1. INTERPRETATION CLAUSE
The following words and expressions in these rules shall have the following meanings unless excluded by or repugnant to the context or subject matter:
a) “The Society” shall mean the "Eden Park Residents Association".
b) “The Act” shall mean the Incorporated Societies Act 1908.
c) “The Chairperson” shall mean the Chairperson for the time being of the Society and shall include any acting Chairperson of the Society.
d) “The Vice-Chairperson” shall mean the Vice-Chairperson for the time being of the Society and shall include any acting Vice-Chairperson of the Society.
e) “The Secretary” shall mean the Secretary for the time being of the Society and shall include any acting Secretary of the Society.
f) “The Treasurer” shall mean the Treasurer for the time being of the Society and shall include any acting Treasurer of the Society.
g) “The Committee” shall mean the committee of the Society duly elected in accordance with the rules of the Society.
h) “A month” shall mean a calendar month.
i) “General Meeting” shall mean either the annual general meeting or any extra ordinary general meeting as shall be called in accordance with the rules of the Society.
j) “Member” shall mean registered member which also includes households.
k) “Committee man” shall mean duly elected member of the committee.
l) Words inputting only the masculine gender shall include the feminine gender.
The name of the Society shall be the “EDEN PARK RESIDENTS ASSOCIATION”.
The objects for which the Society is established are:-
a) To encourage community participation in its affairs and to provide forum for discussion via it’s website http://www.edenparkresidents.org.nz/
b) The general advancement and improvement of the Eden Park District and of its environments, commercially, as a place of residence and other appropriate ways.
c) To encourage and organise combined efforts to achieve the objects of the Society.
d) To pursue and undertake any activity with the object of establishing improving or preserving social cultural or sporting activities or amenities of the objects of the Society.
e) To co-operate with or act in support of any person or organization in or towards the achievements of the objects of the Society.
f) To seek and secure from the Government of New Zealand and local governing bodies and from any interested individual or organization recognition and financial support for carrying out of the objects of the Society.
g) The promotion and protection of the general welfare of the Society’s members and of Eden Park District and surrounding districts.
h) To develop the general public interest in the Society by diffusing information and all matters pertaining to the Society’s activities and by publishing and circulating such notices, papers and circulars as may be deemed necessary for this purpose.
i) To take such steps from time to time as the Society may consider necessary to give publicity to Eden Park Residents and the surrounding district.
j) To provide and maintain suitable premises for meetings and carrying on the work of and for the purpose of carrying into effect the objects of the Society and to employ and dismiss.
k) To acquire by purchase take on lease or otherwise lands and buildings and all other property real and personal which the Committee of the Society may from time to time think proper or dispose of such property or any part thereof and to erect on such land any building and to alter add to and maintain any building erected upon such land.
l) To sell improve maintain manage exchange lease mortgage dispose of turn to account or otherwise deal with all or any part of the property assets and rights of the Society.
m) To raise or borrow money in such manner and upon such security (if any) as the Committee of the Society shall think fit and in particular upon the security of any mortgage or mortgages charge or charges of all or any part of the Society’s property assets and rights (both present and future) or by the issue of debentures charges or not upon all or any part of the Society’s property assets and rights (both present and future) and generally with such rights and upon such terms and conditions in all respects as the Committee of the Society shall see fit and to purchase redeem or pay off any such securities and re-issue same.
n) To give guarantees, bonds and indemnities and to make draw accept endorse discount execute and issue promissory notes bills of exchange drafts debentures and all or any negotiable or transferable instruments.
o) To invest and deal with the moneys of the Society not immediately required upon such securities or otherwise in such manner as may from time to time be determined.
p) To take or otherwise acquire and hold shares in any other Security or Company or Corporation having objects altogether or in part similar to those of this Society or carrying on any business of whatsoever nature which is deemed by the Committee of the Society to be capable of being conducted so as to further directly or indirectly the objects for which this Society is established.
q) To do any act matter or thing which may appear to the Committee of the Society to be incidental or conducive towards carrying in to effect or attainment of the objects of the Society.
a) The Society shall consist of an unlimited number of members provided they are residents within the proximity of Eden Park and surrounds.
b) Any person having registered shall become a member of the Society.
c) Every person joining the Society shall continue to be a member until:-
i. His or her resignation in writing has been lodged with the Secretary and accepted by the Committee, or via the website; requesting removal from the members register.
ii. The Committee decide to cancel his or her membership for any reason.
d) The Committee may if in its opinion the conduct of any member is inconsistent with the objects of the Society expel such member. No member who has been expelled shall again become a member unless a resolution permitting him or her to rejoin the Society shall have been passed at Annual General Meeting or Extra-ordinary General Meeting.
