Unlike the Constitution of the Association, these By-Laws can be changed by the Board without approval from the Membership. They are subject to New Zealand law, the Rainbow Wellington Constitution and any directives from General Meetings.
These By-Laws are written for the establishment of rules regarding the conduct of normal Association business. They are additional to the Constitution of the Association and must be interpreted in accordance with those Articles.
2. CHANGES TO BY-LAWS
These By-Laws may be changed by a two-thirds majority of the Board of the Association. Any motion to change the By-Laws must have been presented to the Board at least two weeks prior to the meeting at which the vote is taken.
3. ELECTION OF BOARD
1. A formal call for nominations of Board members shall be sent to all Association members by 30 days prior to the AGM.
2. All nominations, on a form approved by the Board, must be with the Secretary by 7 days prior to the AGM. Each nomination must have a nominator and seconder and be signed by the nominee.
3. The results of the election shall be announced by the Chair at the AGM. Even when there are fewer candidates than vacancies, all nominees shall be approved at the AGM by a show of hands.
4. Following the conclusion of the AGM, any secret ballot papers shall be destroyed after 14 days.
4. PREPARATION FOR BOARD MEETINGS
1. Notice of a Board meeting, including an agenda for the meeting, must be sent to all Board Members at least five days before the meeting.
2. Items for the agenda must be advised to the Secretary at least ten days before the meeting. The following reports shall be items on the agenda of every Board meeting:
o Correspondence Conducted
3. A Board meeting may be called by the Chairperson. The Chairperson must call a Board meeting to be held within twenty-one days of the Chairperson receiving a request for such a meeting from three or more Board members.
5. MOTIONS AT BOARD MEETINGS
1. All motions require a proposer and seconder.
2. Any substantive motion before a Board meeting shall be disposed of before any other substantive motion is introduced.
3. The following procedural motions may be moved at any time:
a. That the Chair’s ruling be disagreed with
b. For permission to withdraw a motion or amendment
c. That the question be now put
d. That the meeting proceed to the next business
e. That consideration be deferred for a stated time
f. That the motion be amended
g. That the motion be referred
h. That the meeting hear a named observer
i. That observers be requested to retire
j. To discuss the action of a member who has been named by the person chairing the meeting
4. The first four procedural motions shall have precedence in the order in which they are listed. On the motion given as 5.3(a) being moved, the person chairing the meeting must vacate the chair. Only the mover and the person chairing the meeting may speak to this motion. There shall be no discussion on the motions given as 5.3(b) or 5.3(d).
5. Only one amendment shall be considered at a time.
6. Any amendment must be relevant to the substantive motion. If its effect is to negate the motion, it must include a reasoned alternative course of action.
6. CONDUCT OF BOARD MEETINGS
1. The meeting shall be chaired by the Chairperson of the Board. In the absence of the Chairperson by a delegated person.
2. The Chairperson may invite observers to attend Board meetings. Their presence must be formally acknowledged by the meeting.
3. Observers may not vote, but may speak to a specific motion at the request of the meeting.
4. The Board may deny attendance to observers for all or part of any Board Meeting.
5. All speakers shall address the meeting through the chair. Speakers shall avoid personalities, impropriety, irrelevance and repetition. Speakers shall confine themselves to the matter under discussion.
6. A Board Member, when speaking, shall not be interrupted except by the person chairing the meeting as conductor of the meeting or by a Board Member raising a point of order. When more than one speaker starts to speak at the same time the person chairing the meeting shall decide who takes the floor.
7. The person chairing the meeting may propose, speak and vote on motions.
8. At the request of any Board Member the names of those voting for and against any motion shall be recorded in the minutes.
7. MINUTES OF BOARD MEETINGS
1. The minutes shall be recorded by the Secretary, or in the Secretary’s absence by a person appointed by the person chairing the meeting.
2. The minutes shall contain at least:
o The time and place of the meeting, recorded in a manner appropriate
o The names of those present at the meeting
o Substantive motions, each with its proposer’s name and result
o Summary of discussion where no motion was considered
o Any actions required
3. Any papers or other supporting material, whether discussed or not, shall where practical be attached to the minutes of the meeting where the material was presented. Where this is not practical, the minutes shall contain sufficient references to allow such material to be found by the reader.
4. The only discussion on a motion for the confirmation of the minutes shall be as to the accuracy of the record.
1. The financial year of the Association shall be from 1st January up to and including 31st December of that year.
2. The Treasurer shall ensure that:
o All money received on account of the Association shall be paid into the Association’s account with its bankers.
o All cheques drawn upon the Association’s bankers must be signed by two Board Members authorised by the Board.
o Cheques or other negotiable instruments paid or payable to the Association’s bankers for collection requiring endorsement of the Association may be endorsed by the Treasurer or by such person or persons as the Board may appoint.
o A proper account shall be kept of the Association’s income and expenditure, and of the matters in respect of which the income and expenditure arises and takes place respectively and of the Association’s property, credits and liabilities, in books to be provided for that purpose, and must produce the account books, properly written up, when required by the Board.
o Once at least in every year the accounts of the Association made up to the last day of the preceding financial year must be audited by the Association’s auditor, and an abstract of the accounts be produced and issued to every member, together with the notice of the Annual General Meeting.
3. 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 3 of the Incorporated Societies Act 1908.
4. The Board may from time to time approve the investment of the Association’s financial assets and may direct the Treasurer to withdraw funds invested.
5. Funds approved for investment shall be invested in one or more of the following ways:
o with a registered bank
o in New Zealand Government or Local Authority stock.
6. Annual Subscriptions:
o The annual subscription shall be:
- Corporate Member $200.00.
- Personal Member $ 40.00.
o Any existing member whose membership subscription is unpaid after three months shall automatically lose membership of the Association and shall be debarred from claiming or professing membership of or connection with the Association.
9. REGISTERED OFFICE
The registered office of the Association shall be in Wellington at such a place determined by the Board.
10. COMMUNICATION WITH MEMBERS
Formal communication may be by any of the following methods, as agreed with the individual member. At all times, postal mail must be in a sealed envelope.
1. By post, to the mailing address of the member as held in the Association’s records, or
2. By facsimile, to the member’s facsimile number as held in the Association’s records, or
3. By Email, to the member’s email address as held in the Association’s records.