Cycling Action Network - Constitution Update
Introduction
CAN is an incorporated society with charitable status. The legislation governing Incorporated Societies dates from 1908.
The legislation was updated and is now the Incorporated Societies Act 2022 (https://www.legislation.govt.nz/act/public/2022/0012/latest/LMS100809.html). It contains a number of changes. Incorporated Societies have until the end of 2026 to update their constitutions or rules to conform with the new Act.
The new Act has mandatory clauses; the biggest addition to Constitutions are clauses relating to Dispute Resolution. Other clauses deal with how people become members, and the requirement to obtain consent of people wanting to be members, and the kinds of records we need to keep. New timelines will be in place - we need to hold AGMs within 6 months of Balance Date (down from 12 months).
Fortunately for the 27,000 or so Incorporated Societies, the Companies Office developed a Constitution Builder (https://isb.companiesoffice.govt.nz/constitutionbuilder/startscreen) which assists people to develop a constitution that incorporates the mandatory requirements.
I used this tool to generate a draft Constituion for CAN. It’s available as a PDF below. I’ve indicated the mandatory sections, and highlighted in pink the discretionary parts of clauses.
Notably, it’s much longer than our existing Constitution (called Rules), also available as PDF below; some 12 pages long compared with 5 for the existing Constitution.
For CAN, we have to start preparing our new Constitution now in preparation for adoption at the AGM later this year.
A Special General Meeting will held at the CANDo2024 to officially start this process, so we can conclude it by the AGM. [ETA: A SGM was held and the meeting approved the below process]
The proposed process is
- SGM resolution to create process for workshopping the new constitution with membership
- Interested members to work on the proposed constitution over winter.
- Finalise proposed constitution by September/October ready for presentation to the AGM likely in December.
Please note that our existing constitution is in force until the adoption of a new constitution.
If you are interested in helping us develop a constitution fit for CAN’s future, join us!
Sept 2024 UPDATE: Thank you to Graeme Lindup, Dave Kelly, and David Hawke who generously volunteered their time in developing a new constitution for adoption at the AGM in December, 2024. Thanks Guys! The proposed new constitution is in the attachments below.
Christopher Dempsey
Secretary, CAN.
| Attachment | Size |
|---|---|
 Draft constitution (constitution builder).docx.pdf | 188.83 KB |
| CAN Rules 2016.pdf | 286.4 KB |
| Draft CAN Rules 2024, v4 | 779 KB |
Comments
I most likely wont be at the
I most likely wont be at the CANDo2024 but would be interested in working on the proposed constitution over this winter as part of an online group.
Great thanks Graeme.I'll set
Great thanks Graeme.
I'll set up a Google Drive shared folder for the working group.
Christopher.
What about the concerns of
What about the concerns of critics who claim that the mandatory clauses could limit parties' freedom to choose their own dispute resolution methods, potentially infringing on their rights? www.bridgeportdrywallpros.com
We could set up our own
We could set up our own dispute resolution process - but it would still have to be accepted by the Registrar as meeting the intentions of the Act.
Family membership
When we started drafting the new constitution, there seemed to be no allowance for one person to give consent for membership on behalf of a family group. Hence we took the Family Membership class out of Rule 5.3 and forced each member of a family group to give their consent. As most of the members of CAN are adults, we did not think that this would be too onerous.
Since then, there has been more guidance from the Companies Office on how consent can be given:
https://is-register.companiesoffice.govt.nz/law-changes-for-societies/wh...
"If a person claims to represent a family, and you have no reason to doubt them (for example, they have indicated that their family members want to join the society), then you can rely on that person’s declaration that the family consents to joining the society." This is Example 1 they have given.
So we could add the Family Membership option back into Rule 5.3 as that replicates what happens now under the current rules for Family memberships.