AUCKLAND PÉTANQUE ASSOCIATION INCORPORATED

Incorporated in Auckland 2004 Under Number 1538108

INDEX

1  Name

 The organisation shall be called the Auckland Pétanque Association Incorporated (herein after referred to as the APA).

2  Registered Office

2.1          The registered office of the APA shall be the postal address of the Secretary of the APA serving at the time.

3  Objects

3.1          To foster the game of Pétanque in the Auckland Region.

3.2          To co-ordinate coaching support for the development of members.

3.3          To arrange and supervise Regional competitions.

3.4          To promote participation in and support for National events.

3.5          To support the New Zealand Pétanque Association in its attaining of its objects.

3.6          To promote the participation in and development of Pétanque in community groups, special needs groups and youth.

4  Membership

There shall be the following classes of membership:

4.1          Affiliated Club Members

4.2          Life Members

4.3          Honorary Members

4.4          Associate Members

5  Admission of Members

5.1          Members of Clubs affiliated to the APA shall automatically become affiliated club members of the APA  unless otherwise determined under Section 6.2 of these rules.

5.2         Members may be admitted as Life Members of the APA for meritorious service in the interest of Pétanque.  Candidates for Life Membership shall be recommended by the APA Committee to the members for admission at and Annual General Meeting of the APA and their admission shall be by unanimous vote of the members.  There shall be no more than 5 Life Members at any one time.

5.3         Admission of Honorary Members shall be by vote of the Committee and is to be reconfirmed each year at the Annual General Meeting.  Honorary Members will not participate in the management of the APA but may attend all social functions and meetings.

5.4          A person or body corporate wishing to be associated with the APA by reason of a common interest in the game of Pétanque may apply in writing to the APA to become an Associate Member.  Membership will be approved at the discretion of the Committee.  An Associate Member will have the right to attend a General or Special General Meeting but will not be entitled to a voting right.  Associate Members will not participate in the management of the APA.  Associate Members may, providing they meet tournament eligibility criteria, participate in APA sanctioned tournaments.

5.5          Members and member Clubs will be from within the Auckland Region unless they have been approved by the agreement of the Committee.

6  Termination of Membership

6.1          A member will effect resignation from the APA by written notice to the Secretary.  A membership will automatically lapse if they cease to be a financial member of an affiliated club, or if six months after the beginning of a new financial year due fees have not been paid subsequent to a second demand notice.

6.2          The Committee may at any time and in writing, request a Member’s resignation for misconduct deemed to be of a nature sufficiently serious to be detrimental to the APA.  The Members shall have the opportunity to be heard by the Committee in accordance with the rules of natural justice.  The Disciplinary powers of the Committee include the warning, suspension or expulsion of a Member.

6.3          Every person shall upon ceasing to be a member of the APA forfeit all right to and claim upon the APA and its property.

7  Affiliation Fees (Subscriptions)

7.1          A club shall become affiliated to the APA on agreement by the Committee and on payment of any fee determined each year at the AGM of the APA.

7.2          Life and Honorary Members shall pay an affiliation fee to be decided by the AGM.

7.3          Associate Members shall pay an affiliation fee to be decided by the AGM.

7.4          Such affiliation fees become due on the day following the AGM and must be paid within 3 calendar months.

8  Committee

8.1          The Committee of the APA (herein referred to as ‘The Committee’) shall consist of a President, Vice President, Secretary, Treasurer and a representative who is a financial member from each affiliated club.  The positions of Secretary and Treasurer may be held by the same person.

8.2          Any candidate for the position of President, Vice President, Secretary or Treasurer shall be nominated in writing by Member Clubs at least 21 days prior to the AGM and if no nominations are received they may be accepted from the floor.

8.3          The President may hold office for a maximum of three consecutive terms.

8.4          A Patron who is not a member of the Committee may be appointed.  This person to be recommended by the Committee at an AGM.

9  Management of the APA

9.1          The management of the APA (except as otherwise provided in these rules) shall be deputized to the Committee.

9.2          The Committee may from time to time co-opt members for specific tasks and appoint members to vacancies as they arise during the normal term of office.

9.3          Except in special circumstances determined by the Committee, the Committee shall meet regularly at intervals of not greater than six months.

10  Powers of the APA

The APA shall have power to do all such lawful acts and things as are incidental or conducive to their attainment of its objects without prejudice to the generality of the foregoing of such powers.

10.1        To raise money by subscriptions

10.2        To enter any contract agreement or arrangements with any person, firm, syndicate or corporation as the APA may deem conducive to its objects.

From time to time invest and reinvest in securities by law for the investment of funds upon such terms as itshall think fit.

By resolution of a Committee or General meeting to make amend and rescind any by-laws or regulations compatible with this constitution.

To pay such reasonable expenses of any person or body incurred or to be incurred in the business of the APA, as the Committee shall approve within current budgetary requirement established by the Committee.

Exercise disciplinary procedures over any player or official in events conducted by the APA in regard to doping infractions in accordance with the NZ Sports Drugs Agency Act 1994.

11  Common Seal

The Committee shall forthwith provide a Common Seal for the APA and they shall have power from time to time to destroy the same and substitute a new seal in lieu thereof.The Common Seal shall be in custody and under the control of the Secretary who shall affix the same to all instruments requiring the same to all instruments requiring the same but only in pursuance of a resolution of the Committee to that effect.

12  Annual General Meeting

The Annual General Meeting of the APA shall be held no later than three months after the end of the financial year at a date and at a time to be fixed by the Committee for the following purposes:

To receive from the Committee a Report, Balance Sheet and Statement of Accounts for the preceding financial year.

