1 NAME
The name of the Club shall be The
Bays Club (Incorporated), hereinafter referred to as
“the Club”.
2 REGISTERED OFFICE
The
registered office of the club shall be at the office of
The Club, 6 Anzac Road, Browns Bay, Auckland
3 OBJECTS
The
objects for which the Club is established are:
(a)
To conduct, administer and maintain a Chartered Club for
its members and for such persons as are authorised from
time to time in accordance with the terms of any charter
granted to the Club;
(b)
To provide amenities and cultural activities and promote
sports and generally to provide an atmosphere where the
members may meet and enjoy fellowship with one another.
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4 MEMBERSHIP
(a) Membership of the Club shall
consist of the following structure:
| Full Membership
|
The right to hold office in accordance with
the Club Constitution, and full voting rights pursuant to
clauses 16 and 17 of the Constitution.
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| Veteran Membership
|
Eligibility pursuant to clause 7(b) of the Constitution.
The right to hold office in accordance with
the Club Constitution, and full voting rights pursuant to
clauses 16 and 17 of the Constitution.
|
| Life Membership
|
Eligibility pursuant to clause 8 of the Constitution.
The right to hold office in accordance with
the Club Constitution, and full voting rights pursuant to
clauses 16 and 17 of the Constitution.
|
| Young Adult Membership
|
Young Adult Membership may be granted to any
eligible person up to and including the age of
twenty five (25) years.
Full voting rights pursuant to clauses 16 and 17
of the Constitution.
|
| Associate Membership
|
Associate membership may be granted by the
Management Committee to such persons who, at the
discretion of the Management Committee, are
closely associated with a Full Member such that
they may attend the Club without being regarded
as the guest of a member.
|
| Country Membership |
Country membership may to granted or extended
pursuant to clause 7(c) of the Constitution. |
| Lunch Membership |
Lunch membership may be granted to any eligible
person who may wish to access the facilities of
the Club to have lunch. |
| Temporary Membership |
Temporary membership may be granted pursuant to
clause 9 of the Constitution. |
| Corporate Membership
|
Corporate membership may be granted to companies
and other body corporates. Such members
shall be issued a maximum of five (5) membership
cards for the use of their members or staff.
Such nominees shall individually comply with the
full provisions of Clause 5 (Admission of
Members).
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(b) Membership of the Club shall comprise males and females
of full age of twenty (20) years or such lower age as
may be authorised by the Sale of Liquor Act, 1962 and
its amendments or any Acts or Act passed in substitution
thereof.
(c)
All members shall be entitled to entry to the Club
premises during such hours as may be defined by the
Committee.
(d) ;
Full Members, Veteran Members and Life Members only have
the right to hold office in accordance with the
Constitution.
Full Members, Veteran Members, Life Members and Young
Adult Members have an equal voice in all business of the
Club. All other classes of membership are excluded
from these rights and privileges.
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5 ADMISSION OF MEMBERS
Each candidate for membership shall be nominated in
writing by two financial members of the Club on the form
provided for the purpose. The nomination form
shall include the Christian names, surname, residential
address and occupation of the candidate and an
undertaking that he or she will abide by the
Constitution and Rules of
the Club. The candidate shall deposit, at the time
of nomination, such sum as may be directed by the
Committee. The names, address and occupations of
candidates shall be posted on the Club’s notice board
for fourteen (14) clear days prior to the election.
Any
objection lodged in writing during the period of posting
shall be considered by the Committee. Election
shall be by ballot at the first Committee meeting held
after the expiration of the said fourteen (14) days.
No employee of the Club shall be eligible for membership
of the Club during the term of their employment.
6
TERMINATION OF MEMBERSHIP
(a)
By Resignation – Any member may resign his or her
membership by letter addressed to the General Manager of
the Club to that effect and by paying all subscriptions
due and owing at the date of such letter of resignation.
(b) By Expulsion or Suspension – Any member who
misconducts himself or herself or who commits an offence
under the Constitution. If a resolution, under clause
28, be carried for the expulsion of that member, he or
she will cease to be a member of the Club, subject
however to the right of the Club to recover any entrance
fee, subscription account or other monies due or owing
to the Club by such member. Any member suspended shall
surrender his or her membership card to the General
Manager for the duration of such suspension and shall be
prohibited from entering or remaining on the Club
premises or of participating in the activities of the
Club during the period of any suspension. A member shall
have the right, if he or she so desires, to appear and
be heard at any meeting considering a complaint against
him or her.
