1. Name

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The name of the society shall be Te Rapa Rugby Sports Club Incorporated. Hereinafter referred to as ‘The Club’.

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2. Objects

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The Club is established for the following purposes:

2.1To promote, develop, and advance rugby union under the jurisdiction of the New Zealand Rugby

Football Union, adhering to its rules.  

1. To establish and manage facilities for rugby and other sporting activities for Club members, other sporting bodies, and for the benefit of the wider community.

2. To encourage and support educational opportunities for all Club members and the broader community.

3. To promote other community activities that align with the Club’s objectives.

4. To affiliate with, and support the advancement of, the following sporting bodies in the promotion of rugby union and related activities, with all affiliated clubs of the Waikato Rugby Union considered as reciprocal clubs:

• Hamilton Rugby Sub-Union

• Waikato Rugby Union

• New Zealand Rugby Football Union

  1. To undertake any actions deemed necessary by the Club to foster fellowship, cultural activities,

entertainment, and the social wellbeing of all members, and to encourage goodwill and a spirit of unity among all members.

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3. Powers

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The Club shall have the authority to:

1.  Utilise its funds as deemed necessary or appropriate by the Committee for covering costs and expenses, including the employment and dismissal of counsel, solicitors, agents, officers, and staff, in accordance with good employment practices and the Employment Relations Act 2000 or any future legislation.

2. Purchase, lease, exchange, hire, or otherwise acquire any real or personal property, as well as any rights or privileges necessary or appropriate for achieving the Club’s objectives. The Club may also sell, exchange, let, bail, lease (with or without a purchase option), or otherwise dispose of such property, rights, or privileges.

3. Invest surplus funds in any manner permitted by law for the investment of incorporated society funds, on terms deemed appropriate by the Committee.

4. Borrow or raise money, with or without security, and on such terms as the Committee deems fit, including terms of priority.

5. Conduct appropriate business activities.

6. Take any actions necessary from time to time to give effect to the objectives of the Club.

7. All powers shall be exercised solely for advancing the purposes of the Club and not for the private pecuniary profit of any member

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4. Common Seal

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4.1 The Common Seal of the Club shall be kept in the custody and control of the Secretary.

4.2 When required, the Common Seal will be affixed to any document following a Club resolution     

        and will be signed by the Treasurer and one other person nominated by the Executive

        Committee. 

4.3 The Club may, but is not required to, have a Common Seal.

 

5. Membership

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5.1   All persons who were members of the Club at the time these rules were adopted shall remain

          members.

5.1.1 The Club must maintain a minimum of ten (10) consenting members. If membership falls         below this number, the Executive Committee must seek to increase membership or consider winding up the Club.

1.  Any person who agrees with the Club’s objectives may, subject to Committee approval, become a   member by submitting a written consent application and paying the membership subscription as set by the General Meeting.

2. The Secretary shall maintain a register of members as required under the Incorporated Societies Act 2022 and its subsequent enactments.

3. Members may resign by giving written notice to the Secretary, who will record such resignations.

4. Failure to pay the current subscription will result in cessation of membership six months after the subscription lapses.

5. Affiliated Darts Club members (Affiliated members are full members of another Dart Club, which may not have affiliation to Hamilton Darts Association, New Zealand Darts Council or Club New Zealand) become eligible for benefits provided by the Te Rapa Rugby Sports Dart Club which they would not otherwise have access to.

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Life Membership

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5.7     Life Membership is an honour awarded to members who have rendered long and distinguished

            service to the Club. Life Members are elected at the Annual General Meeting following a written   

            recommendation endorsed by the Committee. Life Members are not required to pay a

            subscription.

 

Dispute Resolution

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1.    Disputes between members, or between members and the Committee, shall be resolved through a process of natural justice. The basic fundamental principles of fair treatment, including notice to the affected parties, the right to respond, and impartial decision-making.

2.   Complaints about a member’s conduct, made by any person or organisation, must be submitted in writing to the Secretary.

5.10 If the Committee deems the complaint substantial, the member may be invited to attend a committee meeting to provide a written and/or oral explanation.