5. REGISTER OF MEMBERS
The Society shall keep a register of its members containing the names, addresses and occupations of those members and the dates at which they become members. The Society shall from time to time when required by the Registrar so to do under section 22 of the Act send to him a list of the names, addresses and occupations of its members accompanied by a statutory declaration verifying that list and made by the Secretary or Treasurer of the Society.
6. REGISTERED OFFICE
In accordance with section 18 of the Act the Society shall have a registered office to which all communications may be addressed and notice of the situation of that office and of any change therein shall be given to the Registrar as provided by that section.
The officers of the Society shall consist of a Chairperson, Vice Chairperson, Secretary, Treasurer and/or Assistant Secretary. The Offices of Secretary and Treasurer may be combined. The office bearers will be elected at the first committee meeting following the Annual General Meeting.
8. The executive of the Society shall be the Committee which shall consist of the Chairperson, Vice Chairperson, Secretary and Treasurer (all of whom shall be ex-officio members of the committee) and of not less than three or more than ten ordinary members elected as hereinafter provided.
9. The Committee may fill any vacancy occurring through the death, resignation or other cause during the currency of any year among the officers of Committee or the members of the Society and the person so appointed shall hold office until the ensuing Annual General Meeting. Sub-committees may be formed at any General Meeting of the Committee to deal with specified matters.
10. It shall be the duty of the Secretary:-
a) To keep a true record of the proceedings of all meetings (including Committee Meetings) of the Society in a book provided for the purpose and not give effect to all resolutions passed at such meeting.
b) To have custody of all books, records and reports, connected with the business of the Society and when necessary bring matters before such meetings as may properly be dealt with by them.
c) To conduct the correspondence of the Society and its committees under its direction.
d) To notify the time and place of all Committee meetings and General Meetings.
e) In case of inability to attend any meeting to cause the necessary books and papers to be conveyed to the place of the meeting and give due notice to the Chairman.
11. It shall be the duty of the Treasurer:-
a) To collect and receive all moneys due to the Society and pay all accounts contracted by it when passed for payment at any general or committee meeting of the Society and keep correct account of all transactions in books provided for the purpose.
b) To have custody of all funds and keep account of same in such a manner as will at any time clearly show the true financial position of the Society.
c) To pay all moneys collected by him as soon as it is practicable and without deduction into the account of the Society at such bank or banks as may from time to time be determined by the Committee.
d) To submit every year to the Annual General Meeting of the Society a statement of audited accounts and balance sheet at the close of the financial year.
e) To maintain a register of current members.
12. INDEMNITY OF OFFICERS
No officer of the Society shall be liable for the acts, receipts, neglects or defaults of any other officer of the Society or for any loss occasioned by any error of judgment or oversight on his part or for any other loss damage or misfortune whatever shall happen in the execution of the duties of his office or in relation thereto unless the same happen through his own willful default or dishonesty.
13. At all meetings of the Committee six shall form a quorum and the Chairperson, or in his absence, a member of the Committee elected by the majority of the other members present shall preside.
14. All ordinary business of the Society shall be conducted by the Committee which shall have power to fix the salaries and allowances to be paid to officers and servants of the Society and to appoint an honorary Solicitor and honorary auditor of the Society and to sub delegate the conduct of urgent business of the Society to a sub-committee consisting of the Chairperson, the Secretary and the Treasurer.
15. GENERAL MEETINGS
The Annual General Meeting of the Society shall be held once in every calendar year at such time (not being more than fifteen months after the holding of the last preceding General Meeting) and place as the Committee may determine. At such meeting the Treasurer shall submit a balance sheet showing the receipts and payments of the Society during the preceding year in which the Annual General Meeting is being held and of the assets and liabilities of the Society at such balance date and the Committee shall submit a report of the transactions and business of the Society during such preceding year.
