time to time be approved by the Executive;
(b)
Paid an annual subscription in respect of the period beginning first January each
succeeding year, and as recommended from time to time by the Executive for
approval by members at a General Meeting or at the Annual General Meeting.
(c)
Had his or Her application approved by the Executive.
6.2 Membership of the Society shall be terminated
on written resignation to the Secretary, or non‑payment of the subscription
two (2) months after the due date, or on decision of the Executive carried by
not less than two‑thirds of the members present and voting for such reason
as the Executive may deem fit, provided that the member concerned has a right
of appeal against the decision to a General Meeting of the Society called to consider
the matter.
6.3
On the recommendation of the Executive, the Society may appoint members to Honorary
Membership in recognition of meritorious service to SeniorNet.
7. ELECTION
OF MEMBERS OF THE EXECUTIVE
7.1 Each position on the Executive shall be
available for the election of financial members to fill all positions as an
item of the business at each Annual General Meeting. All members shall be
elected for a one year term but shall be eligible for re‑election at each
Annual General Meeting. Written nominations for the election of Officers and
Executive Members. signed by the proposer and seconder and approved by the
person nominated, must be mailed or given to the Secretary seven (7) days prior
to the Annual General Meeting;
7.2 Any member shall be deemed to have resigned
from the Executive if that member
becomes unable to attend by reason of infirmity, by resignation from office or
membership of SeniorNet Hibiscus Coast Inc. or is absent from committee
meetings for more than six months without prior Consent
7.3
If any vacancy occurs after the Annual General Meeting, the Executive may fill such
vacancy.
8.
MANAGEMENT
8.1 Management of the Society shall be vested in
the Executive which shall consist of:
(a) Chairperson, Secretary, Treasurer and Deputy
Chairperson;
(b) Between four and eight additional Executive
Members;
(c) The Executive shall have the power from time
to time to co‑opt members to the committee, and appoint sub‑committees;
(d)
The Immediate Past Chairman
automatically becomes a member of The Committee of Management
8.2 The Executive shall meet every two (2) months
or more frequently if required;
8.3 Each Executive meeting shall have not less than five (5) members to form a quorum;
8.4 Each member of the Executive shall be
entitled to one vote, and the Chairperson both a deliberate and a casting vote;
8.5 Decision making will be reached by consensus.
Where this is not possible, the method of voting at all meetings shall be by a
show of hands unless at least 50% of members present demand a ballot, in which
case the questions shall be decided by ballot.
9. MANAGEMENT RESPONSIBILITIES
9,1 The Chairperson or the Deputy shall preside
at all meetings of the Executive, but if both are absent the meeting may elect
a chairperson from the floor.
9.2 The Secretary shall:
(a)
Keep the minutes of all Executive and General
Meetings, and conduct such correspondence as may be required by the Executive;
(b) Keep a register of members, showing names and
addresses
(c) Maintain a record of all correspondence of SeniorNet
Hibiscus Coast Inc. and the Executive and sub‑committees, and sign
outward correspondence unless otherwise arranged with the Chairperson;
(d)
Take care of all
9.3 The Treasurer shall:
(a)Account
for all monies on behalf of the Society and lodge all such monies to the credit
of the Society at such Bank or Banks as the Executive shall decide from time m
time,
(b)Keep
account of financial transactions made by or on behalf of the Society and
prepare and submit for audit an annual statement of accounts plus an inventory
and a balance sheet for presentation to the Executive and the Annual General
Meeting;
(c)
Produce the bank cheque books and statements at all meetings of the Executive;
(d)
Pay all accounts payable and claims for compensation and expenditure as approved
by the Executive;
(e)
Ensure any two persons holding the position of Treasurer, Secretary, Chairperson
or Deputy Chairperson are authorised to sign cheques.
10.
INDEMNITY OF OFFICE‑BEARERS AND SERVANTS
No
Office‑Bearer or Paid Servant of SeniorNet
Hibiscus Coast Inc. shall be liable for the acts, receipts, neglects or
defaults of any other Office‑Bearer or paid Servant, of SeniorNet Hibiscus
Coast Inc. or for any loss occasioned by any error of judgement or oversight on
his/her part or for any other loss, damage
or misfortune whatsoever which shall happen in the execution of the duties of his/her office or in
relation to those unless the same happens through his/her own wilful default or
dishonesty.
11.
