Constitution and Rules of the Injury Prevention Network of Aotearoa New Zealand Incorporated

1. NAME

2. INTERPRETATION

2.1 Definitions

In these Rules, unless the context otherwise requires:

“Act” means the Incorporated Societies Act 1908.

“Caucus” refers to a group of registered members who identify as either Maori or as New Zealander for consultation and voting purposes.

“Committee” means the Committee for the time being of the Society constituted under Rule 9 of these Rules.

“Consensus” means that the Committee, sub-Committee, or where applicable, membership, comes to a common understanding or agreement.

“General Meeting” refers to both Annual and Special General Meetings.

“Injury” refers to unintentional injury, self-harm, and injury to others.

“Injury Prevention” in terms of this Society includes:

• prevention of unintentional injury;
• prevention of intentional injury; 
• prevention of violence; 
• promoting rehabilitation and trauma minimisation; 
• promoting safe behaviours; and 
• promoting harm reduction.

“Maori Caucus” means a group of members, which identify themselves as Maori.

“New Zealand Caucus” means a group of members who include Pacific Peoples, Pakeha, European, Asian and other ethnic groups.

“Other New Zealanders” means a group of members who include Pacific Peoples, Pakeha, European, Asian and other ethnic groups.

“Presented” means as prescribed by the Committee.

“Registrar” means the Registrar of Incorporated Societies.

“Resolution” means a vote of the majority of the members or a majority of the Committee or sub-Committee as the case may be.

“Rules” means these rules of the Society as amended from time to time in accordance with Rule 2.3.

“Secretary” means the Secretary of the Society elected according to these Rules.

“Society” means the Injury Prevention Network of Aotearoa New Zealand Incorporated.

“Special resolution” means a vote of at least two thirds of the members, or of at least two thirds of the Committee, as the case may be.

“Sub-Committee” means the Sub-Committee for the time being of the Society constituted under Rule 9.3 of these Rules.

2.2 Interpretation

2.3 Authority to Interpret Rules

3. REGISTERED OFFICE

3.1 Notice of change of situation

4. PREAMBLE

5. TE TIRITI O WAITANGI

6. INTENT

7. OBJECTS

1. Raise the profile of injury prevention through leadership and the provision of a collective national voice.


2. Support all cultural groups and communities to identify appropriate responses and solutions to injury prevention.


3. Advocate for injury prevention nationally, regionally and locally.


4. Facilitate participation by members at all levels of the decision-making process nationally, regionally and locally for injury prevention.


5. Facilitate communication throughout the injury prevention sector and to relevant external audiences.


6. Advocate for the development and use of best practice guidelines for injury prevention.


7. Facilitate access to high quality injury prevention workforce training.


8. Raise and employ funds within New Zealand as authorised by these objects.


9. To do all such things as are conducive or incidental to the attaining of the said objects or any of them.

8. MEMBERSHIP OF THE INCORPORATED SOCIETY

8.1 Who can be a member?

1. Individuals who are committed to the intent of the Society may apply to become a member.


2. Written application for membership shall be made to the Committee. The application will be considered at the meeting of the Committee following its receipt.


3. Every application for membership shall be accompanied by the prescribed annual subscription. Each applicant shall be notified whether or not its application has been accepted.


4. Membership shall be upon an annual basis and a member shall cease to be a member of the Society if the member’s subscription is unpaid after 3 months from the due date.


5. The Committee may waive payment of a subscription by a member in the case of hardship. Application for waiver must be made in writing to the Committee and will be considered at the next Committee meeting. The member will be notified in writing.


6. The annual subscription shall be set from time-to-time at the Annual General Meeting of the Society, following a recommendation from the Committee.

8.2 Register of members

1. Members of the Society shall advise the Secretary of any change of address and other contact details ie email, fax, telephone.


2. Members must register with either the Maori or New Zealand caucus by a process of self-selection.


3. Members must vote within their own caucus, although they are welcome to participate in other caucuses.

8.3 Termination of Membership

8.4 Expulsion of members

1. Any person or organisation may make a complaint to the Committee that the conduct of a member of the Society is, or has brought, the field of injury prevention into disrepute. Every such complaint will be in writing to the Secretary. Such complaints shall be considered at the committee meeting following its receipt.


2. If the Committee considers that there is sufficient substance in the complaint, it may invite the member to attend a meeting of the Committee and to offer a written and/or oral explanation of the member’s conduct.


