Green Island Badminton Club - Club Constitution

CONSTITUTION AND RULES OF THE

GREEN ISLAND BADMINTON CLUB

INCORPORATED

Incorporated under the Incorporated Societies Act 1908

Name:
1. The name of the Club shall be the ‘Green Island Badminton Club Incorporated’

Interpretation:
1. In these Rules, unless otherwise stated:
  1. ‘Club’ means the Green Island Badminton Club Incorporated
  2. ‘OBA’ means the Otago Badminton Association Incorporated
  3. In the event that the Otago Badminton Association decides in the future to change its name to possibly Badminton Otago (or ‘BO’ for short), to bring it into line with other associations throughout New Zealand, any reference throughout this Constitution to ‘OBA’, will mean the ‘new name’
  4. ‘BNZ’ means Badminton New Zealand
  5. ‘Committee’ means the Green Island Badminton Club Management Committee
  6. ‘BWF’ means the Badminton World Federation
  7. ‘Rules’ means the Constitution of the Green Island Badminton Club Incorporated

Affiliation:
1. The Club shall be affiliated to the Otago Badminton Association

Objects:
1. The Principal Object of the Club shall be:
  1. The Club is formed to provide for its members in such a building or place, principally within the Green Island District, as may from time to time be deemed suitable for a court or courts for the purpose of playing Badminton
2. Supporting Objects of the Club shall be:
  1. To provide such facilities and incidentals as may be conducive to the promotion and better enjoyment of the aforesaid Principal Object
  2. To represent the interests of members of the Club with the Board of Management for the building or facility hired for the purpose of playing Badminton
  3. To grow, improve and manage the enjoyment of the game of Badminton within the Green Island District & contiguous areas
  4. To represent the interests of members of the Club with the OBA, encouraging members to take part in OBA activities - and further, to encourage members to take part in events controlled by BNZ and indeed the BWF
  5. To arrange, control and manage Club matches, championships and any other tournaments within the Club – and to control and regulate the conditions for all such competitions within the club – together with the awarding of trophies, cups, medals, prizes etc. placed under its supervision
  6. To raise and collect funds by subscriptions, fees, donations, grants, bequests, fund-raising activities, or any other lawful method – and to manage the same.
  7. To acquire, control and develop such real or personal property, as may be considered advisable in pursuit of the Principal Object
  8. To invest, control and dispose of any of the funds and/or property of the Club in accordance with these Rules
  9. To borrow and raise money and to secure repayment thereof in such a manner as may be deemed advisable in pursuit of the Principal Object
  10. To co-operate with other bodies whose objects coincide wholly or in part with the Principal Object
  11. To select, control and manage teams to represent the Club
  12. To do all such other activities as in the opinion of the Club, may be co-incidental to the attainment of any of the foregoing Objects or the exercise of any of the foregoing powers