AUDITOR
An
auditor, who shall be a member of the Society of Accountants and shall not be a
member of the Executive, shall be elected at the Annual General Meeting of the
Society and shall audit the books and certify the accounts of the Society for
presentation to the Executive and the Annual General Meeting.
12. DELEGATION
Subject
to these rules and to any resolution of an Annual General Meeting or Special
General Meeting the Executive shall exercise all the powers and all the
functions for which the Society is established and shall have the power to do
all the things that are conductive to the attainment of one or all of the
objectives of the Society.
13.
INTERPRETATION
The
Executive is the sole authority for the interpretation of these rules and the
decision of the Executive upon any question of the interpretation of any matter
affecting the Society and not provided for in these rules shall be final and
binding on the members
14.
MEETINGS
14.1
The Annual General Meeting of the Society, for which members shall be
given ten (10) days notice in writing, shall be held each year on a date, time
and place to be fixed by the Executive, but not later than 30th May,
for the following purposes
(a) to receive a report and audited accounts for
the preceding year;
(b) to elect officers and Executive members (as
specified in 7.1 above) for the ensuing year;
(c) to vote on any resolutions which may be
submitted to the Executive;
(d) Notice of Motion for the discussion of any
relevant item may be given by any member to the Secretary at least twenty one
.(21) days prior to the Annual General Meeting and it will then be discussed at
that meeting;
(e) To appoint an auditor whose qualifications
are consistent with 11 above.
14.2 Conduct of Meetings
(a) A quorum shall be not less than five (5) financial members,
(b) If, after half an hour of the calling of any
meeting of members a quorum is not present, the meeting shall be adjourned and,
notwithstanding a quorum not being present at the adjourned meeting, the
meeting shall take place as if a quorum were present;
(c) The chairperson of the Executive shall act as
chairperson at any meeting of the Society, or in his/her presence or absence
any other member may be elected as chairperson of the meeting. In the case of
an equality of votes, the chairperson shall have a casting vote;
(d) Every
financial member whose subscription is not in arrears shall be entitled to attend
and vote at a general meeting and shall be entitled to one vote on every motion,
to be exercised in person alone;
(e) The method of voting at all meetings shall be by a
show of hands unless at least 50% of the members present demand a ballot, in which
case the question shall b decided by ballot.,
14.3 General Meetings of the Society may be called
by the Executive at any time, and it shall do so forthwith upon the request in writing
of five percent of the members, stating the purpose for which the meeting is required. Notice of such special meetings
shall be given to the members in writing at least seven (7) days before the date
of such meetings. No business shall be transacted other than that specified in
the notice.
15. FINANCIAL
YEAR
The financial year of the Society shall be from 1st
January to 31st December.
16. BANK ACCOUNT
Any bank account or accounts as may be set up from
time to time by the Executive shall be operated as provided under clause 9.3
above.
17. ALTERATION TO CONSTITUTION AND RULES
These Rules may be altered. added to or amended by
resolution at any Annual General Meeting or Special General Meeting of the
Society PROVIDED THAT no such resolution shall be deemed to have been
passed unless notice thereof was given and the resolution was thereafter
carried by a majority of not less than two-thirds of the members voting thereat
and PROVIDED THAT no addition to or alteration of the charitable
objects, the personal benefit clause or the winding up clause shall be approved
without the consent of the Inland Revenue Department.
18. WINDING UP
18.1 The Society may be wound up in accordance with
Section 24 of the Incorporated Societies Act 1908, namely by a resolution of
the majority of the members at a General Meeting and provided that such
resolution is confirmed at a subsequent General Meeting called for the purpose and
held not earlier than 30 days after the date on which the resolution to be
confirmed was passed;
18.2 On dissolution of the Society the property
thereof shall be disposed of in such a manner for an approved charitable
organisation within New Zealand having similar charitable objects, as may be
decided by resolution of the members, provided that no member is able to
receive any pecuniary gain from surplus assets or financial holdings when
winding up;
18.3 In default of such agreement by members a neutral body or person. such as the
President of the District Law Society, shall nominate an appropriate approved charitable
organisation.
ASSISTANT
REGISTRAR OF
INCORPORATED
SOCIETIES
Incorporated this - --- 1st ------------------
day of --- July
1999 -- -- --- -------- -
(Stamp)
(Signature)
Rules amended on 15th August 2008.