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7
SUBSCRIPTIONS
(a) (a) All subscriptions shall be paid yearly and
in advance. Not withstanding clauses (b) and (c) of the
Constitution, the annual subscriptions for the various
classes of membership (as defined in clause 4 of the
Constitution) shall be determined by the Committee.
(b)
Full Members who have had continuous full membership for
sixteen (16) years, or reach the age of sixty (60) or
over and having been a Full Member of the Club for five
(5) years, shall be entitled to Veteran Membership.
The subscription set shall be half the current full
membership rate.
(c)
Members permanently residing beyond a line drawn from
the southern end of Snells Beach to South Head on
Kaipara Harbour in the north, and beyond a line drawn
from Glenbrook to Orere Point in the south, shall be
eligible for Country Membership. The subscription
set shall be half the current full membership rate.
(d)
The subscription year for the Club shall commence on 1
February in each year and subscriptions shall become
payable on 1 December immediately preceding, or such
other date as the Committee may decide.
(e)
A membership entry fee may be set for full membership.
The amount of such fee shall be determined by the
Committee.
8
LIFE MEMBERS
The
Club in Annual General Meeting, upon recommendation by
the Committee, may grant life membership to any member
for meritorious service rendered to or on behalf of the
Club.
Any
member wishing to recommend a member for life membership
shall give notice in writing of such recommendation
twenty-eight (28) clear days prior to the Annual General
Meeting. The number of life members shall not at
any time exceed two (2) per cent of the total membership
of the Club.
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9
TEMPORARY MEMBERS
The
Committee may at its discretion admit visiting relatives
or business associates as temporary members without
payment of membership fees. Temporary membership
shall automatically expire two months after the date of
admission or such earlier date as the Committee may
determine.
10
ARREARS
The
Committee may strike off the register of members any
member whose subscription or dues are in arrears for a
period in excess of two months. A member
incapacitated through illness, accident or distress may,
on notice in writing being given to the General Manager,
have payment of their subscription suspended or remitted
for such period as the Committee may determine.
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11
COMMITTEE OF MANAGEMENT
The
general business, management and control of the Club
shall be conducted by a Committee comprising:
(a)
A president
(b)
A vice-president
(c)
The immediate past-president
(d)
A treasurer, and
(e)
Four (4) committee men or women.
(f)
The president, vice-president and treasurer shall hold
office until the next Annual General Meeting and shall
be eligible for re-election.
(g)
Any financial Full Member, Veteran Member or Life Member
of the Club shall be eligible to be elected to the
Committee and when elected shall hold office until the
next Annual General Meeting. All members of the
Committee shall be eligible for re-election.
(h)
Nomination for the Committee shall be made in writing on
a form provided for the purpose and shall be deposited
with the General Manager at least twenty-one (21) clear
days prior to the Annual General Meeting. The
nominee and his or her proposer or seconder shall, at
the date of nomination, be financial members of the
Club. If any is not then the nomination shall be
void.
(i)
The date of the election of the Committee, which shall
be by secret ballot, shall be the date of the Annual
General Meeting.
(j)
Any extraordinary vacancy on the Committee may be filled
by the Committee.
(k) Any member elected or appointed after the date of the
annual election shall hold office only until the next
annual election.
(l)
Every candidate for the office of president must have
been a member of the Club for at least two (2) years
immediately preceding nomination and must have served as
a member of the Committee for at least twelve (12)
months.
(m)
Every candidate for the office of vice-president,
treasurer or committee man or woman must have been a
member of the Club for at least one (1) years
immediately prior to nomination for office.
(n)
A member of the Committee shall automatically vacate his
or her office if he or she:
1)
Is absent from three (3) consecutive meetings of the
Committee without leave of the Committee;
2)
By notice in writing to the Committee resigns his or her
office.
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12
PRESIDENT AND VICE PRESIDENT
The
president and vice-president shall have the right of
entry upon the Club premises or buildings at any time.
The president, vice-president and General Manager or
duty manager shall have the power to pre-emptorily
suspend a member from the privileges of the Club who
shall, after having been duly warned, persist in
creating a disturbance.
