Constitution and Rules

CLAN DONALD, AUCKLAND and DISTRICTS SOCIETY, (Inc.)

NAME:

1. The Society shall be called “Clan Donald, Auckland and Districts Society.”

OBJECTS:

2. The Society shall be non-sectarian and non-political. The objects of the Society shall be:

(a) To foster and preserve Clan sentiment

(b) To cultivate social intercourse among the members.

(d) To honour distinguished clansfolk and collect and preserve records and traditions bearing on the history of the clan.

(e) To cultivate the love of Highland music, literature, dancing and traditions.

(f) To foster wearing of the Highland garb.

(g) To co-operate with other Scottish organisations for the furtherance of all Highland and Scottish projects.

3. For the furtherance of the above objects, the following provisions shall apply:

(a) No member shall receive any profit or emolument from the Society otherwise than as a salary or honorarium to any officer or for services rendered or material supplied at the request of the Executive Committee and no member shall receive any monetary prize for any competition conducted by the Society.

(b) The Society may have suitable headquarters or rooms in Auckland or elsewhere for the use of its members.

(c) The Society may appoint representatives in any parts of Auckland or elsewhere with powers and duties to be defined by the Executive Committee.

(d) The Society may purchase, take on lease or otherwise acquire upon such terms as it may think fit, any real and personal property and any rights and privileges either necessary or convenient for the purpose of the Society and may erect, maintain, improve or alter any buildings, premises, erections or works as it may require.

(e) The Society may borrow or raise money upon mortgage of any of the real or personal property of the Society or upon debentures, bonds or other obligations or securities of the Society or otherwise.

(f) The Society may invest and deal with the funds of the Society upon such securities and in such manner and upon such terms and conditions as the Society may think fit

(g) The Society may sell lease exchange mortgage or otherwise deal with all or any of the real and personal property of the Society.

(h) The Society may make grants or subsidies in favour of deserving objects whether the same are similar to the objects of the Society or not.

(i) The Society from time to time by resolution at any Annual or Special General Meeting may make amend or rescind any regulations or bylaws for the better carrying out of any of the objects of the Society or for any incidental purposes or procedures of the Society provided that such regulations or by-laws are not inconsistent with the Incorporated Societies Act 1908 or with these Rules. All such regulations or by-laws shall be recorded in a book to be kept for that purpose.

(j) The Society may by resolution of the Executive Committee affiliate with any kindred society, association, league or union, having objects in whole or in part similar to those of the Society and the Executive Committee shall have power to terminate or sever such affiliation and adopt such other course relative thereto as it may from time to time think fit.

(k) In construing the foregoing objects and powers of the Society the construction of any clause shall not be limited or restricted by reference to any other clause.

MEMBERSHIP:

4. The membership shall consist of ordinary members, associate members, country members and life members.

(a) Ordinary members shall be persons bearing or who prior to marriage bore the surname of the Clan or any of its septs, or descendants of the foregoing. Ordinary members shall have all the rights and privileges of membership as hereinafter mentioned.

(b) Associate members shall be persons having an interest in the Society who do not qualify for ordinary membership.

(c) Country members shall be any members who reside north of Whangarei or south of Hamilton, who are unable easily to attend Clan functions, but who wish to maintain an association with the Clan. Country members shall receive the Clan Donald Newsletter and may avail themselves of Clan Donald services such as advice on genealogy, etc.

(d) Life members shall be persons who have rendered special services to the Society. Life members may be elected at any General meeting of the Society only on the recommendation of a two-thirds majority of the whole of the executive and by a two-thirds majority of those present and voting at a General meeting. A life member shall be entitled to all the privileges of membership without payment of subscriptions.

(e) Every applicant for membership in the Society shall make application in writing addressed to the Secretary of the Society and may be elected by the Executive Committee upon the vote of two-thirds of those present. All the proceedings attached to the election of any applicant shall be strictly confidential and no Member of the Society shall be questioned thereon. Each applicant shall be notified in writing by the Secretary of the result of such application.

PATRON:

5. At the Annual General Meeting each year one person may be elected to be the Patron of the Society and he or she shall hold office until the next Annual General Meeting.

EXECUTIVE COMMITEE:

6. The Society shall be governed by an Executive Committee consisting of a president, two vice-presidents, the immediate past president a secretary, a treasurer and members of committee, the number of whom shall such number as may be decided by resolution at any Annual General Meeting. The office of treasurer may be a separate office or may be held conjointly with the office of president, vice-president or secretary. The members of the Executive Committee shall be elected each year at the Annual General Meeting and shall hold office until their successors are elected. No member shall hold the position to which he or she has been elected for more than three consecutive years except by special resolution of the Executive Committee. The Executive Committee shall have power if it thinks fit from time to time to add to its number by electing additional Members of Committee not exceeding three in any one year. The Executive Committee shall also have power if it thinks fit to fill, for the unexpired term, any vacancy which may occur during the year by reason of death, resignation or from any other cause.