16. The Committee may whenever it thinks fit and the Secretary shall upon the written requisition of not less than six members of the Society call an Extra-ordinary General Meeting. Every such requisition shall state the purpose for which such meeting is required and shall be left with the Secretary, or in his absence, with a member of the Committee.
17. Upon such requisition for an Extra-ordinary General Meeting being made as aforesaid it shall be the duty of the Secretary, or of the Committeeman with whom the same was left to convene an Extra-ordinary General Meeting of the Society to be held within twenty eight days from the date of the receipt of such requisition and if the Secretary or such Committeeman shall fail to convene a meeting within that time, then the requisitions or any six members may convene an Extra-ordinary General Meeting.
18. The Annual General Meeting shall be called on fourteen days notice and an Extra-ordinary General Meeting on fourteen days notice. Every such notice shall state the time, date and place and so far as possible the business of the meeting and shall be given by either email newsletter or by circular posted and addressed to the individual members at their usual or last known place of abode or business or by notice posted on a conspicuous place at the Eden Park Residents Association provided that the non receipt by any member of such notice shall not invalidate the proceedings of any meeting.
19. Voting at all meetings shall be by show of hands, or by ballot, as decided by the meeting. All members of the Society shall be eligible to vote, provided they have paid their current subscription.
20. The quorum of any Annual General Meeting or Extra-ordinary General Meeting shall be eight members.
21. At all Annual General Meetings or Extra-ordinary General Meetings the Chairperson, or in his absence, the Vice Chairperson, or in the absence of both the Chairperson and the Vice Chairperson then some member of the Committee to be elected by the other members present shall preside.
22. At all meetings of the Society or its Committee the Chairman shall have a deliberate vote and in the case of an equality of votes a casting vote.
23. All acts done by any meeting of the Committee or of a subcommittee or by any person or persons to whom powers to act are delegated by the Committee shall notwithstanding that it be otherwise discovered that there was some defect in the appointment of any such person or sub-committee or that they or any of them were disqualified be as valid as if every such person had been duly appointed and was qualified to be a member of the Committee and any and all such actions shall be ratified by the Committee which shall be bound thereby.
24. COMMON SEAL
The Common Seal of the Society shall be in the control of the Committee and shall be fixed only pursuant to a resolution of the Committee duly carried and in the presence of two members of the Committee and the Secretary. The Common Seal shall be kept in the custody of the Secretary.
25. SOCIETY FUNDS INVESTMENTS AND BORROWING POWERS
All funds of the Society shall (subject as hereinafter provided) be in the control of the Committee and shall be deposited in some bank to be appointed by the Committee in the name of the Society. FOUR MEMBERS shall be appointed at the first Committee Meeting after the Annual General Meeting in each year, and jointly any two of whom shall have authority to sign cheques on behalf of the Society.
26. INVESTMENT OF FUNDS
The Committee may from time to time invest and reinvest in such securities and upon such terms as it shall think fit the whole or any part of its funds which shall not be required for the immediate business of the Society.
27. BORROWING POWERS
The society shall in addition to the other powers invested in it have a power to borrow or raise money from time to time by the issue of debentures bonds mortgages or any other security founded or based on all or any of the property and/or rights of the Society or without any such security and upon such terms as to property and otherwise as the Society shall think fit but the powers of so borrowing or raising money shall not be exercised except pursuant to a resolution of the Society passed in general meeting.
28. ALTERATION OF RULES
No rule of the Society shall be altered added to or rescinded except by resolution duly carried at a General Meeting of the Society and duly registered pursuant to section 21 of the Incorporated Societies Act 1908.
29. WINDING UP THE SOCIETY
The Society shall be voluntarily wound up if a resolution to that effect be carried at a duly constituted General Meeting and the resolution is confirmed at a further General Meeting held not sooner then thirty days after the meeting at which the resolution was passed.
30. In the event of the winding up or dissolution of the Society any surplus assets of the Society shall be resolution of members in General Meeting be transferred to the Eden Park Trust.