Membership:
1. Ordinary Members:
  1. The Club shall consist of not more than such number of Ordinary Members (and Honorary Members) as may from time to time be fixed at the Annual General Meeting of the Club, by resolution of the Members, and in default of such a number being so fixed at the AGM, then the Committee may fix such number.
  2. Subject to this clause and provisions hereinafter contained, any person of good character shall be eligible for membership.
  3. Immediately upon the acceptance of an Ordinary Member, notice shall be given to him/her with request to remit to the Treasurer of the Club by the 30^th June, the amount of his/her Subscription.
  4. Upon payment of his/her Subscription he/she shall become an Ordinary Member of the Club and be entitled to all the benefits and privileges of Ordinary Membership – and be bound by these Club Rules.
  5. If such Subscription is not paid by the set date as noted above, or within two months from the date of such request being made, the Member, unless he/she can satisfy the Committee that the delay in payment was due to some reasonable cause, shall void the membership.
2. Honorary Members:
  1. The Club considers Honorary Members to be those existing Club Members who, in the opinion of the Club Committee, are largely unable to play Badminton for an extended period of time, through illness or injury – and wish to retain contact and membership of the Club. Such members may apply to the Committee for Honorary Membership.
  2. Honorary Members would not:
    - Be required to pay the Annual Subscription
    - Be eligible to represent the Club at Meetings of the OBA
    - Be eligible to represent the Club in any representative teams as a player
  3. Honorary Members shall be entitled to attend such functions of the Club and to play at such limited times as the Committee may think fit.
  4. If there are any vacancies in Ordinary Membership, an Honorary Member may complete the Club Registration Form for admission as an Ordinary Member.
  5. Such Honorary Members shall have first right to be considered to fill a vacancy and to become an Ordinary Member – on payment of his/her Subscription.
3. Life Members:
  1. Any past or present affiliated member of the Club may be nominated by a member of the Committee for Life Membership of the Club.
  2. Life Membership shall be confirmed by election at an Annual General Meeting of the Club by simple majority
  3. In exceptional circumstances, Life Membership may be confirmed at a Extraordinary (Special) Meeting of the Club, called for such a purpose.
  4. Life Membership may be recommended for services rendered.
  5. The privileges of Life Membership include:
    - The title of Life Member
    - The presentation of a suitable Certificate acknowledging Life Membership of the Club
    - The entitlement to attend and to vote at Extraordinary (Special) Meetings of the Club, notwithstanding that the person is no longer a member of the Club
    - The entitlement to attend and to vote at the AGM of the Club, notwithstanding that the person is no longer a member of the Club
    - The retention of all rights and privileges of the club, while the Life Member is also a playing Club Member
    - The Right for the Committee to ‘waive’ the need to pay the Annual Subscription, the Committee paying the Member’s Annual Affiliation Fee to the OBA

Subscriptions:
1. All Subscriptions for all Members shall be paid by the due date of 30^th June in each year, except as provided for in Rule 5a (iii), 5a (v) and 5b (ii) above

Cessation of Membership:
1. Club Members may give notice verbally or in writing to any member of the Committee (but particularly either the Secretary or Treasurer), of their intention to resign their membership of the Club.
2. If receipt of resignation is received after the Club has commenced play for the season for at least two months, this shall not release the Member from payment of the Subscription Fees for the current season.
3. It will be the duty of the Executive Committee, to notify a member, if at any time, it shall consider it is not in the best interests of the Club, that any member should remain a member, who does not uphold the Objects of the Club, and actively seeks to discredit the Club or any Club Members:
  1. A Special Meeting of the Executive Committee shall be called within twenty-eight days of notification of the misconduct, for the purpose of considering the expulsion of the Member from the Club
  2. The Club Member in question will have the right to offer any explanation of his/her conduct verbally or in writing to the Executive Committee
  3. A letter advising the Member of his expulsion from the Club, will be forwarded, advising the Member the date from which the expulsion is to become effective
4. If any Member shall fail to pay his/her annual subscription on or before the 31^st July next after it has become due, notice shall be sent to him/her calling his/her attention thereto – and stating that if he/she has not paid the amount within fourteen days from the posting of such notice, he/she shall cease to be a Member of the Club – unless he/she can provide the Committee with satisfactory explanation, and arrange payment within a specified period of time

Laws of the Game of Badminton:
1. The Laws of the Game of Badminton to be applied by the Club, shall be those laid down by the BWF as published in the BNZ Handbook
2. A Copy of the Laws shall be posted on the Club Noticeboard for perusal by Members
3. A copy of the Laws shall also be posted on the Club’s Website
4. Should individual Members wish to retain a copy of the Laws, a copy shall be made available to them.

Common Seal:
1. The Common Seal of the Club shall be kept in the custody of the Secretary of the Club, and shall be affixed to any document or writing by resolution of the Committee and signed by the either the Club Secretary and/or the Club President

Members Bound By These Rules:
1. Every Member of the Club at the time of the adoption of these Rules – and every Member approved as Members of the Club subsequent to the adoption of these Rules, shall be bound by these Rules.