To elect the President, Vice President, Secretary and Treasurer for the ensuing year.

To decide whether to appoint an Auditor for the ensuing year and appoint one if voted to do so.

To decide on any motion which has been submitted to the meeting according to the provisions of this constitution.

To determine the annual subscription and affiliation fees for the forthcoming year.

To discuss any matters of general business.

Notice to be given of Annual General Meetings

Twenty-eight (28) days at least before the Annual General Meeting a notice of such meeting shall be delivered to each affiliated club and individually to any member not being a member of a club.

Any member desirous of submitting any motion at the Annual General Meeting shall give notice thereof in writing to the Secretary not less than twenty-one (21) days before the date of such meeting.

Fourteen (14) days at least before the Annual General Meeting, a notice of the business of which notice has been given according to Section 12.7.2 shall be delivered to each member club and individually to any member not being a member of a club.A notice is considered delivered three business days after it is sent to the last known address of the intended recipient.

13  Special General Meetings

At Special General Meetings only the business for which the meeting was convened shall be dealt with.

1.   A Special General Meeting shall be held within twenty-one (21) days after receipt by the Secretary of a written request, signed by at least four of the affiliated Clubs (not Life, Associate or Honorary Members) and setting forth the business to be transacted in the form of a motion(s) or object(s) of such meeting.
2. If the Committee does not within ten (10) days call such meeting the requesters or any of them may, subject to the provisions of this Constitution as to notice, convene it, and hold it an appointed place.
3. A Special General Meeting may at any time be summoned upon the initiative and order of the Committee provided that twenty-one (21) days notice of such a meeting and the business to be dealt with is given to member clubs and individually to any member not being a member of a club.

14  Procedure At Meetings

At all general meetings of the APA the President or in that person’s absence, a member of the Committee, shall take the Chair.Every Affiliated Club present shall be entitled to one (1) vote upon every motion and in case of an equality of votes the Chair shall have a casting vote.Provision shall be made by a Club unable to be present to vote by proxy or in writing.

At all committee meetings the President or in that person’s absence a member of the Committee shall take the Chair.The President, Vice President, Secretary, Treasurer and every club represented at the meeting shall be entitled to one (1) vote upon every motion, and in the case of equality the Chair shall have a casting vote.If the same person has the positions of both Secretary and Treasurer, then they shall be entitled to a singe vote.Provision shall be made for a Club unable to be present to vote by proxy or in writing.

15  Quorums

The quorum at all general meetings of the APA shall be representatives from a minimum of 50% of the affiliated Clubs.

For Committee meetings, the minimum number of Clubs represented must be 50% of affiliated clubs.

16  Voting

The voting at all meetings, including meetings of the Committee shall be in the first instance by voice provided that if not less than two members shall so demand voting shall be by show of hands.Provided also that if not less than two members shall so demand voting shall be by secret ballot.

17  Interpretation of the Rules

17.1        The Committee is the sole authority for the interpretation of these Rules and of the By-laws and Regulations made thereunder and the decision of the Committee upon any question of interpretation or upon any matter affecting the APA and not provided for by these Rules or by the By-laws and Regulations made to hereunder shall be final and binding on the members.

18  Alteration to Rules

These Rules may be added to, repealed or amended by resolution of which notice has been given in terms of Rules 13 or 14 to any Annual or Special General Meeting provided that no such resolution shall be deemed to have been passed unless it be carried by a majority of at least two-thirds of the members voting thereon.

No addition or alteration or recission of the rules shall be approved if it affects the non-profit aims, personal pecuniary benefit clause or the winding up clause.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.

19  Control of Funds

The control and investment of the funds of the APA shall be with the Committee.Banking operations on the APA’s account shall be carried out by the Treasurer, and all cheques drawn on or withdrawals from the APA funds shall be operated upon under the signature of two authorised signatories from the Committee.

The financial year of the APA shall be from January 1 to December 31 or as amended by a resolution passed at an AGM.

20  Indemnity

The Committee shall be indemnified by the APA against all disbursements, expenses, liabilities and losses incurred by them in or about the discharge of their duties except such that happen from their own willful act, neglect or default.

21  Personal Pecuniary Benefit

No member of the APA or any persona associated with a member shall participate in or materially influence any decision made by the APA 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 shall be reasonable and relative to that which would be paid in an arm’s length transaction (being the open market value).The provisions and effect of this rule shall not be removed from this document and shall be included ad implied into any document replacing this document.

22  Matters Not Provided For

If any matter shall arise which is not, or which in the opinion of the Committee is not provided for, by or under these Rules, the same shall be determined by the Committee in such manner as it shall deem fit, and every such determination shall be binding upon the APA and its Members unless and until set aside by a resolution of a General Meeting.

23  Repeals and Savings

The Rules of the APA as operative at the date of adoption of these Rules are hereby repealed, but all existing appointments to office and all acts of authority which originated hereunder and are subsisting or in force on the coming into operation of these Rules shall endure as if they had originated under this Constitution.

24  Winding Up

If upon winding up, liquidation or dissolution of the organisation there remains after satisfaction of all its debts and liabilities any property whatsoever the same shall be given or transferred to some other organisation or body with similar sporting objects to the APA.

If a body with similar objects to the APA does not exist, the property shall be passed to the New Zealand Pétanque Association, or similar organisation.

In the event that the NZPA, or similar organisation, ceases to function the property shall be passed to the Sport and Recreation Council of New Zealand (SPARC) or any organisation replacing that body.