13
TREASURER
The
treasurer shall ensure that the General Manager pays
into the bank for the credit of the Club all monies received and shall furnish the Committee at each
ordinary meeting with a detailed report of the previous
month’s receipts and payments. The treasurer shall
be entitled to such honorarium as the Committee shall
fix from time to time.
14
AUDITOR
An
auditor who shall be a member of the NZ Society of
Accountants shall be appointed by the members annually.
He or she shall not hold any other office in the Club.
He or she shall have the right to attend any meeting of
the Club at which the Club’s financial affairs are under
discussion. The audit fees shall be determined by
the Committee.
15
GENERAL MANAGER
The Club may appoint a General Manager who shall be
responsible for the day to day maintenance, cleanliness
and service of the Club; the engagement and dismissal of
such employees as may be essential to provide adequate
and efficient maintenance of the assets and control of
the Club and such other duties as are conducive to his
or her office. The General Manager shall also attend to
the accounting and clerical duties of the Club; to take
minutes of Committee and General Meetings and generally
to conform to such regulations as shall from time to
time be made by the Committee. The General Manager’s
salary and remuneration shall be determined by the
Committee. Nothing in this clause shall preclude the
engaging of outside professional services in the
performance of any of the above duties.
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16
ANNUAL GENERAL MEETING
The
Annual General Meeting of the Club shall be held not
later than 30 April in each year at such time and place
as shall be fixed by the Committee. At least
twenty-eight (28) days notice of such Annual General
Meeting stating the nature of the business to be brought
before the meeting shall be given by notice posted on
the Club notice board (and a copy of such notice shall
be posted to each member twenty-eight (28) clear days
prior to the date of the meeting).
17
EXTRAORDINARY GENERAL MEETINGS
The
Committee may whenever it thinks fit and shall upon a
requisition in writing by fifty (50) members convene an
Extraordinary General Meeting. Any such
requisition shall specify the objects of the meeting
requisitioned and shall be signed by the members making
same and shall be deposited with the General Manager.
The meeting must be convened for the purpose specified
in the requisition and if convened otherwise than by the
Committee, for this purpose only. Seven (7) clear
days notice specifying the place, the day and the hour
of such Extraordinary General Meeting and the purpose
for which it is held shall be given either by
advertisement in a public newspaper circulating in the
district or by notice sent by post or personally served
on each member.
18
COMMITTEE MEETINGS
(a)
The Committee shall meet regularly and at least once in
each calendar month at a time and place to be determined
by the Committee.
(b)
The Committee shall at its first meeting elect a
chairman of their meetings. The chairman shall
preside at all meetings of the Club and the Committee.
If at any meeting the chairman is not present within
fifteen (15) minutes after the time appointed for
holding the meeting the members in the case of a meeting
of the Club and the Committee men and women in the case
of a Committee meeting may choose any of their number to
be chairman of the meeting.
(c)
The Committee shall have the power to co-opt up to two
members onto the Committee with or without voting rights
as the Committee shall determine and such co-opted
members shall hold office until the next Annual General
Meeting.
(d)
The Committee shall have power to appoint sub-committees
to exercise specific functions to be nominated by and
under the control and direction of the Committee and to
comprise at least one Committee man or woman or a member
nominated by the Committee.
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19
CONDUCT OF GENERAL MEETING
(a)
At the Annual General Meeting the first business shall
be the discussion and adoption of the Annual Report and
Balance Sheet. The adoption of the Report and
Balance sheet having been moved and seconded, any member
may without notice ask any question or move any
resolution relative to the Report and Balance Sheet.
The Annual Report shall be available to all members
seven (7) days prior to the Annual General Meeting.
(b)
Any Full Member, Veteran Member, Life Member or Young
Adult Member intending to move a resolution bearing upon
the management of the Club during the past financial
year or regarding any other matter must unless the
resolution can be founded on the Report and Balance
Sheet give notice of his or her motion by handing it to
the General Manager fourteen (14) clear days before the
meeting and such notice of motion shall be posted on the
Club notice board seven (7) days prior to the General
Meting.
