Questions and Answers - New University Club Constitution
In 2022 the government passed new lesislation, the Incorporated Societies Act, which requires all registered incoporated societies to review and revise their rules or Constitution and re-register by 5 April 2026, or they cease to exist. A new draft Constitution for the University Club has been prepared from templates provided by the government for this purpose, and input provided by the Club Committee. The changes required under the new legislation include provision for disputes resolution, changes to the obligations and responsibilities of the Club Committee and officers, and clarifying the responsibilities of members. Details of all the changes have been circulated to members. The University Club is holding a Special General Meeting after the guest talk on 19th April to consider the new Constitution. To view a copy of the draft Constitution please click on the link below:
---------------
Question: Has the role of the Secretary changed and are they now a full member of the Club Committee?
Reply: The role of Secretary is an appointed one, not elected, and the new Constitution clarifies this role as a Committee Member, which the existing Rules do provide for. The main change is that the elected position of Treasurer may now be "formally" combined with the appointed position of Secretary.
---------------
Question: Under Rule 38 Access to the Register of Members should members only be able to access information about themselves?
Reply: The Privacy Act 2020 specifically provides that members of a club may only access information about themselves, including the register of members, and any references to that member in minutes or correspondence. Thus Rule 38 will be amended to better reflect that.
---------------
Question: Do the general rules of the 2022 Act make provision for Committee Members in general and the Secretary in particular, to comply with some sort of confidentiality standard?
Reply: Under Rule 29 of the new Constitution all Committee Members and Officers of the Club must act in good faith with due care and diligence, and that includes confidentiality of personal information. That can be spelt out in Rule 29. These positions are subject to the new disputes procedure in the Constitution, but the Privacy Act, Section 20, also has a requirement for every Club to have a Privacy Officer who (a) ensures that the Club complies with the Privacy Act, (b) deals with requests for access to information, and (c) works with the Privacy Commissioner on investigation of any complaints. It would be appropriate to include the role of Privacy Officer under the duties of the Secretary.
---------------
Question: In Rule 34 Committee Meetings it states that the Committee shall meet as required in such a manner (including by audio, audio and visual, or electronic communication) as it may determine. But, in Rule 20 for General Meetings it does not provide for this. Should we consider adding the possibility for this kind of attendance at General Meetings in the event of another pandemic, etc.?
Reply: This can be included as an alternative manner of communication if the Committee determines this is appropriate, and the line item under Rule 20 will be amended to include this option for General Meetings.
--------------
Question: With the new minimum requirements for the Club Committee, specifically under Rule 23, what is the situation in regard to the co-option of members on to the Committee to fill a vacancy? Rule 24 seems to allow for co-option.
Reply: The current Rules of the Club allow for the appointment of a member to fill a vacancy on the Club Committee, and any member so appointed, must retire at the next AGM (although they are eligible to be nominated for the Committee at the AGM). This is co-option. However, in line with the new legislation, Committee Members now have more detailed legal obligations and duties, plus financial liability, and are subject to the new disputes resolution procedures. What Rule 24 in the new Constitution does is permit a vacancy to be filled - co-opted as you say - as is provided for in the current Rules, but now clearly states that the person must sign a consent to the appointment, and certify that they are not legally disqualified from being appointed. They will also now be subject to the disputes resolution procedures. This is a form of co-option, but the new Constitution makes it clearer that the person is a full member of the Club Committee, with rights to speak and to vote, and they have legal liability for their actions when carrying out their duties and responsibilities.
--------------
Posted: Sun 31 Mar 2024