Constitution

Rules of Thorndon Society Incorporated

NAME

1. The name of the Society shall be Thorndon Society Incorporated (hereinafter called “The Society”).

OBJECTS

1. To protect and enhance the character of the Thorndon area and to advance the interests and welfare of its residents by:

   1. Promoting interest in, and knowledge of, the Thorndon area.

   2. Preserving and restoring the natural features and streets and buildings of the Thorndon area, having particular regard to their historic character.

   3. Encouraging residential use and sense of community in the area.

   4. Representing the views and interests of Thorndon residents.

2. Co-operating with the THORNDON TRUST, a board duly incorporated under the Charitable Trusts Act 1957 (hereinafter call “The Trust”).

   1. To acquire, hold, sell or otherwise dispose of real and personal property and to borrow moneys whether on security of such property or otherwise, and to issue debentures or otherwise secure the repayment of money lent to the Society.

   2. To do all such other things as may in the Society’s view to be incidental or conducive to carrying out the above objectives.

MEMBERS

1. Membership of the Society shall be open to all persons or bodies corporate who make application to the Secretary to be enrolled as members and are accepted by the Committee. A member shall cease to be a member of the Society at any time upon the tender of his, her, or its written resignation to the Secretary accompanied by the payment of all arrears of subscription and shall be deemed to have resigned if his subscription is two years in arrears. A member may be deprived of membership in the Society by the Committee in the exercise of its discretion.

GENERAL MEETING

1. The Annual General Meeting of the Society at which the Committee shall present the annual general report and the fully audited annual financial statement, shall be held during the month of February or the month of March. The subscription shall be fixed in the first place at the inaugural meeting and thereafter may be varied at the Annual General Meeting. A special general meeting may be held at any time appointed by the Committee and shall be held within twenty eight days of the receipt by the Secretary of a written requisition for such a meeting signed by no fewer than five members of the Society, embodying notice of the motions to be proposed at the meeting. Fourteen clear days’ notice of the date, time and place of every general meeting, specifying the business to be transacted thereat, shall be given by the Secretary to every member of the Society. At every general meeting every member of the Society whether an individual or a Body Corporate, shall have one vote, which vote shall in the first place be signified by voices, but if any member so requests, a show of hands shall be taken. Ten members shall form a quorum at every general meeting.

PATRON

1. A Patron of the Society may be appointed from time to time by the Committee (or General Meeting) in the exercise of its discretion: provided that nothing in this clause shall be deemed to require the appointment of a Patron at any time.

OFFICERS

1. There shall be a Committee consisting of the immediate past convenor, and up to nine persons elected at the Annual General Meeting. One person may be nominated by the Thorndon Trust to sit on the Committee. The Committee shall select a Convenor, a Secretary and a Treasurer from among their number. The Committee shall have the power to co-opt further members who may be members of the Society. Should a vacancy occur in the Committee between the dates of the annual meetings the Committee shall have the power to fill the vacancy until the next annual meeting by co-opting any individual member for the office.

COMMITTEE – POWERS AND FUNCTIONS

1. The Committee shall hold a minimum of two meetings a year and at such other times as the Committee itself shall decide. The Chairman and Secretary shall have power to call a meeting at any time, subject to Clause 8 hereof. It shall be responsible for carrying out the aims of the Society in accordance with the policy laid down from time to time by the Society in general meeting. It shall have subject to the control of the Society in general meeting control of the funds of the Society, which shall be deposited in a bank account of which the Trustees shall be the Chairman, the Secretary and the Treasurer, any two of whom may sign cheques or withdrawal slips.

NOTICE OF MEETINGS

1. Committee meetings shall be notified by means resolved by the Committee at its first meeting following each Annual General Meeting or as varied from time to time by the committee.
   Six members shall form a quorum.

2. Should nay member of the Committee be absent from more than three consecutive meetings thereof without furnishing an explanation of his / her absence to the Secretary, the Committee may resolve that s/he be deemed to have resigned from the Committee and may then proceed to fill the vacancy thus created.

COMMON SEAL

1. The Common Seal of the Society shall be of a design approved by the Committee. It shall be kept by the Secretary show shall affix it to any deed or document only upon a resolution of the Committee in that behalf. The affixing of the Seal shall be countersigned by the Secretary, the Chairman and one other member of the Committee.

FINANCIAL YEAR

1. The financial year of the Committee shall end on the thirty first of January.

WINDING UP THE SOCIETY

1. In the event of a decision of any general meeting of the society that the Society be wound up, all the Society’s funds and other assets after payment of its just debts, shall be disposed of in a manner directed by a majority of members present at the meeting.

ALTERATIONS TO RULES

1. These rules or any of them may be altered, added to or rescinded at any time by two thirds majority of the members present and voting at any general meeting provided written notice of the proposed amendment, signed by the proposer and seconder of the amendment, is given to the Secretary at least twenty eight clear days before the date of such meeting. Such notice shall be circulated to members by the Secretary with the notice of the meeting.