Kelvin Grove Community Assn. Inc.

KELVIN GROVE COMMUNITY ASSOCIATION INC.

(Formerly Kelvin Grove Residents' Assn. Inc.)

CONSTITUTION AND RULES

Adopted December 2006  

 1          Title

  Name submitted ‘Kelvin Grove Community Association Incorporated.’

 

2          Interpretation

2.1          ‘Association’ shall mean the Kelvin Grove Community Association.

2.2          ‘Kelvin Grove’ shall mean that area of the City of Palmerston North as defined by the Palmerston North City Council.

2.3          ‘The Act’ shall mean The Incorporated Societies Act 1908 and any amendments thereto.

2.4         The term ‘community’ shall mean residents, ratepayers, landowners, businesses and special interest groups that reside or operate within the defined boundaries.

 

3          Intentions

The general Intentions of the Association shall be:

3.1          To advocate for the community, facilities and amenities /development of Kelvin Grove and maintain the community standards of the area, including cooperation with special interest groups from within the boundaries relevant to the intentions of the Association.

3.2          To appoint a representative or representatives or a sub-committee in conjunction with any other association, public body, corporation or organisation, on behalf of the Association, and if necessary co-opt non-members for this purpose.

3.3          To purchase, take on lease, or otherwise acquire on such terms as the Committee may think fit, any real or personal property and rights or privileges, and to erect, maintain, improve or alter any buildings, premises or works.

3.4          To borrow or raise money upon mortgages of any real or personal property of the Association or on debenture or any other security or securities.

3.5          To sell, lease, exchange, mortgage, charge or otherwise deal with all or any of the real and personal property of the Association.

3.6         To receive bequests, subscriptions and donations for approved specific or general purposes connected with, or incidental to, any of the intentions of the Association, and to invest, manage and administer the same.

3.7          Generally to do all such other things as may be incidental or conducive to the attainment of the above intentions or any of them, or may in the opinion of the Committee be likely to be of direct or indirect assistance to members and in the interests of the Community.

 

4          Membership

4.1          The Association shall consist of an unlimited number of members.

4.2          Any person or organisation having paid the subscription for the then current year, having first established and evidenced their eligibility within the stated boundaries shall become a member of the Association.

4.3          No member of the Association or person associated with a member shall participate in or materially influence the decision made by the Society in respect of the payment to or on the behalf of that member or associated person of any income, benefit or advantage whatsoever.

4.4         Any such income, benefit or advantage shall be reasonable and relative to that which would obtain in an arms length transaction in the open market at the time.

5          Cessation of Membership

A person shall cease to be a member of the Association if:

5.1          Having failed to pay his/her subscription nine months after the date appointed for the payment thereof his/her name shall be removed from the Association's Register of Members.

6          Register of Members

6.1          The Association shall keep a register of its members containing the contact details which include addresses, phone numbers, electronic mail, personal skills of those members and the dates on which they became Members.

7          Subscriptions

7.1          The annual subscription payable by members shall be such sum and payable at such times as the Committee shall from time to time determine.

8          Officers

8.1          The Annual General meeting must appoint a committee of at least five and not more than seven financial members and an Auditor. The committee shall appoint such officers as it deems necessary to run the Association, and shall have the power to fill casual vacancies on the committee or officers by cooption pending the next general meeting.

8.2         The role of each officer shall be defined by a job description.

 

9          Election of Officers

9.1          The committee shall be elected annually, and shall hold office until the following Annual General Meeting or until a Special General Meeting called specifically for the re-election of officers or an officer or officers discontinue membership as stated in Rule 5 or resigns from an official position.

9.2          Auditors must be non-members and appointed separately from the officers on the committee.

9.3          No person shall be elected or hold office as auditor who is an officer or a Member of the Association.

10      Financial Year

10.1        The financial year of the Association shall end on 31st March.

11      Annual General Meeting Procedures

11.1       The Annual General Meeting shall be held as soon as practicable after 31st March in each year but not later than 31st July and at such time and place as may be decided by the Committee.

11.2       Prior to the date of the Annual General Meeting the Secretary shall call for nominations to the Committee by sending to each member a notice asking for nominations.

11.3       The business of the Annual General Meeting shall be as follows:

11.3.1            Acceptance of the Minutes of the previous General Meeting(s)

11.3.2            Annual Report of the Chairperson

11.3.3            Receiving and acceptance of Audited Accounts

11.3.4            Election of Officers, Chairperson, the Secretary, The Treasurer and the Auditor

11.3.5            Motions of which notice has been received by the Chairperson and notified to all members

General business:

11.4        A Special General Meeting shall be called at any time by the Committee on its own decision or within twenty-one days of receipt of a request signed by five financial members, and notification of said meeting by the Chairperson specifying the motions and intention/s of such Special General Meeting.

11.5        No business shall be transacted at any Special General Meeting except that which shall be specified in the notice calling the meeting.

11.6        Notice of any General Meeting, whether Annual or Special, specifying the intention/s of any such meeting, shall be forwarded to all financial members at least seven days prior to the day fixed for the holding thereof. The Committee may, in addition, advertise, as it may decide upon, calling the attention of members to the holding of the meeting.

11.7       The quorum at all Annual General Meetings shall be seven financial Members personally present.

11.8       At all Annual General Meetings every financial member personally present and entitled under these Rules to vote shall be entitled to one vote and the Chairperson shall, in addition, have a casting vote. All voting shall be on the voices or by a show of hands unless a poll is demanded by at least five members. Any poll shall be taken in such a manner as the Chairperson decides. A motion shall be carried by a single majority.