3. The Committee will give the member at least fourteen (14) days written notice of the meeting. The notice will:
   
   
   1. sufficiently inform the member of the complaint so that the member can offer an explanation of the member’s conduct;
   
   
   2. inform the member that if the Committee is not satisfied with the member’s explanation the Committee may expel the member from the Society; and
   
   
   3. advise the member that she or he may invite a friend, family or whanau member/s to accompany the member at such a meeting.


4. If, following consideration of the member’s explanation at the meeting of the Committee, the Committee forms the view that the member should be expelled then the Committee must inform the member of that decision (in writing) and also then inform the member of the right to appeal the decision.


5. A member expelled by the Society may within fourteen (14) days give written notice of appeal to the Secretary. The Secretary will then call a Special General Meeting to take place within twenty-eight (28) days of receipt of the notice of appeal. If a majority of members at that meeting passes a resolution rescinding the expulsion, the member will be reinstated immediately.

8.5 Membership Subscription

9. MANAGEMENT

9.1 Officers

1. Management of the Society shall be vested in the Committee, which shall consist of no less than 8 and no more than 12 Committee Members. Included in this will be:
   
   
   1. Executive Officers (not more than 4):
      - Chairperson(s) (maximum of 2)
      - Secretary
      - Treasurer
   
   
   2. Officers: Not less than 4 officers and not more than 8.


2. There will always be an even number of Committee Members. Fifty percent of the members of the Committee will be elected by the Maori caucus. Fifty percent of the members of the Committee will be elected by the New Zealand caucus.


3. The Chairperson(s), Secretary and Treasurer shall be elected annually by the members of the Committee at the first meeting after each Annual General Meeting.


4. The Committee will determine the number of chairpersons to be elected at the first meeting after each Annual General Meeting. If two chairpersons are elected, the committee will determine at the first meeting after the Annual General Meeting when each will assume the role of the Chairperson in accordance with these rules and therefore may be required to exercise a casting vote.


5. Committee Members may remain on the committee, if re-elected, for a maximum of 4 years.


6. All Committee Members must be current members of the Society.


7. All Executive Officers and Committee Members shall be elected/appointed to hold office for two years unless death, retirement or removal from office occurs. Half the committee will be elected in any one year (see 10.1(b)).


8. It will be desirable but not a requirement when electing Committee members and Executive Officers that due consideration is given to a balanced representation of, for example, location, injury prevention work, and injury prevention interests, government and non-government sectors.
   

9.2 Vacancies

1. In the event that a vacancy arises in the office of a Committee member, the Committee may appoint a replacement Committee member from amongst the members of the Society, who shall remain in office until the subsequent Annual General Meeting.


2. If the office of Chairperson becomes vacant, the Committee will appoint another Chairperson.

9.3 Subcommittees/Co-opting

1. In any one year and if deemed necessary, by a meeting of the Committee, the Committee may co-opt up to four (4) Officers on the Committee with associated rights and responsibilities. The 50% Maori caucus : 50% New Zealand caucus representation is to be maintained.


2. The Committee shall have the power to appoint sub-committees/forums to address specific issues, and to co-opt persons (members or non-members) to act in conjunction with the Committee or its sub-committees on specific issues. These sub-committees will be established for a specified time.


3. The 50% Maori caucus : 50% New Zealand caucus representation does not need to be maintained among the sub-committee(s).

9.4 Quorum

9.5 Voting at Committee Meetings

9.6 Committee Meetings

9.7 Disqualification as an Officer

1. Resignation in writing to the Committee by that Officer.


2. Absence from more than three consecutive meetings without notification or reason, or leave of the Committee.


3. Removal from membership of the Committee by the Committee in which case the procedure outlined in Section 8.4 shall apply as though it referred to officers of the Committee.


4. Being or becoming an employee of the Society.

10. GENERAL MEETINGS

10.1 AGM Business

1. To receive from the Committee a report and audited accounts and balance sheet for the preceding financial year.


2. To elect the Committee Members of the Society. This election shall be such that half the committee only is elected at any one Annual General Meeting. The remaining Committee Members shall be elected in the subsequent year to ensure a Committee membership that comprises newly elected officers and those that have been in the position for at least one year.


3. To decide on any resolutions that has been submitted in writing to Society members at least 28 days prior to the meeting.


4. Receive and consider the Annual Report of the Committee and any duly constituted sub-committee(s).


5. The election of an honorary auditor.

10.2 Notice of Resolutions for the AGM

10.3 Nomination for Committee

1. Candidates for election to the position of Chairperson(s), Secretary and Treasurer shall be nominated and seconded by two members of the Committee. All Committee members will be notified as to who has been nominated and a closed vote taken for each position. The Chairperson(s) shall be elected first , then the Secretary, and the Treasurer, with the results made known for each position after each election is held.


