The name of the Federation shall be The Federation of New Zealand Aquatic Societies (Incorporated).
The objects of the Federation shall be:
(a) To act as a coordinating body of all affiliated Societies.
(b) To publish a Journal with the object of developing and advancing aquaria-keeping and water gardening in New Zealand.
© To promote in every way the dissemination of knowledge of all forms of aquatic life.
(d) To initiate and support research to advance the knowledge of animal and plant life in water.
(e) To provide the assistance in all possible ways to affiliated Societies in furthering the hobbies of aquariumkeeping and water gardening.
(f) To cooperate and cultivate reciprocal relations with any person, Society or body having objects similar or in parts similar to the objects of the Federation and whether in New Zealand or any other country.
(g) To purchase take on lease or in exchange or hire or otherwise acquire any real or personal property and any rights or privileges which the Federation shall think necessary or expedient for the purpose of obtaining the objects of the Federation or any of them, or promoting the interests of the Federation or its members and to sell, exchange, let on bail or lease with or without the option of purchase or in any manner dispose of any such property rights or privileges as aforesaid.
(h) To do all such other things as may be incidental or conducive to the attaining of the above objects or any of them.
(i) To deal with the funds of the Federation in furthering these objects.
The Federation shall be non-political and non-sectarian and shall refrain from commenting on matters political or religious.
The Federation shall consist of affiliated Societies who shall accept these rules.
A Capitation fee shall be levied on an annual basis, such fee to be fixed at Annual General Meeting, and reviewed from time to time.
UNFINANCIAL SOCIETIES. Under the Incorporated Societies Act, 1908, all unpaid moneys are recoverable by law.
Each affiliated Society shall be entitled to nominate two delegates at its annual or Special General meeting to represent it at meetings of the Federation.
Each Society must notify in writing by the 14th day of April each year the names and addresses of its delegates to the Federation Secretary.
No individual shall represent more than two Societies.
Two delegates are entitled to be present at all meetings of the Federation and to exercise a vote thereat, but if only one delegate is present, he shall have two votes. Votes shall be given by show of hands or by poll if demanded by one-fourth of those present.
In the event of a delegate not being able to attend a particular meeting of the Federation, the Society concerned may appoint a proxy. Notice of such appointment in writing to be in the hands of the Federation Secretary before the meeting commences. A proxy need not necessarily be a member of the Society appointing but may if the Society so desires be a member of the executive.
The term of office of a delegate shall be deemed to expire when a successor has been appointed by the Society he or she represents.
13. A delegate may be replaced at any time. Federation Secretary to be notified of any such change within 14 days.
AFFILLATION OF SOCIETIES
14. Any Society having as its objects the assistance of those interested in aquarium or pondkeeping or kindred interests may apply to the Federation Secretary to become affiliated to the Federation. Such application shall be circulated by the Federation Secretary to the affiliated Societies each of whom shall notify the Federation Secretary within two months of receipt by it of the application whether it approves the application. If within the said period of two months the Federation Secretary receives no dissenting votes from affiliated Societies, the applicant society shall be afforded full Federation membership. If, however, the Federation Secretary receives one or more dissenting votes the application shall be referred to the next executive meeting. In the case of an unincorporated Society, all members of such Society on affiliation, shall be deemed to be members of the Federation, but such unincorporated Society shall collectively be entitled to two votes.
15. All affiliated Societies shall be subject to this Constitution and to all decisions of the Federation.
CESSATION OF MEMBERSHIP
16. A Society may resign from the Federation by notice in writing to the Federation Secretary, and such resignation shall take effect as from the next Annual Meeting of the Federation. (a) A Society may tender resignation only when all outstanding moneys payable by it have been paid.
17. A Society may be expelled from the Federation on the same grounds as would justify expulsion of an officer or replacement of a delegate pursuant to Rule 22 (f) hereof and shall in addition be liable to expulsion if it shall have failed by the end of the current financial year or within such other period as may be fixed by the Executive Committee or the Federation to pay the whole or any part of its capitation or affiliation fees or other moneys payable by it during that financial year.
OFFICERS AND EXECUTIVE COMMITTEE
18. Officers of the Federation shall be as follows:
Editor or Editors
Vice Presidents (2)
Federation Treasurer or Secretary-Treasurer
(a) The election of President, Vice Presidents (2), Secretary, Treasurer or Secretary-Treasurer shall be by secret ballot.