1. The Committee will provide at least fourteen (14) days’ written notice of the meeting, sufficiently informing the member of the complaint and the potential consequences if their explanation is unsatisfactory, including possible ban or expulsion.

2.  If the Committee decides to expel the member, the individual will cease to be a member of the Club.

3.  The expelled member may appeal by giving written notice to the Secretary within seven (7) days. The Secretary will call a Special General Meeting within fourteen (14) days of receiving the appeal. If the meeting passes a resolution to rescind the expulsion, the member will be reinstated immediately.

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6. General Meetings

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1. A quorum for a General Meeting is ten percent (10%) of financial members present in person.

2. Members will receive at least twenty-one (21) days’ written notification of each General Meeting at their registered address. Members are responsible for keeping the Club informed of their current contact details.

3. The notification will specify the time, date, and place of the meeting, describe the matters to be considered, and indicate where further information may be obtained from the Committee. Full information about proposed amendments to the constitution or special business will be provided to any member upon request.

4. The committee will elect a chair from amongst the committee members, the Chair will Chair committee meetings and general meetings. If the chair is unavailable another committee member must be appointed by the committee to undertake the Chair’s role during the period of unavailability.

5. A nominee, appointed in writing and received by the Secretary before the meeting, may represent a member. Members may change or revoke nominee appointments at any time by notifying the Secretary in writing.

6. Decisions will be made by consensus where possible; otherwise, by majority vote unless specified otherwise in this constitution.

7. Only current full financial members and Life Members are eligible to vote.

8. Voting is by show of hands unless a secret ballot is requested, in which case a secret ballot will be held.

9. If voting is tied, the Chairperson shall have a casting vote.

10. Reference to “General Meeting” includes both Annual and Special General Meetings unless otherwise specified.

11. General Meetings and Committee Meetings may be held by electronic means provided all participants can communicate simultaneously

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7. Annual General Meeting

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1.  The Annual General Meeting will be held no later than 30th November each year.

2.  The business of the Annual General Meeting will include:

7.2.1 Receiving minutes of the previous Annual General Meeting and any subsequent General Meetings.

7.2.2 Receiving the Chairperson’s Report for the preceding twelve months.

7.2.3 Receiving the audited financial report for the preceding twelve months.

7.2.4 Election of Officers.

1. Appointment of an auditor for the Club’s accounts.

7.2.6 Conducting any general business properly brought before the meeting.

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8. Special General Meeting

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1. Special General Meetings may be called by the Committee or by a written request from at least twenty financial members delivered to the Secretary. The meeting will be convened within twenty-one (21) days of the decision or request.

2. Special General Meetings will consider only the business for which they were called as notified to members.

 

9. Committee / Officers

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1. The Committee shall be comprised of at least three members, who must be natural persons over the age of 16, not bankrupt, and not disqualified from being a company director.

2. The Committee will consist of a Chairperson, Secretary, Treasurer, Club Captain, and no fewer than five and no more than nine ordinary members.

3. Written consent agreeing to undertake the role and an eligibility declaration must be received prior to appointment of Committee Members.

4. Committee Members must:

• Act in good faith and in the best interests of the Club.

• Use their powers for proper purposes.

• Comply with the Act and Club Constitution.

• Avoid reckless trading and manage risk to creditors.

  1. Conflict of Interest:

  2. A conflict-of-interest register will be maintained.

  3. All Committee Members must disclose conflicts of interest.

  4. All conflict of interest will be recorded in the conflict-of-interest register.

  5.  Members with a conflict may not vote on related matters.

  6. The Committee may fill any vacancies that arise during the year between Annual General   

Meetings either by vote or secondment.

9.7 Committee members retire at each Annual General Meeting but are eligible for re-election.

9.8 Nominations for elected positions on the Committee must be submitted in writing, with the nominee’s consent, at least seven (7) days prior to the Annual General Meeting.

9.9 The procedure for Committee meetings will be as follows:

• Committee meetings require a quorum of at least half the members.

• A member who fails to attend three consecutive meetings without leave of absence may be removed at the Committee’s discretion.

• Decisions will be made by consensus where possible; otherwise, by majority vote.