(c)
The usual rules of debate shall be followed, each member
speaking once only to each motion or amendment except
the mover who may reply. The mover of any
resolution or substantial amendment shall be allowed
five (5) minutes in which to introduce his or her
proposition and ten (10) minutes for reply, or vice
versa; any other speaker will be allowed five (5)
minutes. The chairman shall decide whether any
amendment proposed is a substantial amendment or not.
If freer discussion of any subject is desired, any
member may move that the meeting go into committee on
that subject and such motion shall be immediately put
and decided by a show of hands. In committee no
member shall speak for more than five (5) minutes at a
time. When in committee any member may move that
the ordinary meeting shall be resumed, and such motion
shall be immediately put and decided by a show of hands.
(d)
Any General Meeting may be adjourned to any time not
exceeding fourteen (14) days thereafter. In the
event of there being no quorum within half an hour after
the time fixed for a General Meeting, the meeting shall
stand adjourned for not more than fourteen (14) days,
the new date to be fixed by the Committee who shall give
at least three (3) days notice of the meeting by
advertisement in a public newspaper circulating in the
district and notice on the notice board. In the
event of there being no quorum the meeting shall lapse.
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20
VOTING
(a)
At any General Meeting and Extraordinary General Meeting
of members every financial member, who is either a Full
Member, Veteran Member, Life Member or Young Adult
Member shall be entitled to be present and, to give one
vote and no more upon every question, PROVIDED HOWEVER
that in the case of equality of votes the chairman of
the meeting shall have a second or casting vote.
Voting shall be on the voices in the first instance,
PROVIDED HOWEVER that the chairman on his or her own
volition may and on the application of three (3) members
shall call for a show of hands. On a motion passed
by a majority of those present the vote shall be taken
by secret ballot.
(b)
For the offices of President, Vice-President and
Treasurer the candidate receiving the highest number of
votes shall be declared elected provided that the votes
received by that candidate represents more than fifty
per cent (50%) of the votes of the members present and
actually voting. Where no candidate receives more
than fifty per cent (50%) of the votes the candidate
receiving the lowest number of votes shall be eliminated
from the ballot and the poll shall continue in the same
manner until one candidate receives more than fifty
per-cent (50%) of the votes of the members present and
voting.
(c)
For the members of the Committee the candidate or
candidates receiving the highest number of votes shall
in accordance with the number of members required, be
declared elected.
(d)
At any General Meeting of the Club, votes may be made
either personally or by proxy, provided that no member
may hold more than two proxies.
(e)
In order to appoint a proxy, the appointing member must
be eligible to vote at the General Meeting in accordance
with the Constitution. Furthermore, the appointing
member must be either out of the district on the day of
the General Meeting, or be incapacitated through
illness, accident or distress.
(f)
Any instrument appointing a proxy shall be in writing
and must be signed by the appointing member. It
must be lodged with the chairman of the General Meeting
not later than 15 minutes prior to the commencement of
the General Meeting. Any member appointed to act
as a proxy must be eligible to vote at the General
Meeting in accordance with the Constitution.
(g)
For the purposes of the Constitution, any member present at a
General Meeting of the Club by proxy, shall be deemed to
be present in person and shall have the same rights as a
member present in person.
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21
QUORUM
The
quorum for:
(a)
A meeting of Committee shall be not less than five (5)
of its members;
(b)
A General Meeting of the Club shall be fifty (50)
financial members who are eligible to be present and to
vote.
22
ACCOUNTS
The
Committee shall cause to be kept true accounts:
(a)
of all sums of money received and expended by the Club
and the matters in respect of such receipt and
expenditures takes place.
(b)
of all assets, credits and liabilities of the Club
including any charges and securities of any description
affecting any property of the Club.
(c)
The financial year of the Club shall begin on 1 February
in each year and shall expire on 31 January in each
year.
(d)
The books of accounts shall be kept at the office of the
Club or other such place as the Committee may determine
and shall be open to the inspection of active members at
reasonable times. All monies received shall be
forthwith paid into a bank approved by the Committee
after being entered in the books of the Club as having
been received.
(e)
All payments other than normal operating expenses shall
be reported to the Committee for confirmation at the
meeting next following pay-out, and payment of all
monies on behalf of the Club shall be made by cheques
signed by two of the following: treasurer, president,
vice-president or General Manager.
