NEW ZEALAND SUNDAY SCHOOL UNION INC
CONSTITUTION AND RULES
1 NAME That the Society be called ‘NEW ZEALAND SUNDAY SCHOOL UNION INCORPORATED’ and be, throughout this Constitution and Rules, referred to as “The Union”.
2 OBJECTS. The objects for which the Society is established are:-
(a) To operate as an inter-denominational organisation to promote education in the Christian faith amongst young people belonging to Christian Churches irrespective of denominational affiliation.
(b) To promote a spirit of unity among Sunday School workers and to stimulate them to greater exertions in the instruction of the young in the Christian faith.
(c) By mutual communication to improve the methods of instruction and the efficiency of Sunday Schools.
(d) To encourage and assist in the establishment of Sunday Schools where they may be needed, to promote the general extension of the Sunday School movement and to endeavour by every means to disseminate Christian education and useful knowledge among the young.
(e) To provide a Trading Department or Departments (including a Bookshop), for books, stationery, school requisites and any other articles, which may seem advantageous to The Union in the furtherance of its objects, and the net income or profits whereof are wholly devoted to the furtherance of all or any of the objects of The Union.
(f) (i) To join with the Baptists Union of New Zealand by way of partnership and if deemed expedient by way of an independent charitable trust or otherwise howsoever in the provision of a wholesale and/or retail shop for the supply of school requisites, books, stationery, music records and material for drama and any forms of sound and visual aids including films and film strips and equipment connected therewith and any other resources, articles and materials which may seem advantageous to the intent that the net income and profits thereof are divided exclusively between the Baptist Union of New Zealand and the Union and for such purposes to lend and advance money or give credit to such Partnership or Charitable Trust and to guarantee and give guarantees for the payment of money or the performance of contracts or obligations by such Partnership or Charitable Trust and otherwise to assist such Partnership and Charitable Trust and for such purposes to lend and advance money or give credit to such Partnership or Charitable Trust and to guarantee and give guarantees for the payment of money or the performance of contracts or obligations by such Partnership or Charitable Trust and otherwise to assist such Partnership and Charitable Trust.
2. (e) (ii) To co-operate with and if deemed expedient to join with other Christian organisations and bookshops in New Zealand and whether of a particular denomination or not and whether by way of partnership or by way of establishment of an independent charitable trust or otherwise howsoever in the provision of a wholesale and/or retail shop for the supply of school requisites, books, stationery, music records and material for drama and any forms of sound and visual aids including films and film strips and equipment connected therewith and any other resources, articles or materials which may seem advantageous to the Union in furtherance of its objects to the intent that the net income and profits thereof are devoted wholly to the furtherance of all or any of the objects of the Union and all or any of the objects of such other Christian organisation or organisations and bookshop or bookshops in New Zealand and for the purposes aforesaid to lend and advance money or give credit to such Christian Organisations and Bookshops or Partnership or Charitable Trust and to guarantee or give guarantees for the payment of money or the performance of contracts or obligations by such Christian Organisations and Bookshops or Partnership or Charitable Trust and otherwise to assist such Christian Organisations and Bookshops or Partnership or charitable Trust and for the purposes aforesaid to lend and advance money or give credit to such Christian Organisations and Bookshops or Partnership or Charitable Trust and to guarantee or give guarantees for the payment of money or the performance of contracts or obligations by such Christian Organisations and Bookshops or Partnership or Charitable Trust and otherwise to assist such Christian Organisations and Bookshops or Partnership or Charitable Trust.
2 (e) (iii) To stimulate interest in good Christian literature and make it available to people of all denominations and the general public and to encourage the use of literature as a medium of evangelism.
2 (e) (iv) To produce and publish Christian resources as may be required.
2 (e) (v) To give particular service by mail order or other means to Churches and individuals not within easy reach of good Christian bookshops.
2 (e) (vi) To operate book stalls in Churches at meetings and at public events and to encourage book weeks, libraries, colportage work, tract distribution and other literature activities as opportunity offers.
2 (f) To conduct such other activities and provide such other amenities as may be deemed to be within the scope of the objects, including Youth Camps and Hostels whether residential or otherwise.
2 (g) To foster and encourage such agencies or other organisations working for the moral and spiritual welfare of the young, as The Union shall from time to time deem fit.
2 (h) To make reasonable provision for participation by minority Christian Churches and denominations in all aspects of the work of The Union so that its interdenominational character may be maintained.
2 (i) To purchase, take on lease or in exchange or on hire or otherwise acquire, hold mortgage and dispose of any real or personal property and any rights and privileges which The Union may think necessary or expedient for the purposes of attaining the objects of The Union or any of them or promoting the interests of The Union or its members and the foregoing objects shall include acquiring by purchase construction or otherwise land and buildings for any of the objects herein contained.