19. The presidents term may be unlimited. The retiring president shall not be eligible for reelection for a period of two years. All other officers shall be eligible for reelection.
20. The positions of Patron and Vice Patrons may be filled by non members of the Society. They shall hold office for one year only but shall be eligible for reelection.
21. Except as otherwise provided by these rules and subject to the control of the Federation in General or Special Meetings, the affairs of the Federation shall be conducted by an Executive Committee consisting of the following:
Two Vice Presidents
Treasurer or Secretary-Treasurer
Editor Breeding Coordinator
and no fewer than one or more than three others elected from financial members of the FNZAS. If the nominee is not present, their consent to stand for office must have been given in writing to the FNZAS Secretary before the AGM.
(a) The quorum at all meetings of the executive shall consist of a majority of its members.
22. In particular and without derogating from its general powers the Executive Committee shall have the following powers:
(a) To decide upon and implement the general policy to be adopted with a view to carrying out the objects
for which the Federation is established.
(b) To manage and control the funds of the Federation, including the investment of those funds in both long term and short term securities, as the executive committee see fit and in keeping with the investment policy statement of the Federation.
© To decide upon the interpretation of any point of the Constitution which may be in question; such a decision to be final and binding to all Societies.
(d) To appoint such sub-committees as it shall think fit to carry out special functions and to delegate any of its powers to such sub-committees. Such sub-committees may include members of affiliated Societies who are not members of the Executive Committee. Sub-committees shall report to the Executive Committee and their decisions shall be subject to confirmation by the Executive Committee, except in those cases where they are given power to act by the Executive Committee.
(e) To fill any vacancy caused by the resignation, death or expulsion of any member. (f) The Executive upon a majority decision thereof may at any time by letter invite any officer of or delegate to the Federation to retire for breach by him of the rules of the Constitution of the Federation or if it considers such officer or delegate has been guilty of conduct unworthy of an officer or delegate or which is considered is or may be prejudicial to the interest of the Federation and shall have the further right to request a Society to replace any delegate for such reason. In default of the withdrawal or replacement of such officer or delegate within one month of the date of such letter the Executive shall consider the question of expulsion of such officer or delegate at a special meeting convened by it for such purpose and the officer or delegate or an officer of the Society of which he is a member shall be allowed to offer an explanation verbally or in writing and if thereupon a majority of the Executive shall vote for his expulsion he shall thereupon cease to be qualified as either an officer or a delegate to the Federation or for future nomination by any affiliated Society for such office for a period to be decided at the special general meeting to a maximum of twelve (12) years.
The Executive Committee shall present to the Annual General Meeting a full report of its activities and the business done by it during the year of office and of any matters of interest or importance to the Federation during such period, and may in such report make such recommendation as it thinks fit.
A General Meeting of Officers and Delegates to the Federation (in the rules referred to as the Annual General Meeting) shall be held once per year and within two months of the end of the FNZAS financial year (as per Article 27). Observers may also attend such meetings. The principal business to be transacted at the Annual General Meeting shall be as follows:
(a) Consideration of Annual Report and Balance Sheet.
(b) Election of Officers and Executive Committee and any other election or appointment required to be held or made at the Annual General Meeting.
© Consideration of remits received by the Federation Secretary in accordance with Rule 27 hereof.
(d) Email is recognised as a valid form of correspondence. Any Email accepted must be signed by the submitter and either of the secretary or president if the original creator of the message is not present to Sign it.
At the Annual General Meeting the Federation shall decide upon a place, the date and hour, of the next Annual General Meeting.
All remits to be considered at the Annual General Meeting shall be forwarded by the Societies to the Federation Secretary three months prior to the scheduled AGM in each year or such later date as may be agreed upon by the Executive. The Federation Secretary shall thereupon cause a list of all such remits to be sent to all Societies within 14 days.
Closed Discussion. After any subject has been discussed and voted on at an Annual General Meeting, it shall not be allowed to be discussed again sooner than three (3) years without the approval of the Executive.
Other Special General Meetings may be called on the decision of the Federation or of the Executive Committee of their own volition, or when required to do so upon receipt of not less than three Societies. Every such request shall specify the object of the meeting.
The Quorum at the Annual General meeting and Special Meetings shall be a majority of the delegates representing the clubs plus a majority of the executive committee. The quorum for executive committee meetings is per clause 21.