Annual General Meeting:
1. The AGM of the Club shall be held each year in either the month of March or April, at a date and place to be fixed by the Committee.
2. At each AGM of the Club, the following Officers shall be elected to hold Office until the next AGM:
  1. President
  2. Vice-President
  3. Secretary
  4. Treasurer
3. Officers of the Club shall take office following the conclusion of the meeting at which they were elected – and hold office until the close of the following AGM
4. All Officers of the Club shall be current ‘registered’ Members of the Club.
5. At each AGM, a Committee shall be elected to hold office until the close of the next AGM. The Committee (in addition to the Club Officers, noted in Rule 11b above) shall consist of the following:
  1. Club Captain
  2. Social Convenor
  3. OBA Delegate/s
  4. Committee
6. The Committee (noted in 11e (iv) shall consist of not less than 5 members and not more than 8 members of the Club
7. In addition, the following shall be elected at the AGM, but not form part of the Club Committee, unless co-opted to do so:
  1. Deputy Club Captain
  2. Team Selector/s
  3. Auditor (See Rule 20)
8. Except for the Committee (noted in 11f), any one Officer/Member may hold more than one position
9. All Members of the Committee shall retire annually, but shall be eligible for re-election
10. No person shall be nominated as a member of the Committee unless he/she is present at the meeting to agree to the nomination – or unless his/her proposer undertakes that he/she will accept office if elected
11. Notice of the AGM shall be advertised as follows:
  1. With an email/Club Notice to all Club Members 21 days prior to the date set for the AGM
  2. With a Notice placed on the Club’s Website 21 days prior to the date set for the AGM
  3. With advertisements in selected daily/weekly newspapers in the week prior to the date set for the AGM
12. The AGM will approve the appointment of three Signatories to the Club’s Accounts, with any two authorised to sign financial statements, including Cheques
13. The AGM may fix the number of Ordinary Members – and Honorary Members for the coming season (See Rule 5a (i)
14. Remits and/or Notices of Motion submitted by Club Members for inclusion in the Agenda for the AGM shall be submitted no later than 14 days prior to the date set for the AGM
15. Ten Club Members shall form a quorum for the AGM

Annual Report & Statement of Accounts:
1. The President shall prepare and present an Annual Report on the activities of the Club for the past year
2. The Treasurer shall arrange the preparation of the Annual Audited/Reviewed Financial Statement of Accounts and present the same to the AGM
3. Both the Annual Report and the Statement of Accounts shall be presented to the AGM for approval and adoption
4. Upon approval, the Annual Report and Statement of Accounts will form part of the Minutes of the AGM

Annual Returns:
1. As required by the OBA Constitution Rules, the following Annual Returns are to be supplied to the OBA by 30^th June:
  1. A copy of the President’s Annual Report
  2. A copy of the Audited/Reviewed Statement of Accounts
  3. The name, address and contacts for the Club President, Secretary and Treasurer
  4. A written return listing all affiliated Members, both Senior & Junior
  5. Any other supporting information the OBA may reasonably require
2. A copy of the Statement of Accounts shall be forwarded to the Registrar of Incorporated Societies.

Club Executive Committee:
1. The Executive Committee of the Club shall consist of the President, Vice-President, Secretary & Treasurer – who shall meet when necessary to resolve any disputes and important issues affecting the smooth running of the Club
2. The Executive Committee may co-opt any further members of the Club Committee it deems necessary to assist in resolving specific issues.
3. If required, the Executive Committee may seek the advice of any of the following before deciding a course of action:
  1. OBA Executive Committee
  2. A Professional Agency eg: Lawyer or Solicitor
  3. The President of BNZ
4. The Executive Committee will keep Minutes of its meetings
5. The Executive Committee will report its decisions to the next full meeting of the Green Island Badminton Committee

Vacancies:
1. In the event that any position of the Committee is not filled at the Annual General Meeting – or becomes vacant for any reason, the Committee shall endeavour to find suitably affiliated Members for those positions
2. Any such persons shall be so appointed by the Committee – and shall be deemed to have been appointed by the Annual General Meeting
3. All such persons appointed by the Committee will have full rights to attend and vote at meetings of the Committee as if they had been appointed by the AGM and hold office until the end of the next AGM

