Rules of the Milford Residents Association Incorporated

  1. Name The name of the Association is the MILFORD RESIDENTS ASSOCIATION INCORPORATED

  2. Registered Office

    • The registered office of the Association shall be at such place as the committee may determine from time to time.

    • Notice of every change of situation of the registered office shall be duly sent to the Registrar in accordance with the Incorporated Societies Act 1908.

  3. Definitions and Interpretation

    In these rules, unless the context otherwise requires:

    • Milford means the area of land within North Shore City that incorporates Milford and environs.

    • MRA or Association means the Milford Residents Association Incorporated.

    • NSCC means the North Shore City Council.

    • AGMmeans Annual General Meeting

    • SGMmeans Special General Meeting

  4. Objectives

    The objectives of the Association shall be :

    • To act as a strong community voice for the residents of Milford, to promote and preserve their interests and welfare and to ascertain and convey their vision and views on any matter of interest for implementation by the appropriate authority.

    • To conserve and improve the public amenity value of the Milford Village environment and to ensure that any future development takes into account the principles of ecology and sustainability.

    • To ensure that Resource Management, NSCC Town Planning strategy and Urban Design guidelines for Milford including Traffic and Parking management, respect the rights and reflects the vision and interests of its residents and encompasses full public participation during the development process.

    • To establish and maintain full dialogue with North Shore City Council, Takapuna Community Board and other authorities in their work and activities where public participation is required.

    • To make representations, lodge any applications, make any submissions on applications to North Shore City Council, Auckland Regional Council, or any other body having jurisdiction over Milford under the Resource Management Act 1991 or any other Act, regulation, by-law or ordinance.

    • To organise survey the opinion of Milford’s residents and businesses for the benefit of the MRA in order to create a Community Vision, and to encourage active participation of Milford’s residents and businesses in the affairs of their Community.

  5. Membership

    Membership of the Association shall be open to any person residing or owning property in Milford, or any other person who has a close association with the Milford community, and who agrees with the principles and objectives of the MRA subject to the provisions of Clause 6.

  6. Election of Members

    • Any person signing the application for Incorporation, or any person eligible under Clause 5 who desires to become a Member, shall apply in writing with Name, Address, Phone number, Email address where possible for notification of all news and general meetings, to the Chairperson for circulation to each member of the Committee.

    • The application shall be accepted at the first meeting of the Committee following circulation of the application, subject to Clause 6.3.

    • A majority of 80 percent or more of the committee members by resolution may determine that the application be declined.

  7. Termination of Membership

    Any member may resign by giving notice in writing to the Association and such notice unless otherwise expressed shall take effect immediately. Such members shall not be released from any liability to the Association for any matters arising prior to the end of the date of resignation nor shall the Member be entitled to any refund of any subscription of levy paid or payable prior to the resignation.

  8. Offences, Suspensions, Expulsion

    • If a majority of Members entitled to vote, or 80 percent of the committee consider that any Member has breached the Rules or, having regard to the objectives of the Association consider that any member is no longer suitable for MRA membership, such Member shall be liable to be suspended, asked to resign or, in default, to have membership immediately cancelled by notice in writing.

    • Before any of the sanctions in clause 8.1 are imposed, such Member shall have the right to be heard in his or her defence at an Special General Meeting but shall not be entitled to be represented by legal counsel without the approval of the majority of Members at the meeting.

    • If the expelled Member wishes to appeal against the expulsion he may request the Chairperson to have the matter referred to arbitration by a barrister appointed by the President of the District Law Association within which the expelled Member resides. The Arbitration Act 1996 shall apply and costs in the matter shall be awarded by the arbitrator.

  9. Fees and Levies

    • Every Member shall pay to the MRA, by a date specified by the Committee, any fee or levy determined from time to time and set by the committee. Upon payment of this fee or levy, the person shall be entitled to the rights and privileges of a member.

    • Any Member whose monies due to the Association remains unpaid for two months after the due date, may be removed from membership by the committee but shall still be liable to pay arrears of such monies.