The President shall preside as chairman at every General and Special General Meeting of the Federation and if he shall not be present the Vice President shall preside. Should neither be present the delegates shall appoint such other person to act as chairman in the absence of the President or Vice President as the meeting shall decide. The chairman of the meeting shall have a casting vote as well as a deliberative vote.
The Federation Secretary shall cause the minutes of each General and Special General Meeting of the Federation to be sent to all Societies within one month of the date of that meeting.
The day to day funds of the Federation shall be deposited in an account to be opened in the name of the Federation in such Bank as the Executive Committee may decide; such account to be operated by the President and Treasurer andor such other members of the Federation appointed to do so by a majority of delegates to the Federation. Funds not needed for the day to day running of the Federation are to be invested in terms of Clause 22b).
(a) No member of the organisation or any person associated with a member shall participate in or materially influence any decision made by the organization in respect of the payment to or on behalf of that member or associated person of any income, benefit, or advantage whatsoever. Any such income paid shall be reasonable and relative to that which would be paid in an arms length transaction (being the open market value). The provisions and effect of this clause shall not be removed from this document, and shall be included and implied into any document replacing this document.
The Treasurer shall keep proper books of account and shall prepare duly audited accounts and balance sheet for presentation to the Annual General Meeting of the Federation and for forwarding to affiliated Societies.
The financial year of the Federation shall end on the 31st day of March in each year.
LIFE MEMBERS AND HONORARY MEMBERS
36 (a) Any Society affiliated to the Federation shall have the right to nominate any person or persons whether or not a member or members of the particular Society so nominating as a life member of the Federation in recognition of his or their outstanding service to the Federation and to the development and advancement of aquaria keeping and water gardening in New Zealand. Any such nomination or nominations shall be made in writing to the Federation not later than the 14th day of March in each year. The election of any nominee shall be decided by vote of the majority of the delegates present at the Annual General Meeting in accordance with the provision of Rule 10 of the Rules of Federation. Any such life member to have no vote. Life members are to have full voting rights (as in Rule 10) if acting as a registered delegate for a club within Federation.
(b) Honorary members may be nominated for similar services to the Federation. Nomination may be made at Annual General Meeting of Federation. Any such Honorary Member shall hold that position for a period of one year but is eligible for reelection each year.
The Common Seal of the Federation shall be kept in the custody of the Federation Secretary and shall not be affixed to any deed instrument contract document or paper without the authority of the Executive Committee. The affixing of the Common Seal to any deed instrument or contract creating any legal obligation upon the Federation shall be attested by two members of the Executive Committee of whom one must be President.
The registered office of the Federation shall be at the residence of the Federation Secretary, or such other place as for the time being shall be fixed by the Federation.
Page 5 of 6 2014 amendment FNZAS Constitution1.docx
ALTERATION TO THE CONSTITUTION
39. This Constitution shall not be altered, added to, or rescinded except by the following procedure:
(a) Any Society may by resolution recommend to the Federation through their delegates proposals for the amending of the Constitution. Such proposals must be submitted to the Federation Secretary in writing.
(b) Upon receipt of such resolution the Federation Secretary shall send copies of such resolution to all Societies.
© The resolution will be considered by the Federation after a period of two months has elapsed after copies have been sent to Societies and the proposals shall be ratified and written into the Constitution if a majority of the Federation approves them and providing such alteration has met the requirements of rule 39d).
(d) No addition to or alteration of the aimsobjects, payments to members clause or the winding up clause shall be approved without the approval of Inland Revenue. The provisions and effect of this clause shall not be removed from this document and shall be included and implied into any document replacing this document.
40. Upon receipt by the Federation Secretary of a notice of motion of the proposed winding up or dissolution of the Federation the Secretary shall forthwith forward copies of this notice to all Societies.
If a majority of the Societies constituting the Federation so resolve that the Federation be dissolved, the Executive Committee provided the liabilities of the Federation have been discharged, shall forthwith dissolve the Federation as from the date set forth in such resolution. The resolution must be confirmed or rescinded by a majority of the Societies constituting the Federation in Special General Meetings held not earlier than 30 days after the date of that at which the original resolution was passed.
In the event of the Federation winding up, the funds and property of the Federation will be transferred to the then affiliated Societies in proportion to the numbers of members registered with the Federation by the Societies.
Dated April 2014
Page 6 of 6 2014 amendment FNZAS Constitution1.docx