Green Island Badminton Club Committee:
1. Following the AGM, the incoming Committee shall hold its first Committee Meeting within one month of the AGM
2. The President shall assume the role of Chairperson of Committee Meetings
3. Should the President be unavailable to preside at a meeting of the Committee, the Vice-President shall preside – and if that person is also unavailable, then those present who are entitled to vote, shall elect a Chairperson for the meeting from among those present
4. A quorum for any Committee Meeting shall be five.
5. The Committee shall regulate its own procedures consistent with these Rules
6. Each member of the Committee shall have a deliberative vote, including the Chairperson – with the Chairperson also having a casting vote if required.
7. All questions and motions except as otherwise provided for in these Rules, shall be decided by a simple vote of the majority of those present and eligible to vote
8. Any affiliated member of the Club, may observe at a meeting of the Committee – unless the Committee chooses, for good reason, to transact any business in private (ie: go ‘into Committee’)
9. The Committee may delegate on such terms as it thinks fit, any of its powers to ‘Special’ or ‘Sub’ Committees, consisting of such members of the Committee as it thinks fit
10. The Committee has the power to co-opt up to three persons (who shall be affiliated members), and once appointed, may attend and vote at meetings of the Committee, as if they had been elected to the Committee at the AGM. They shall hold office until the end of the next AGM
11. In the event of any question arising as to the interpretation of these Rules, it shall be determined by the Committee (or Executive Committee) after taking appropriate advice
12. Any member of the Committee who is absent for three consecutive meetings without an explanation that is satisfactory to the Committee, may be suspended from office by the Committee and the resulting vacancy filled as a casual vacancy (See Rule 15a)

Duties of Secretary:
1. The Secretary shall act as the Secretary to all meetings of the Committee, keeping Minutes of each meeting
2. The Secretary shall forward the Minutes of each meeting to each member of the Committee, together with any attached Reports, as soon as practical following the conclusion of any such Meeting (within 14 days)
3. The Secretary shall provide notice of all Meetings as required – and provide an Agenda - in consultation with the President
4. The Secretary shall attend to all Outward and Inward Correspondence – and perform other duties as required by the Committee from time to time
5. The Secretary shall keep a database Register of the Members, which shall include names and contact addresses
6. The Secretary shall arrange for the Club’s Website and Facebook Pages to be constantly updated with relevant information.

Duties of Treasurer:
1. The Treasurer shall promptly pay all monies received on behalf of the Committee into the Club’s Bank Account (or if more than one, into the appropriate Bank Account) – and keep accurate records of all Expenditure and Income
2. The Treasurer shall provide a Financial Report to each Committee Meeting, noting the state of the Club’s finances – and provide any recommendations for consideration
3. The Treasurer shall be responsible for paying all approved accounts on behalf of the Club, within an approved timeframe.
4. The Treasurer shall arrange for a duly audited / reviewed Balance Sheet to be completed within 3 months of the end of the financial year
5. The Club’s Financial Year shall be from 1^st January to 31^st December of each year
6. The Treasurer shall present to the AGM the duly audited / reviewed Balance Sheet and Statement of Income & Expenditure

Bank Account:
1. The Bank Account of the Club shall be operated by the Club Treasurer with the approval of the Club Committee, provided that Rule 11l is adhered to
2. The Bank Account of the Club shall be kept at the Westpac (NZ) Ltd Bank and/or at any other recognised Savings, Trading or Investment Bank, as from time to time may be appointed by the Committee
3. Any surplus funds of the Club may be invested in a manner so authorised by the Committee, provided that such funds are invested in a secured Investment Bank

Auditor/Reviewer:
1. An Auditor/Reviewer shall be appointed annually by the AGM – or if that does not happen, by the Committee from time to time – for the purposes of auditing/reviewing the Club’s Accounts.
2. The Auditor/Reviewer shall NOT be a member of the Club

Delegates to the OBA:
1. The AGM shall elect Delegates to the OBA in accordance with the Rules of the OBA
2. Delegates shall be entitled to attend and vote at any meetings of the OBA – not including OBA Management Committee Meetings (unless they are also an elected Member of the OBA)
3. Delegates shall represent the interests of Club Members at OBA Meetings

Special Meetings:
1. The President and/or Secretary shall convene a Special Meeting of the Club at any time upon request of not less than three Club Members – or if the Committee require such a meeting
2. Such a meeting shall be held within 21 days from the date of the request being made
3. All financial Club Members, together with the current Life Members, may attend such a meeting and are entitled to vote on issues presented
4. In issuing a notice calling for a Special Meeting, the Secretary shall specify the nature of the business to be discussed – if possible providing an Agenda of topics
5. At least ten days’ notice shall be given to Club Members and Life Members when calling such a meeting
6. Minutes of Special Meetings shall be kept by the Secretary, and presented to the next Committee Meeting for approval