  10. Annual General Meetings (AGM)

    • The Association\'s financial year shall be from 1 April to 31 March and the Association shall hold an AGM as soon as practicable in the following year, but in any case not more than three months after the end of the financial year.

    • The business of an AGM shall be:

      • To receive and consider the Committee\'s report on the Association\'s affairs during the preceding year together with the annual statement of accounts and other reports of the Association;

      • To elect the Committee;

      • To consider, discuss and deal with any business included in the notice convening the annual general meeting or other business required by the rules.

      • To receive the reports of the Chairman and Treasurer of the Association.

      • To receive the Financial Statement including receipts, expenditure and other relevant financial statements including an annual balance sheet

      • To appoint an Auditor if the AGM should so decide (see Clause 21).

  11. Special General Meeting (SGM)

    • Special General Meetings of the Association may be called at any time:

      • By the Chairperson; or

      • By one half or more members of the Committee; or

      • Upon written request by ten percent or more Members stating the proposed business at the SGM.

    • Should any Special General Meeting be called by a requisition of Members, the notice must specify fully the business to be put before the SGM and notice shall be given no less than 7 full days prior to the date of such SGM.

  12. Procedure at General Meetings

    • Any reference in these Rules to ‘General Meetings’ includes Annual General Meetings and Special General Meetings of the Association.

    • General meetings shall be convened by giving at least 7 days\' notice by email to Members, or bythe distribution means selected by the Committee, specifying the business to be conducted, and no other business shall be brought before a general meeting unless it is agreed to do so by a majority of all Members having right to attend and vote.

    • The non-receipt of a notice by any Member and their consequent absenceshall not invalidate any proceedings at any general meeting.

    • The Chairperson shall chair all General Meetings. In the absence of theChairperson the Members present shall be entitled to elect a Chairperson for the meeting.

    • The quorum at any general meeting shall be at least eight (8) Members in number.

    • If within half an hour from the time appointed for a general meeting a quorum is not present, the Chairperson shall adjourn the general meeting to a day and time specified by the Committee.

    • The Chairperson may adjourn any general meeting at which a quorum is present with the consent of members, but only business left unfurnished at the general meeting from which the adjournment took place shall be transacted. Notice for a general meeting adjourned for 30 days or more shall be given as in the case of an original general meeting.

    • Any Member desiring to move a motion at an AGM shall notify theChairperson at least 7 days prior to 31 March and the Chairperson shall send a copy of the motion with the proposer\'s name by email to Members, or by the distribution means selected by the Committee.

  13. Voting at General Meetings

    • Unless otherwise specified in the Rules of the MRA, each Member shall be entitled to one vote and, every vote shall be decided by a majority.

    • In the case of equal votes the Chairperson of the meeting shall have a casting vote.

    • Members shall not be entitled to vote if their subscriptions are in arrears.

    • A Member may vote by proxy on any submission to the general meeting. The instrument appointing a proxy shall be deposited with the Chairperson not less than 48 hours before the time appointed for the meeting at which the proxy is to be used.

  14. Committee

    • The management of the affairs of the MRA shall be in the hands of the Committee.

    • The Committee shall consist of eight ( 8 ) persons or more elected to the Committee at the AGM of the MRA pursuant to clause 10.2(b) and the quorum shall be one more than one half of members of the Committee.

    • The first members of the Committee shall be elected at the Inaugural meeting of the MRA, otherwise the Committee shall be elected at each AGM. The Committee shall elect a Chairperson at a meeting to be convened within 24 hours of the AGM.

    • The Committee shall appoint a Secretary and Treasurer from within the committee or alternatively person(s) from outside the Committee may be appointed to the position(s).

    • Any vacancy in the Committee may be filled by an appointment made by the remaining Committee members, and any person so appointed shall only hold office until the next AGM. It shall not be compulsory to fill suchvacancy until the next Annual General Meeting succeeding such vacancy.

    • All Committee meetings shall be chaired by the Chairperson. In the event of the absence of the Chairperson, the members of the Committee may elect a person to act in the place of the Chairperson and that person shall have all the powers of the Chairperson.

