FNR Introductory Page  Foundation for National Renewal  

BY-LAWS OF THE FOUNDATION

1 MEMBERSHIP OF BRANCHES

Unless otherwise determined by the Board, the members of a branch of the Foundation are those members of the Foundation who normally reside in the region in respect of which the Branch is established. A Branch may consist of any number of Members. However, when a Branch achieves a membership of 10 Members, consideration is to be given to splitting into two or more Branches.

2 COMMITTEE TO MANAGE THE AFFAIRS OF A BRANCH

The affairs of a Branch are to be managed by a Committee whose members, unless appointed by the Board of the Foundation, shall be elected by and from the members.

3 COMPOSITION OF COMMITTEE

The Committee is to comprise:

(1) A Convenor as Chairperson;
(2) A Secretary/Treasurer
(These positions may be filled by one person if the Branch has less than five (5) Members.)

4 ELECTION OF COMMITTEE

(1) The first Committee is to be appointed by the Board of the Foundation to act as an "interim" committee holding office until the first annual general meeting of the Branch.

(2) The Committee (other than the first Committee) is to be elected at each annual general meeting and hold office until the next annual general meeting.

(3) An officer who is eligible to hold office may be re-elected.

5 EXECUTIVE OFFICER

The Board of the Foundation may appoint an Executive Officer to assist in the administration of a Branch.

6 POWERS OF COMMITTEE

Subject to the Foundation Rules, these By-laws and any direction from the Board of the Foundation, the Committee may do any act or thing that it considers necessary or convenient for the purpose of carrying out the objects of the Foundation.

7 BANK ACCOUNTS

(1) The Committee may open and keep a bank account or accounts in the name of the Branch.

(2) The Treasurer is to receive all money paid to the Branch and must deposit the money without deduction to the credit of the account referred to in By-law 7(1).

(3) All payments made from an account referred to in By-law 7(1) must be authorised or confirmed by the Committee.

(4) The Treasurer, the Secretary and not more than two other Committee members must be authorised signatories for the bank account, and all cheques drawn on the Bank Account must carry two signatures.

8 FINANCES

(1) The Committee must keep proper accounts and records of the financial transactions and financial affairs of the Branch.

(2) The Committee must not enter into any commitment on behalf of the Foundation without prior written consent of the Board.

(3) The Committee must:

(a) Give to the Board of the Foundation, within 45 days after the end of:

(i) 6 months after the establishment of the Branch; and

(ii) Each subsequent 6 months;

A statement setting out all money received or paid by the Branch during those 6 months; and

(b) If requested by the Board to give to the Board a statement setting out all money received or paid by the Branch during any other period, comply with the request as soon as practicable.

(c) Notify the Board within 14 days of transactions in excess of $1,000.

9 MEETINGS OF COMMITTEE

(1) The quorum for meetings of the Committee is 25% of members.

(2) The procedures to be followed at a meeting of the Committee should, where appropriate, be the same as those described in Clause 8.5 of the Foundation Rules.

10 FINANCIAL YEARS

The following periods are the financial years of a Branch.

(a) The period starting on the day on which the Branch is established and ending on 30 June next following that day; and

(b) Each following period of 12 months.

11 NOTICES

(1) A notice of a general meeting must contain the date, time and place of meeting and a list of matters (including the text of any motion of which the Secretary has received notice before the notice of the meeting is issued) to be considered at the meeting.

(2) The notice must be sent to members at least 21 days before the Meeting.

12 METHOD OF VOTING AT GENERAL MEETINGS

The Committee will determine the method of voting to be followed at general meetings.

13 MINUTES

The Secretary must keep minutes of Committee meetings and general meetings.

14 ANNUAL GENERAL MEETINGS

(1) The Branch is to hold an annual general meeting during the first 5 months of each financial year at such date, time and place as the Committee determines.

(2) The Secretary is to give to each member at least 21 days written notice of the annual general meeting.

(3) The matters to be considered at the annual general meeting include:

(a) The report of the Committee for the previous financial year;

(b) A statement of income and expenditure and a balance sheet, for the previous financial year;

(c) The appointment of a Returning Officer for the meeting;

(d) The election of members of the Committee;

(e) The appointment of an auditor when so ordered by the Board of the Foundation;

(f) Motions of which notice has been:

(i) Received by the Secretary prior to dispatch of notice of the meeting, and

(ii) Given in accordance with By-law 14(1) or the consideration of which is approved in accordance with By-law 14(3).

(4) The quorum at a general meeting of a Branch is 25 % of members.

(5) Members may vote by proxy, but proxies are not counted in a quorum.

15 NOTICE OF MOTION: SPECIAL BUSINESS

(1) A member may give to the Secretary, not less than 7 days before the date fixed for the annual general meeting, written notice of a special-business motion that the member intends to move at the meeting.

(2) A special-business motion may not be moved at an annual general meeting unless notice has been given in accordance with By-law 15(1).

16 ELECTION OF MEMBERS OF THE COMMITTEE

(1) The Secretary must call for nominations for election to the Committee by written notice sent to all members at least 21 days before the day on which the annual general meeting is to be held.

(2) A nomination for any office is invalid unless it is in writing, specifies the office to which the nomination relates and is signed by a proposer and a seconder (each being a member) and the nominee.

(3) If the number of nominations received for a category of office is equal to the number of vacancies in that category of office, the persons nominated are elected.

(4) If the number of nominations received for a category of office exceeds the number of vacancies in that category of office, a secret ballot must be held in such manner as the member presiding directs.

(5) Each member present, in person or by proxy, has one vote in respect of each office that is to be filled.

(6) If there is only one vacancy in a category of office, the candidate who receives the highest number of votes is elected but, if 2 or more candidates receive the highest number of votes, the Returning Officer is to decide by lot which of them is elected.

(7) If there is more than one vacancy in a category of office, the candidate who receives the highest number of votes is elected, the candidate who receives the next highest number of votes is also elected, and so on, until all the vacancies are filled but, if at any stage in the application of this By-law, 2 or more of the candidates or remaining candidates receive the same number of votes and the number of those candidates exceeds the number of vacancies or remaining vacancies, the Returning Officer is to decide by lot which of them is or are elected.

17 WINDING UP

If, upon the abolition of a Branch, there remains any money or other property after the satisfaction of its debts:

(a) In the case of money - it is to be paid to the Treasurer of the Foundation and dealt with by the Treasurer of the Foundation in accordance with Clauses 15.2 and 15.3 of the Foundation's Rules; or

(b) In the case of property other than money - it is to be transferred to the custody of the Chairman of the Foundation and dealt with in accordance with the directions of the Board.

·=============== Top of this page===============·

Last updated: 18 November 2000