(f)
At every Annual General Meeting of the Club the
Committee shall present a statement of the income and
expenditure and a balance sheet containing a summary of
the assets and liabilities of the Club made up to the
yearly date. Every such statement shall be
accompanied by a report from the Committee as to the
state of the Club.
(g)
The Club shall make returns required by s.23 of the
Incorporated Societies Act 1908 or by such other
statutory provision for the time being in force and
shall comply with all requirements of such statute and
other regulations thereunder.
(h)
The Club shall keep such proper accounts in such
standard form as the auditor shall approve. A copy
of the Annual Report, Statement of Income & Expenditure
and Balance Sheet shall be available to every member of
the Club.
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23
SEAL
The
Club shall have a Common Seal which shall be kept in the
custody and the control of the General Manager for the
time being or the Club’s solicitor and the documents to
be executed by the Club of whatsoever nature shall be
executed with the following attestation clause pursuant
to a resolution of the Committee:
“The
Common Seal of THE BAYS CLUB INCORPORATED was hereunto
affixed in the presence of two members of the
Committee”.
24
GENERAL POWERS
The
Club and/or the Committee shall have power:
(a)
To take on lease, hire or otherwise acquire any real or
personal property rights or privileges which the Club
may think necessary or convenient for the purpose of
furthering the objects of the Club.
(b)
To invest any monies not required for immediate use in
such Government or Local Body securities or on bank
deposit as may be deemed advisable with power from time
to time to vary investments for others of a like nature,
and to lease or hire or enjoy the benefit of any
property presently occupied whether real or personal of
any kind or nature whatsoever which may be conveniently
used in connection with the objects of the Club.
(c)
To make, alter, amend, rescind or repeal club rules for
the conduct of the Club and the discipline required of
members. Any such Club rules or changes to such Club
rules, shall not be contrary to the aims, purposes and
missions of the Club as set down in the Constitution,
nor shall they be contrary or contradictory to the
Constitution itself or repugnant to the Incorporated
Societies Act 1908 or its regulations. .
(d) Such Club rules or changes shall be notified to
the membership through the Club website, and /or
newsletter and will be posted on the Club notice board
for a period of 28 days, being deemed valid and binding
on all Club members at the commencement of the 28 day
notification period.
(e) Any member having any objection to any
new or altered Club rule must notify the General manager
in writing stating their objection and their reason for
the objection within a period of 14 days of
notification. Such objections shall be considered by the
Committee at its next meeting and the decision of the
Committee at said meeting shall be final.
(f) An up to date copy of the Club rules
shall be available to all financial members of the Club
upon application to the club office.
(g) To do all such things as in the opinion
of the Club may be incidental to the attainment of any
of the foregoing objects or the exercise of any of the
foregoing powers.
25
BORROWING MONEY
The
Club shall have power to borrow or raise or give
security for money by the issue of or upon bonds,
debenture stock, bills of exchange, promissory notes or
other obligations or securities of the Club by mortgage
or charge upon all or any part of the property of the
Club or without security and upon terms as to priority
or otherwise as the Club shall think fit.
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26
VISITORS RULE
(a)
Any member may invite any person as a visitor to the
Club. All visitors shall sign the Visitors Book
provided by the Committee and enter their name and
address therein on each such occasion. The member
accompanying a visitor shall also sign the Visitors Book
and will at all times be responsible for the conduct of
the visitor. No such visitor shall be sold or
supplied liquor on the Club premises unless the visitor
is present on the invitation of a member and is in the
company of a member and the liquor is supplied for
consumption on the premises.
(b)
Local visitors are not to be invited more often than on
one day per month subject to any individual not becoming
a regular or frequent visitor.
(c)
A member of an affiliated club may be sold or supplied
liquor on the Club premises provided he or she has on
admission to the premises produced sufficient evidence
to an officer of the Club or member of its staff that he
or she is a member of an affiliated club.
Affiliated visitors shall sign the Visitors Book
provided by the Committee for the purpose and shall
enter their names and the name of their own club therein
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27
OFFENCES
Any
member who has been convicted of any criminal offence
after election to the Club shall immediately be liable
for suspension from the Club but can be re-elected after
a period of twelve (12) months from the date of his or
her suspension, provided that a majority of the
Committee then in office vote in favour of such
re-election.