2. The Maori caucus elected members for the committee will be nominated and seconded in writing by two members of the Maori caucus, but do not have to be members of that Maori caucus. The New Zealand caucus elected members for the committee will be nominated and seconded in writing by two members of the New Zealand caucus but do not have to be members of that New Zealand caucus. The nomination must be received by the Secretary at least 28 days before the date of the Annual General Meeting.


3. The Secretary shall after the closing date for nominations send out the list of those nominated to all members at least 14 days prior to the meeting.


4. Members may vote for as many candidates as there are vacant positions according to whether they are registered with the Maori caucus or New Zealand caucus.

10.4 Special General Meetings

10.5 Notice of Annual General Meeting and General Meetings

10.6 Quorum for Annual General Meetings and General Meetings

10.7 Voting at Annual General Meetings and General Meetings

1. Every member shall be entitled to one vote for each officer position available to their chosen caucus. The Chairperson shall have the casting vote. Proxy voting shall be permitted.


2. Every member shall be entitled to one vote for each of the resolutions circulated prior to the meeting. The Chairperson shall have the casting vote. Proxy voting shall be permitted.


3. Proxy voting shall be granted by votes being sent in writing and signed by the member to the Secretary, prior to the Annual General Meeting or General Meeting, within the deadline stated for that meeting. The Secretary will hold and exercise the right to vote on behalf of, and as directed by, the member.


4. Voting at the meeting will be by a show of hands, and by the inclusion of scrutinised votes (received by mail from members by a stated deadline) at the Annual General Meeting or General Meeting.


5. The Chairperson of an Annual General Meeting or a General Meeting shall appoint two independent scrutineers to count the votes. The results shall be declared immediately.


6. A declaration by the Chairperson of any meeting to the effect that any resolution submitted to such meetings has been carried, or been carried by a particular majority or lost, and an entry to that effect in the Minute book shall be conclusive evidence of the fact without proof of the number of votes recorded in favour of, or against the resolution.

11. COMMITTEE’S POWERS AND DUTIES

11.1 Minutes

11.2 Appointments

1. The Committee may appoint, remunerate and dismiss such employees and representatives as it shall from time-to-time deem necessary and may delegate to any one or more of them such of its powers as it shall think fit other than the power to borrow money.


2. The Committee may appoint and dismiss volunteers as it shall deem fit, and may agree to reimburse volunteers for expenses incurred while assisting the Society with its work.

11.3 Records and Accounts

11.4 Control and Use of Funds

1. All moneys received by or on behalf of the Society shall forthwith be paid to the credit of the Society with a bank or savings bank from time to time nominated by the Committee and the Treasurer shall forthwith issue receipts.


2. All cheques or withdrawal slips drawn on the Society’s bank account shall be signed by two of the following: Chairperson, Treasurer, any other two members of the Committee nominated from time-to-time by the Committee.

11.5 Investment of Funds

11.6 Borrowing Powers

1. The Society shall in addition to the other powers vested 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 or rights of the Society or without any such security and upon such terms as to priority and otherwise as the Society thinks fit; but the powers of so borrowing or raising money shall not be exercised except pursuant to a special resolution of the Society.


2. If by special resolution of the Society approval is given to borrow or raised money from these sources, the committee shall undertake all negotiations, contracts and agreements in the name and on behalf of the Society as it may consider expedient for its purpose, provided that such negotiations, contracts and agreements are not in conflict with its objects.

11.7 Common Seal

1. The common seal of the Society shall be that approved by the Committee. The Secretary shall be responsible for its safe custody and control.


2. Whenever the Common Seal is required to be affixed to any instrument the Seal shall be affixed pursuant to a resolution of the Committee or Society and witnessed by one of the Chairpersons or any one other member of the Committee.

12. LIABILITY OF MEMBERS

12.1 Indemnity

12.2 Contractual Liability

13. SECRETARY AND TREASURER

14. AUDITOR

15. FINANCIAL YEAR

16. ALTERATIONS TO RULES

17. BYLAWS

18. WINDING UP

18.1 Resolutions

18.2 Disposition of Surplus Assets

19. PRIVATE PECUNIARY PROFIT PROHIBITED

19.1 Use of Income

19.2 No Personal Influence

19.3 Reasonable Remuneration

19.4 Rule Not Removable

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