7. Any member of the Executive Committee who is absent from three consecutive meetings of the Committee without leave shall be deemed to have vacated his seat on the Committee which may thereupon be filled by the Executive Committee in accordance with the preceding rule.

8. The Executive Committee shall, subject to any direction of the Society in general meeting, have the entire management of the Society and the control of its property and funds.

9. Without in any way limiting or restricting the powers of the Executive Committee it is hereby declared that:

(a) It may appoint such officers and sub-committees as it may think fit with such powers and duties as it may delegate or define.

(b) It may make such charge as it thinks fit to Members and others for admission to any functions or meetings of the Society or for the use of any property of the Society.

MEETINGS OF THE EXECUTIVE COMMIITEE:

10. The Executive Committee shall meet whenever it may deem it necessary and the President, or in the absence of the President, a Vice-President shall have power to convene a special meeting of the Executive Committee. On the receipt of a requisition in writing signed by three members of the Executive Committee, the Secretary shall forthwith call a special meeting of the Committee.

11. Notice of each meeting shall be given to every member of the Executive Committee by delivering, at least forty-eight hours before the time appointed for the meeting, a written memorandum stating the place, date and hour of such meeting provided that in cases of emergency such length of notice may be dispensed with if every member of the Executive Committee is given personal notice of the intended meeting.

12. At each meeting of the Executive Committee five shall constitute a quorum and the Chairman shall have a deliberative vote and in the case of equal voting, a casting vote.

GENERAL MEETINGS:

13. The Annual General Meeting of the Society shall be held in Auckland or such other place as the Executive Committee may determine and shall be held as soon as reasonably practicable after the close of each financial year.

14. Special General Meetings of the Society shall be held at such time and place as the Executive Committee may appoint and the Secretary, on receipt of a requisition in writing signed by at least twenty financial Members of the Society, shall forthwith call a Special General Meeting provided that such requisition shall set out clearly and precisely the business proposed to be transacted at such meeting. At any Special General Meeting no business shall be transacted other than that mentioned in the notice convening such meeting.

15. All Annual or Special General Meetings shall be called either by notice in writing posted or forwarded at least seven clear days prior to the date fixed for the meeting to each Member of the Society at his address as appearing on the roll of the Society, or by advertisement inserted at least three times in any newspaper published and circulating in Auckland.

16. At all General Meetings of the Society ten Members entitled to vote shall constitute a quorum. If a quorum is not present within half an hour of the time for which a General Meeting has been called such meeting shall stand adjourned for one week at the same hour and place for which the meeting was called and if ten members should not be present at the time appointed for such adjourned meeting then those present shall constitute a quorum and the meeting shall he held.

17. At all General Meetings of the Society each Member shall have one vote which must be given personally. Voting shall be on the voices but the Chairman or any Member may require a division to be taken either by a show of hands or by ballot. Where a ballot is required the meeting shall appoint two of its number as scrutineers. The Chairman for the time being shall in all cases of equal voting (except in elections) have a casting vote as well as a deliberative vote. In the case of equal voting in an election the same shall be decided by lot.

SUBSCRIPTIONS:

18. The Annual Subscriptions payable by members shall be decided by members at the Annual General meeting, (subject to clause 19 hereof).

19. The Society may from time to time by resolution at any Special General Meeting alter the amount of the annual subscription in respect of Ordinary Members or Associate Members provided that notice of such proposed alteration shall have been given in the manner provided by Rule 15 hereof.

20. Any member who performs a service for the Society and who, in normal circumstances would receive a fee for that service, e.g. Clan Piper, Clan Dancer etc., shall have their annual subscription remitted.

The Executive Committee shall have power to grant an honorarium to or to remit the annual subscription of any Member who has rendered or is rendering exceptional services on behalf of the Society.

Any member whose subscription is remitted shall not be deemed thereby to have lost his or her status and privileges as a financial Member of the Society.

21. All Members’ subscriptions shall be due and payable in advance on the first day of each financial year or in the case of new Members on the date of their election.

22. Any Member whose subscription is three months overdue shall not be entitled to vote at any meeting or to take part in any of the activities or to receive any of the privileges of the Society and may upon resolution of the Executive Committee be struck off the roll and cease to be a Member of the Society.

RIGHTS AND PRIVILEGES OF MEMBERS:

23. Each Member shall be entitled to such rights and privileges as are conferred upon Members by these Rules and as shall be decided from time to time by the Executive Committee. The Executive Committee may from time to time differentiate between the rights and privileges applicable to different classes of Members.

DUTIES OF MEMBERS:

24. All Members of the Society shall be held to consent to and be bound by the Rules of the Society and shall not be entitled to appeal to any Court because of anything done or omitted to be done under the provisions thereof.

25. No Member of the Society shall pledge the credit of the Society without the prior authority of the Executive Committee and any Member acting in contravention hereof shall be personally responsible for all obligations thereby incurred.