• If voting is tied, the Chairperson shall have a casting vote.

• Meetings are chaired by the Chairperson, or, in their absence, a member elected from those present.

• The Committee will meet at least ten times per year, with meeting dates and times set at the first Committee meeting after the Annual General Meeting.

• The Secretary will maintain a minute book available to all members of the club, recording the names of those present, all required decisions, and other matters discussed at each meeting.

• The Committee is always bound by decisions made by members at General Meetings.

• At the first meeting after the Annual General Meeting the committee will appoint or reappoint at least 1 or maximum of 3, persons to be the contact person for the Club e.g. Secretary, Treasurer, Club Manager.

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10. Executive Committee

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• The Executive Committee is composed of the President, Chairperson, Treasurer, Secretary, and Club Captain of the Te Rapa Rugby Sports Club Inc.

• The Executive Committee will be the governance body of Te Rapa Rugby Sports Club Inc.

• Elected members of the Executive Committee retire at each Annual General Meeting but are eligible for re-election.

• The Executive Committee has authority to make urgent financial decisions and approvals as necessary.

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11. Committee Member Qualifications and Disqualification

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1. Every Committee Member must, in writing:

• Consent to being a Committee Member.

• Certify that they are not disqualified from being elected or holding office as a Committee Member by this Constitution or under section 47 of the Act.

11.2 The following persons are disqualified from being elected or holding office as a Committee Member:

• An employee of, or independent contractor to, the Club.

• Any person disqualified under section 47 of the Act.

12. Income, Benefit or Advantage Applied to Club Objects

1. All income, benefits, or advantages shall be applied solely to achieving the Club’s objectives.

2. No member or person associated with a member may participate in or materially influence any    decision regarding payments to them or on their behalf, except where such payments are reasonable and comparable to those in an arm’s length transaction.

3. This clause shall not be removed from the constitution and must be implied into any replacement documents.

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13. Power to Delegate

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The Committee may, by resolution, establish subcommittees or delegate any of its powers or duties to a subcommittee, officer, or other person, as it considers appropriate.
Any such delegation must be made in writing and may be revoked at any time.
The Committee remains responsible for the exercise of any powers or duties delegated and must ensure that all delegated decisions or actions are reported back to the Committee for confirmation or oversight.

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14. Financial Arrangements

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• The Club’s financial year runs from 1st October to 30th September.

• At the first Committee meeting after the Annual General Meeting, the Committee will decide:

• How money will be received.

• Who is entitled to issue receipts.

• Which bank accounts will be operated.

• Who will authorise payments and the names of signatories.

• Two signatories are required

• Financial oversight responsibilities will sit with the Treasurer.

15.  Financial Reports

• The Club will prepare financial reports in accordance with the Act.

• File annual returns as required

• Appoint an auditor or reviewer if required by law or by the members.

 

16.  Club Rules and Amendments

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Alterations of Rules

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The rules governing the club may only be amended by a two-thirds (2/3) majority vote of eligible members who are personally present at any General Meeting. Any proposed amendment must be approved at this meeting. It will be a requirement that proposed rule changes be circulated to members in advance with 14 days noticed.

However, no addition or alteration may be made to the objects clause, the pecuniary profit clause, or the winding up clause without first obtaining the prior consent of the Department of Inland Revenue.

 

17. Disposition of Surplus Assets

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17.1 The club may be wound up if a resolution to do so is passed at a General Meeting of its members. This resolution must then be confirmed at a subsequent General Meeting, which must be convened specifically for that purpose and held no earlier than thirty (30) days after the date on which the initial resolution was passed.

17.2  In the event of winding up, any surplus assets shall be distributed to one or more community organisations in New Zealand with similar purposes, in accordance with Section 216 of the Incorporated Societies Act 2022

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18. Access to Information

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18.1 Members of the club have the right to request information from the club.

18.2 When a member makes such a request, the committee must provide the requested information unless there is a valid reason under the Act to withhold it, such as issues of privacy or confidentiality.

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19. Officer Indemnity and Insurance

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19.1 The club may indemnify its officers against liability, subject to the extent permitted by law.