2 (j) To do all such things as are incidental or conducive to the attainment of the above objects.
PROVIDED HOWEVER that in effecting all or an of the foregoing objects The Union shall in no way interfere with the internal management of Sunday Schools.
3 REGISTERED OFFICE. The registered office of The Union shall be situated at
Level 1, 323 Queen Street, Auckland, or at such other place or places as The Union shall from time to time determine.
4 AFFILIATION AND MEMBERSHIP. The Union shall consist of affiliated Sunday Schools and personal members.
5 AFFILIATION OF SUNDAY SCHOOLS. Sunday Schools accepting the Doctrinal Statement as set out in the Schedule hereto shall be eligible for affiliation to The Union and may be admitted as such by vote of the Executive Committee.
A Sunday School shall comprise an institution or organisation for educating, giving instruction to children in the Christian faith and, in the event of a dispute as to whether an institution or organisation constitutes a Sunday School, the determination of the Executive Committee shall be final and conclusive.
6 PERSONAL MEMBERSHIP. Persons accepting the Doctrinal Statement as set out in the Schedule hereto may become Personal Members of The Union,
(a) by being elected as Officers of the Union and/or members of the Executive Committee.
(b) by being appointed members of the Bookshop Directorate as defined in clause 20 (a).
(c) by being appointed representatives of Sub-Unions of The Union.
(d) by being appointed representatives of an affiliated Sunday School, the basis of which is enunciated hereunder:-
Each affiliated Sunday School shall be entitled to appoint representation on The Union, on the following basis-
(i) One representative for each School having 100 members or less.
(ii) Two representatives for each Sunday School having over 100 members but less than 250 members.
(iii) Three representatives for each Sunday School having 250 members or more.
Representatives from affiliated Sunday Schools are to be elected annually by their Schools, and enrolled with the Union each year as appointed Representatives.
(e) By being appointed as a representative of the Regional Executive of the Girls’ Brigade or the Executive of the Auckland Battalion of the Boys’ Brigade.
7 WITHDRAWAL FROM THE UNION
(a) A Sunday School may withdraw from affiliation at any time by notice in writing delivered to the Director, and any Sunday School which ceases to accept the Doctrinal Statement may be deemed to have withdrawn from The Union upon the resolution of the Annual General Meeting of the council.
(b) Persons who are Personal Members of The Union in terms of Clause 6 will cease to be members when they no longer hold the qualification for their appointment set out in paragraph 6 hereof, or voluntarily resign their membership by notice in writing delivered to the Director, and any Personal Member who ceases to accept the Doctrinal Statement may be deemed to have withdrawn from The Union upon the resolution of the Annual General Meeting of the Council.
8 THE COUNCIL
(a) All the business of The Union shall be under the direction of the Council of The Union (herein termed “the Council”) comprising all persons who are Personal Members of The Union.
(b) The Quorum for the Council shall be 15 members present and voting at any Council meeting.
9 EXECUTIVE COMMITTEE
(a) The Executive Committee shall be a Committee of the Council (and shall be herein referred to as “the Executive Committee”) and, subject to any directions given by the Council, shall exercise oversight and control over all the activities of The Union.
(b) The quorum for the Executive Committee shall be seven persons present and voting at any Executive Committee meeting.
(c) The Executive Committee shall consist of:
(i) The Officers of The Union as hereinafter defined;
(ii) The Chairman of the Bookshop Directorate;
(iii) Sixteen Persons who shall not necessarily be Personal Members of The Union but who shall be elected at the Annual General Meeting of the Council (subject as hereinafter appears) and who shall as far as possible, represent the various activities of The Union.
(d) The Executive Committee may from time to time appoint Sub-Committees to advise upon the conduct of various activities of The Union, and the members of such Sub-Committees may comprise not only members of the Executive Committee but any other suitable person selected by the Executive Committee for that purpose.
(e) The Quorum for any such Sub-Committee shall be three persons present and voting at any meeting of such Sub-Committee.
9A. CONFLICT OF INTEREST AND INTERESTED PERSON.
That any Personal Member of the Union and Member of the Council or the Executive Committee or other Committee of The Union and any Servant or Officer of The Union who is or may be in any other capacity whatsoever interested or concerned directly or indirectly in any property or undertaking in which The Union is or may in any way be concerned or involved shall disclose the nature and extent of his or her interest to The Union and shall not take any part whatsoever in any deliberations of the Council or the Executive Committee or any other Committee of The Union concerning any matter in which he or she is or may be interested other than as a Personal Member of The Union or member of the Council or the Executive Committee or other Committee of The Union or Servant or Officer of The Union.