    • The Committee shall conduct and manage the affairs of the Association, keep proper accounts and other records, notify Members of intended general meetings and business to be transacted, and prepare and submit a statement of MRA affairs at the AGM as at 31 March of each year.

    • The Committee shall meet not less than four times in each year.

    • The Committee may appoint sub-committees for any particular matter concerning the activities of the Association, subject to such directions as the Committee may from time to time prescribe.

  15. Voting at Committee Meetings

    • At all meetings of the Committee or any of its sub-committees, each member shall be entitled to one vote.

    • At all meetings of the Committee or any of its sub-committees, every submission shall be decided by a majority of votes, and in the case of equal votes, the meeting Chairperson shall have a casting vote.

  16. Elected Officers

    • The Chairperson shall convene meetings of the society and ensurethat the rules are followed.

    • The Secretary shall keep a register of members, prepare noticesfor general meetings, keep minutes of all meetings, and keep the official stamp or common seal of the Society in safe keeping. In the absence of the Secretary, the Chairperson shall appoint another person to act as Secretary for that meeting.16.3 The Treasurer shall be responsible forthe MRA cheque book, maintain financial records, collect and bank all monies owing to the MRA with the Association\'s bank, pay all accounts, prepare annual accounts, and to file the annual accounts with the Registrar of Incorporated Societies. In the absence of a Treasurer, the Chairperson shall appoint another person to act as Treasurer with approval of the Committee.

  17. Bank Account

    The Committee shall select the MRA bank, and all cheques and withdrawal slips shall be signed on behalf of the Association by not less than two persons out of three appointed by the Committee to undertake that function.

  18. Seal

    The Secretary shall arrange for and be responsible for a common seal which shall only be used by authority of the Committee. The affixing of the seal shall be witnessed by any two members of the Committee to all legal documents and contracts or any other instrument as the Committee shall decide.

  19. Funds of the Association

    The funds of the Association shall be under the control of the Committee and any surplus funds may be invested in the name of the Association from time to time in any trustee investments under the Trustee Act 1956, and any investment may be varied or transposed by authority of the Committee.

  20. General Powers

    Subject to the provisions of the Incorporated Societies Act 1908, the Association shall have the power to act as necessary in the furtherance of its objectives.

  21. Auditor

    The Association may appoint an auditor who is not member of the Association, if so required by a majority vote at the AGM (see Clause 10.2f).

  22. Rules of the MRA

    The Rules may be altered, added to, rescinded or otherwise amended by resolution passed by a three-fourths majority vote of Members at a general meeting of which not less then 7 days\' notice shall have been given. Every such notice shall set forth the purpose of the proposed alteration, addition, rescission or other amendment. Where interpretation, effect or construction of any Rule of the Association on any subject or matter is in doubt, the Committee shall determine the decision which shall be final and binding on all Members.

  23. Indemnity

    • The members of the Committee, Auditor, and other officers shall be indemnified by the Association for all losses and expenses incurred by them in or about the discharge of their respective duties except such as shall result from their own respective wilful default.

    • No member of the Committee, Auditor, or other officers shall be liable for the acts or defaults of any other member of the Committee or Auditor, or other officers, or for any loss or expense happening to the Association, unless the same happens from his or her own wilful default.

  24. Notices

    Notices shall be given in writing and may be served on a Member either by email, personally or by posting to the Member at the address last notified by the Member to the Association.

  25. Dissolution

    • The Society shall not terminate except as provided by statute and in such event any surplus assets shall be handed over to any body or bodies with similar charitable objects.

    • No profits shall be distributed to Members, and any profits earned shall be contributed to a general fund for furthering the objectives of the MRA.

  26. Winding up

    The Association shall not be wound up except by appropriate resolutions passed in accordance with section 24 of the Incorporated Societies Act 1908 in which case MRA Clause 25 shall apply. Confirmed as a true copy of the Rules of the Association adopted at a General Meeting held on Dated 10 June 2008 by Peter C Carter.