19.2 The indemnity cannot cover dishonest or wilful misconduct per the 2022 Act.

 

NAME: Peter Anthony Skerrett

Club Committee Chairperson

                                                                                           

NAME: Jason Bryant

Club Treasurer

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NAME: Raewyn Skerrett

Club Secretary

 

Amendments

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All additions and alterations to these rules will be documented in this section.

Common Seal

4.3 The Club may, but is not required to, have a Common Seal.

 

Membership

5.1.1 The Club must maintain a minimum of ten (10) consenting members. If membership falls         below this number, the Executive Committee must seek to increase membership or consider winding up the Club.

1. Any person who agrees with the Club’s objectives may, subject to Committee approval, become a   member by submitting a written consent application and paying the membership subscription as set by the General Meeting.

2. Affiliated Darts Club members (Affiliated members are full members of another Dart Club, which may not have affiliation to Hamilton Darts Association, New Zealand Darts Council or Club New Zealand) become eligible for benefits provided by the Te Rapa Rugby Sports Dart Club which they would not otherwise have access to.

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Dispute Resolution

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5.8  Disputes between members, or between members and the Committee, shall be resolved through a process of natural justice. The basic fundamental principles of fair treatment, including notice to the affected parties, the right to respond, and impartial decision-making

General Meeting

1. The committee will elect a chair from amongst the committee members, the Chair will Chair committee meetings and general meetings. If the chair is unavailable another committee member must be appointed by the committee to undertake the Chair’s role during the period of unavailability.

 

9. Committee / Officers

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1. The Committee shall be comprised of at least three members, who must be natural persons over the age of 16, not bankrupt, and not disqualified from being a company director.

2. Written consent agreeing to undertake the role and an eligibility declaration must be received prior to appointment of Committee Members.

3. Committee Members must:

• Act in good faith and in the best interests of the Club.

• Use their powers for proper purposes.

• Comply with the Act and Club Constitution.

• Avoid reckless trading and manage risk to creditors.

  1. Conflict of Interest:

  2. A conflict-of-interest register will be maintained.

  3. All Committee Members must disclose conflicts of interest.

  4. All conflict of interest will be recorded in the conflict-of-interest register.

  5.  Members with a conflict may not vote on related matters.

At the first meeting after the Annual General Meeting the committee will appoint or reappoint at least 1 or maximum of 3, persons to be the contact person for the Club e.g. Secretary, Treasurer, Club Manager.

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11. Committee Member Qualifications and Disqualification

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1. Every Committee Member must, in writing:

• Consent to being a Committee Member.

• Certify that they are not disqualified from being elected or holding office as a Committee Member by this Constitution or under section 47 of the Act.

11.2 The following persons are disqualified from being elected or holding office as a Committee Member:

• An employee of, or independent contractor to, the Club.

• Any person disqualified under section 47 of the Act.

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13. Power to Delegate

Any such delegation must be made in writing and may be revoked at any time.
The Committee remains responsible for the exercise of any powers or duties delegated and must ensure that all delegated decisions or actions are reported back to the Committee for confirmation or oversight.

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14. Financial Arrangements

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• Financial oversight responsibilities will sit with the Treasurer.

15.  Financial Reports

• The Club will prepare financial reports in accordance with the Act.

• File annual returns as required

• Appoint an auditor or reviewer if required by law or by the members.

16.  Club Rules and Amendments

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Alterations of Rules

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It will be a requirement that proposed rule changes be circulated to members in advance with 14 days noticed.

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17. Disposition of Surplus Assets

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17.2  In the event of winding up, any surplus assets shall be distributed to one or more community organisations in New Zealand with similar purposes, in accordance with Section 216 of the Incorporated Societies Act 2022

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18. Access to Information

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18.1 Members of the club have the right to request information from the club.

18.2 When a member makes such a request, the committee must provide the requested information unless there is a valid reason under the Act to withhold it, such as issues of privacy or confidentiality.

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19. Officer Indemnity and Insurance

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19.2 The indemnity cannot cover dishonest or wilful misconduct per the 2022 Act.

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