Rules:
1. All Club Members, together with Life Members, shall have access to a copy of these Rules through the Club’s Website – or if a member does not have access to the Website, a written copy of the Rules
2. Any Club Member, or Life Member, may propose any amendment to these Rules, by notice in writing to the Committee at least three months prior to the Annual General Meeting
3. These Rules, and any amendment to the Rules, shall first be approved by the Committee, before being approved by the membership of the Club at a Special Meeting called for that purpose up to one month prior to the AGM
4. These Rules will then be ratified by the Club Membership at the AGM, where a two-thirds majority of those present are required for the Rules to be adopted
5. Following the adoption of the Rules, the Secretary is responsible for sending them to the Registrar of Incorporated Societies for approval
6. If adopted, the Rules, or any amendment, shall take effect immediately following the AGM – subject only to the acceptance by the Registrar of Incorporated Societies
7. A copy of the approved rules shall be forwarded to the OBA.

Communication:
1. All Members, be they Past or Present Members (including Life Members) have a right to be kept informed of Club Affairs/Events
2. The principal method of communication shall be via the Club Website, where all information on Club Activities shall be posted. This will be operated by members approved by the committee.
3. From time to time various other methods of communication shall be used, as appropriate for the time and place, as follows:
  1. Verbal Announcements on Club Nights
  2. Personal Contact
  3. Emails to Club Members
  4. Newsletters
  5. News Media
  6. Notices posted on the Club Noticeboard
  7. Facebook

Recess:
1. The Club may consider ‘going into recess’ should there be good reason for doing so – especially if the building or place for playing Badminton becomes unavailable to the Club for a period of time
2. The recess should last no longer than 12 months, at which time the Committee must review the circumstances – and decide whether to:
  1. Extend the recess period – for a further specified period of time – not greater than 12 months
  2. Merge with another Club (See Clause #26)
  3. Dissolve the Club (See Clause #27)
3. During the time of recess, the Committee must meet at least quarterly to:
  1. Ensure all accounts are duly paid
  2. Ensure all correspondence is attended to
  3. Review the recess, if necessary
  4. Keep the Membership informed of the situation

Merger:
1. In the event the Club considers a merger with another Club, all options for remaining open as a distinctly individual Club must be explored and discussed with the members
2. The reasons for considering a merger could be many and varied including, but not limited to the following:
  1. Financial difficulties
  2. Declining membership
  3. Loss of the building or place for playing Badminton
  4. Any combination of the above
  5. Any other compelling reasons
3. All options and reasons must be fully discussed with the Members
4. Approaches to other Clubs willing to consider a merger shall be made by the Executive Committee, who must consider what each of the Clubs can offer:
  1. The building or place to play Badminton
  2. The merging of Club Names – or renaming the resulting Club following the merger
  3. The Club’s financial situation
  4. The organisation of the Club
  5. The Club’s Constitution
5. For a recommended merger to be approved, it would require a two-thirds majority of those present at a Special Meeting of Club Members called for the purpose of considering the merger
6. All Club assets (financial or otherwise) shall then be transferred to the resulting merged Club

Dissolution
1. If the Club Committee decides that the Club should cease to exist for any reason, but especially because of a seriously declining membership, then a Special Meeting shall be called to discuss the dissolution of the Club
2. The Committee shall ensure that all debts and liabilities are paid before dissolution
3. All assets (financial or otherwise) of the Club shall be transferred to the OBA, to be used as the OBA deems suitable, but should the Club wish to re-convene at some future time, then the OBA should assist the Club to do so

Signed:
1. These Rules must be signed by the following three members of the Club: President, Secretary & Treasurer – or if any of those Officers are unavailable, then any of the following may substitute: Vice President, Club Captain or Social Convenor

Signature 1: ___________________________

Printed Name: Ken Foote ___________________

Position: President ___________________

Signature 2: ___________________________

Printed Name: Ken Lawson __________________

Position: Secretary ___________________

Signature 3: ___________________________

Printed Name: Janet Barclay ________________

Position: Vice President________________

Formally Adopted at the 2017 Annual General Meeting on 1^st May 2017