26. Every Member shall from time to time notify the Secretary in writing of any change of his or her address and all notices and other communications posted or forwarded to a Member at his or her address as appearing for the time being in the roll of the Society shall be deemed to be duly given and delivered.

DUTIES OF EXECUTIVE OFFICERS:

27. The President shall, if present, preside at the meetings of the Society and of the Executive Committee and shall have general supervision of the affairs of the Society subject to the direction of the Executive Committee.

28 A Vice-President shall assist in the general supervision of the affairs of the Society and shall perform the duties of the President when the latter is absent

29. The Secretary shall keep correct minutes of all proceedings of the Society, correct rolls of all of the Ordinary Members, Associate Members and Country Members of the Society with their addresses and the dates of their election and shall file all documents, records, reports and communications connected with the business of the Society and shall conduct all correspondence under the direction of the Executive Committee. The secretary shall forward to the Registrar of Incorporated Societies such notices and returns as the Registrar shall require and shall perform such other duties as may be enjoined by the Executive Committee.

30. The Treasurer shall receive all subscriptions and other monies payable to the Society and bank the same to the credit of the Society and shall keep a correct account of receipts and expenditure in the books provided for that purpose. All accounts shall be certified by the Treasurer or by the Secretary before they are passed by the Executive Committee for payment. The Treasurer shall submit a financial statement to the Committee monthly or at such other periods as the Committee may direct and shall prepare the annual accounts and generally supervise the financial affairs of the Society.

FINANCE:

31. The financial year of the Society shall end on the 31st day of December in each year.

32. All funds belonging to the Society shall be paid in to the credit of the Society at a bank to be approved by the Executive Committee and the account of the Society shall be operated upon by cheques signed in such manner as the Executive Committee shall from time to time determine.

33. A statement of income and expenditure for the year and any other required accounts shall be prepared and audited after the end of each financial year and shall be submitted to the Annual General Meeting of the Society.

AUDITOR:

34. At each Annual General Meeting of the Society an Auditor shall be appointed to hold office until the next Annual Meeting and whose duty it shall be to examine the books and accounts of the Society and certify to the correctness of the accounts. Any vacancy which may occur in the office of Auditor during the year shall be filled by the Executive Committee.

COMMON SEAL:

35. The Executive Committee shall provide a Common Seal for the Society.

36. The Common Seal of the Society shall not be affixed to any deed or document except by

order of the Executive Committee. Every deed or other document to which the Common

Seal of the Society is required to be affixed shall be signed by two members of the Executive Committee (of which the President or a Vice-President shall be one) and by the Secretary of the Society.

RESIGNATION:

38. Any Member may resign membership by delivering a notice thereof in writing to the Secretary who shall report the same at the next meeting of the Executive Committee and upon so resigning such Member shall forfeit all rights and interests (if any) in the property of the Society, but shall remain liable for any subscriptions or other monies owing to the Society at the time of resignation.

DISCIPLINE AND EXPULSION:

39. For conduct injurious to the welfare or character of the Society a Member may be admonished or suspended for such period as the Executive Committee may think fit by a two-thirds vote of the Executive Committee at a meeting at which a quorum shall be present but only upon the written complaint of one or more Members of the Society; and the Executive Committee shall notify such Member in writing of the charge or charges at least seven days prior to the said meeting and shall investigate the circumstances connected with such alleged misconduct and an opportunity to be heard shall be given such Member at such meeting. Annual subscriptions shall continue to be payable during a period of suspension.

40. The Executive Committee may also in the like manner expel any Member for conduct which the Committee shall deem to warrant this penalty provided that such Member shall have at least one month’s notice in writing of the charge or charges preferred.

41. Any Member who has been admonished, suspended or expelled under either of the last two preceding Rules may give to the Secretary within fourteen days of the decision of the Executive Committee written notice of appeal and shall thereupon have the right to have such decision submitted to a General Meeting of the Society to be held within three calendar months from the date of such notice and at such meeting such Member may submit an explanation in writing and shall have the right to be heard but the decision of the Executive Committee shall stand except to the extent that it is modified or reversed by a two-thirds vote of the Members present and voting at such General Meeting.

AMENDMENT OF RULES:

42. These Rules may be added to, amended, revised, or rescinded, but only by a two-thirds vote of the members present and entitled to vote at an Annual General Meeting or Special General Meeting called for the purpose, notice of the purport or general nature of which proposed addition, amendment, revision or rescission shall have been given in writing or by advertisement in the manner provided by Rule 15 hereof but such General Meeting shall have power to amend any proposal which has been specified in such notice.

DISSOLUTION:

43. The Society shall not be wound up except in accordance with the provisions of “The Incorporated Society Act 1908 and upon the winding-up of the Society the assets shall, after payment of all liabilities, be disposed of in such manner as the Society shall have determined.

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