NfP Law Societies

Third Party Approval to Change Constitutions

What is the issue?  In 2011, a reader of my articles raised an issue for consideration in this series of articles, saying: Over the years I have had cause to read many constitutional documents, perhaps more carefully than some of the officers or members of the societies concerned.  Frequently there is a clause relating to […]

The Need for an Effective Societies’ Complaints Mechanism

A Society Problem Ever since I started writing and publishing articles about not-for-profit entities in 2010 those articles have generated various enquiries and responses, but few are more difficult to answer than the type of enquiry set out below (for obvious reasons, the details have been changed): Hi Mark.  I have just read one of […]

Protecting the Destiny of a Society

I have written elsewhere about the need for members of a society to exercise vigilance if they are to protect or control the destiny of their society (see for instance, “Trouble at the Courts – anyone for tennis?”LINK).  The ease by which the balance of democratic power can be tipped is illustrated by the facts […]

Overview of Proposed New Incorporated Societies Act

NOTE: These notes, prepared by Mark von Dadelszen, provide an overview of the more significant elements of the proposals to replace the Incorporated Societies Act 1908. An Exposure Draft of the Incorporated Societies Bill was released in November 2015 (see http://www.mbie.govt.nz/info-services/business/business-law/incorporated-societies), and this largely followed the recommendations in the 2013 Law Commission Report 129 (see […]

Good Governance of a Society

Governance and management There are clear differences between governance and management, and if that distinction is understood by societies and their members potential disagreements can be avoided or handled better.  In simple terms, “governance” refers to the making of policy decisions that “govern” or inform what “managers” do, and “management” refers to the implementation of […]

Constitution-Builder for Society Constitutions

Background The Law Commission’s 2013 Report, A New Act for Incorporated Societies, noted at paragraph 7.58 that: During our consultation we were constantly told of the need for education and guidance for societies in drafting their constitutions and in running societies in general. An internet-based constitution builder tool would provide that guidance and would greatly […]

Committees and the Power of Society Members

What is the issue?  A question reasonably frequently asked of me is whether a general meeting of a society’s members can over-rule decisions of a society’s executive committee or direct the committee to do something.  Such questions are seldom capable of a definite answer, and before trying to respond to them I always need to […]

Co-option to committees

The issues It is common practice to co-opt people to join committees or sub-committees of societies or trusts, and a well-drawn constitution should make clear the powers and responsibilities of such co-opted people.  Co-option is a term used to indicate that someone from outside a group may be included in the group, either by the […]

Can a Society Member Resign to Avoid a Society’s Disciplinary processes?

Resignation to avoid discipline? Complaints were made to the Institution of Professional Engineers of New Zealand Inc (“IPENZ”) against Mr Harding, an engineer involved in the design and construction of the former CTV building in Christchurch which collapsed during the 22 February 2011 earthquake, and also against Dr Reay the principal of the engineering firm […]

Calling a General Meeting of a Society

The public notices column of a daily newspaper is not the usual place from which to draw inspiration, but a newspaper some years ago provided food for thought about calling general meetings of members of societies. Examples of general meeting notices There were seven such notices in that newspaper – can you spot any problems […]