11.9        At every Annual General Meeting the Chair shall be taken by the Chairperson of the Committee if present or in his/her absence by the Deputy Chairperson if there be one decided upon by the Committee, or failing these officers a Chairperson nominated by the persons present at the meeting.

11.10     If within thirty minutes from the time appointed for the meeting a quorum of members is not present the meeting shall be adjourned and the adjourned meeting shall be held within thirty days. If at such adjourned meeting a quorum of members as provided for in clause (15.7) thereof is not present the members then present shall constitute a quorum. Notice of such adjourned meeting shall be given as stated in clause (15.6)

11.11     The election of the committee shall be by ballot if necessary and two scrutinisers shall, prior to the holding of any ballot be appointed by the members present. They shall conduct the ballot and shall certify to the Chairperson the name or names of the persons elected. Immediately the Chairperson has declared the successful nominees duly elected the ballot papers shall be destroyed.

11.12     Any Member of the Association desiring to move any motion at an annual general meeting shall notify the motion in writing and the reasons for the proposal to the Secretary at least 28 clear days before the Annual General Meeting at which the motion is to be considered. The Secretary shall send a copy of the motion with the proposer’s name to each member of the Association or, where this is not practicable, shall send a summary of the motion and shall state where the full text of the motion may be seen with the notice of the Annual General Meeting.

12      Alteration of Rules

12.1        Subject to Section 21 of the Act these Rules or any of them may be altered added to or rescinded by a resolution passed by not less than two-thirds of the members as vote in person at a General Meeting of which notice specifying the intention to propose the resolution has been duly given.

12.2       This constitution shall not be amended, added to, or rescinded except by resolution in that behalf, passed by a majority of members entitled to vote at an Annual General Meeting or Special General Meeting convened for the purpose, nor unless written notice of the proposed amendment, addition or rescission, shall have been given to the Secretary not less than four weeks before the meeting and no such amendment, addition and recession shall be valid unless and until it has been registered by the Registrar of Incorporated Societies.

12.3        No amendment, addition or recision shall be permitted that in any way affects the charitable status of the Society including the provisions for its winding-up, or that in any way affects the payment to members of the Society or persons associated with members of income, benefit or advantage, unless such amendment, addition or recision shall have obtained the prior approval of the Inland Revenue Department.

 

13      Common Seal

13.1       The Secretary shall have custody of the common seal of the Association, if one is required, and such seal shall not be affixed to any instrument except by the authority of a resolution of the Committee, and in the presence of a member of the Committee and of the Secretary or other such person as the Committee may appoint for the purpose; and that member of the Committee and the Secretary or other person aforesaid shall sign every instrument to which the seal of the Association is so affixed in their presence.

14      Control and Investment of Funds

14.1        The funds of the Association shall be deposited in account or accounts at a bank or banks as decided upon by the Committee from time to time except that the Treasurer shall hold petty cash in a sum not exceeding an amount decided by the Committee from time to time and excepting that funds not immediately required may be invested as determined by the Committee from time to time with the agreement of the Auditor of the Association. The signatures of any two of the following officers shall operate upon the accounts: the Chairperson, the Secretary, and the Treasurer.

15      Powers of Committees

15.1        The Committee may meet together for the dispatch of business adjourn and otherwise regulate its meetings as it may decide. Questions arising at any meeting shall be decided by a majority of votes. In the case of an equality of votes the Chairperson shall have a second or casting vote. Any three members of the Committee may and the Chairperson or Secretary on the request of any such three members shall at any time summon a meeting of the Committee.

15.2       The quorum necessary for the transaction of the business of the Committee shall be five.

15.3       The continuing members of the Committee may act notwithstanding any vacancy in their body but if and so long as their number is reduced below the number fixed as the necessary quorum the continuing members of the Committee may act for the purpose of summoning a General Meeting of the Association but for no other purpose.

16      Subcommittees

16.1       The Committee may appoint Sub-Committees and may delegate them such powers as it may decide.

16.2       Such Sub-Committees may comprise persons who are not members of the Association or of the Committee.

16.3       Sub-Committees shall report to the Committee, and the decision of any Sub-Committee shall be subject to confirmation by the Committee, except in cases where the Sub-Committee is given full power to act.

16.4       A Sub-Committee shall appoint its own Chairperson but the Chairperson shall be a member of the Committee, except where in special cases the Committee may otherwise order.

16.5       The Chairperson of the Committee shall be an ex-officio member of all Sub-Committees.

16.6       The Committee shall fix the quorum of Sub-Committees.

17      Dissolution

17.1       The Association may be wound up under the provisions of the incorporated Societies Act 1908.

17.2       A majority of members present at a Special General Meeting convened for the purpose may resolve that the Society be wound up as from a date to be named in the resolution.

17.3       Any such resolution shall remain inoperative unless and until it is confirmed by a further Special General Meeting called for that purpose and held not earlier than thirty days after the date on which the resolution so to be confirmed was passed.

17.4       If upon such winding up there remains, after satisfaction of all debts and liabilities of the Society any property, whatsoever, the said property shall not be paid or distributed to the members of the Society, or persons associated with members, but shall be given or transferred as the Special General Meeting shall resolve to approved charitable organisations within New Zealand whose objects include objects similar to those of the Society.

Last Updated: 1 January 2007