28
JUDICIARY PANEL
There shall be a Judiciary Panel consisting of five (5)
members who shall be elected annually at the Annual
General Meeting in the same manner as committee men or
women are elected under the Constitution.
These five (5) people must not be on the Management
Committee and must have been financial members for at
least twelve (12) months.
Every complaint, which must be in writing, will be
presented to the General Manager, who must pass it on to
the Judiciary Panel within forty-eight (48) hours of
receipt. Any member or members who are subject of such
complaint shall also be supplied with a confidential
copy of the said complaint where possible within
forty-eight (48) hours.
The panel will elect in advance its own chair person for
that current year. Following election on the day of the
annual general meeting, the Judiciary Panel shall meet
to elect a chair person and shall notify the General
Manager of the club of its elected chair person.
Where for reasons of absence or incapacitation through
illness, accident or distress or being stood down by the
defendant or Management Committee the elected chair
person is unable to chair a complaint the Judiciary
panel shall elect from the remaining Judiciary panel
members a chair person to chair that complaint.
In the case of equality of votes the chair person will
have the second or casting vote.
Before the hearing, both the defendant and the
Management Committee have the right to object to and
remove one member from the Panel, leaving at least three
members to hear the case.
The Judiciary Panel’s decision shall for reasons of
fairness be unbiased and shall be final, subject to the
right of appeal to the Management Committee by the
defendant or the complainant.
Where as a result of a Judiciary hearing, a member
receiving a penalty shall be notified of such penalty by
the General Manager of the club. Where such penalty
involves a suspension from the club, that member shall
be advised of the date of the commencement of the
suspension. Such suspension shall remain effective until
the period of suspension is complete irrespective of an
appeal to management committee being lodged.
The result of an appeal to the Management Committee
after a Judiciary hearing shall be notified to any
member or members by the General manager of the Club and
will take immediate effect.
Any appeal must be lodged with the Management Committee
within fourteen (14) days, stating the grounds for
appealing. The Management Committee will then make the
decision whether or not to grant or amend the appeal and
their decision shall be final and binding..
29
CLAIMS TO CLUB PROPERTY
No
expelled or retiring or forfeiting member shall have any
claim upon the Committee or the Club either collectively
or individually or to any property of the Club.
30
DISPUTES
Every
dispute between a member or persons claiming through a
member under the Constitution or Club rules and the Club or an officer of
the Club shall be decided by the Committee and the
decision shall be binding and conclusive on all parties
without appeal.
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31
COMMITTEE LIABILITY INDEMNITY
No
committee person shall be liable for the acts or
defaults of any other committee person or any loss
caused by such acts or defaults, unless caused by their
own wilful default or wilful acquiescence.
Committee men and women shall be indemnified by the Club
for all liabilities and costs reasonably incurred by
them in proper performance of their functions and
duties, other than as a result of their wilful default.
32
INTERPRETATION
In
the interpretation of the Constitution and the Club
rules, the decision of the
Committee shall be final and binding.
33
REVISION OF THE CONSTITUTION
The Constitution may be reviewed or amended by a
resolution passed by a majority of the financial members
who are present at a General Meeting and are for the
time being entitled to be present and to vote at any
General Meeting of which notice specifying the intention
to propose the resolution has been duly given according
to the Club Constitution.
34
DISSOLUTION
The Club may be voluntarily dissolved as provided by
s.24 of the Incorporated Societies Act 1908 as amended
in due settlement of all just debts and the affairs of
the Club shall be handed over to some charitable
institution to be determined upon at the next meeting.
35
GENERAL
All
matters provided for in the Constitution shall, at all times,
be dealt with in accordance with the following “guiding
principles”:
(a)
That it be accepted that the Club is established
primarily for the benefit and convenience of its
members.
(b)
That the admission of non-members should at all times be
subordinate to the comfort, well-being and satisfaction
of the Club’s members.
(c)
That the admission of visitors should always be regarded
as a privilege of the members, granted to enable them to
dispense periodic hospitality to their casual guests and
not as a means of augmenting the revenue of the Club.
(d)
That at all times the provisions of the Club’s charter
as laid down by the Licensing Control Commission are to
be maintained and upheld.
36
RECISSION OF FORMER CONSTITUTIONAL CLAUSES
All
existing Clauses at the date of the adoption of the
Constitution are to be hereby rescinded.
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