9B. NO PECUNIARY PROFIT FOR ANY INDIVIDUAL AND EXCEPTIONS THERETO.
No pecuniary profit may be made by any person from The Union except:
(a) Any Personal Member or Member of the Council or the Executive Committee or other Committee of The Union or Officer or Servant of The Union may receive full reimbursement for all expenses properly incurred by him or her in connection with the affairs of The Union.
(b) The Union may pay reasonable remuneration to any officer or servant or employee of The Union (whether a Personal Member or Council member or member of the Executive Committee or any other Committee) in return for services actually rendered by him or her to The Union.
(c) Any Personal Member or Member of the Council or the Executive Committee or any other Committee of The Union and any Servant or Officer of The Union may be paid for all usual professional business or trade charges for services rendered, time expended and all acts done by him or her or by any partner or employee of his or hers in connection with the affairs of The Union.
(d) Any Personal Member or member of the Council or the Executive Committee or any other Committee of the Union may retain for himself or herself any remuneration properly payable to him or her by any Company or undertaking with which The Union may be in any way concerned or involved and for which he or she has acted in any capacity whatsoever, notwithstanding his or her connection with that Company or undertaking is in any way attributable to his or her connection with the Union.
In determining all reimbursements, remuneration and charges payable in the terms of this Rule The Union shall ensure that restrictions imposed by Rule 9C hereof are observed.
9C. RESTRICTIONS ON BENEFITS TO AND INFLUENCE BY INTERESTED PERSONS.
Notwithstanding anything contained or implied in this Constitution or these Rules, any person who is:-
(a) a Personal Member or Member of the Council or the Executive Committee of The Union or any Committee of The Union;
(b) an officer or servant or other employee of The Union;
(c) a director or officer of any Company carrying on any business of The Union;
(d) an associated person as defined by the Income Tax Act 1976 (or any statutory amendment or replacement of that Act) or any Personal Member or member of the Council of The Union or Executive Committee of The Union or any Committee of The Union;
shall not by virtue of their capacity in any way (whether directly or indirectly) determine, or materially influence in any way the determination of the nature or the amount of any benefit or advantage or income or the circumstances in which it is or is to be received, gained, achieved, afforded or derived by that person.
A person who in the course of and as part of the carrying on his or her business of a professional public practice shall not be reason only of his or her rendering professional services to The Union or to any Company by which any business of The Union is carried on, be in breach of the terms of this clause.
10 OFFICER OF THE UNION
The Officers of The Union shall be:
(a) One President and Three Vice-Presidents, all of whom shall be eligible for re-election but shall not hold any one office for more than two consecutive years;
(b) Permanent Past-Presidents (as hereinafter defined);
(c) The Immediate Past-President;
(d) The Director and the General Secretary (if any);
(e) The General Treasurer;
(f) Life Members (as hereinafter defined)
all of whom (except the Permanent Past-Presidents and Immediate Past-President, Life Members, and the Director) shall be elected annually at the Annual General Meeting of The Council. Provided that in the event of an extraordinary vacancy in the appointments (a) and (e) above mentioned then such vacancy may be filled by the Executive Committee until the next Annual General Meeting of the Council.
11 REPRESENTATION OF ALL CHRISTIAN DENOMINATIONS
In electing the Officers and Executive Committee, The Union shall endeavour to ensure that all Christian Denominations associated with the work of The Union are adequately represented.
12 EXTRAORDINARY VACANCY. Should any extraordinary vacancy occur in the Executive Committee, this may be filled at any ordinary meeting of the Executive Committee, but any such appointee shall retire at the next Annual General Meeting of the Council.
13 CHAIRMAN OF MEETINGS
(a) Whenever possible, the President of The Union shall act as Chairman of all meetings of the Council and the Executive Committee.
(b) Each Sub-Committee of the Executive Committee shall have the power to elect its own Chairman if needed.
14 VOTING
(a) Meetings of the Council. At all meetings of the Council all Personal Members shall be entitled to exercise one vote only.
(b) Meetings of the Executive Committee or any Sub-Committee. Each member of the Executive Committee shall exercise one vote only (even if elected in two capacities).
(c) The chairman of the Council or the Executive Committee or any Sub-Committee shall be entitled to a deliberative vote only and shall not be entitled to a casting vote.
(d) No full-time salaried employees who are Officers of The Union shall have the right to exercise any deliberative3 vote at any meeting of the Council or the Executive Committee or any Sub-Committee.
15 PERMANENT PAST-PRESIDENT. Anyone who has served The Union as a member of the Executive Committee for a period of not less than seven years, and has filled the office of President for at least one year, may be elected to the position of Permanent Past-President at an Annual General Meeting of the Council in recognition of his or her service to The Union. Such office shall continue until death, or sooner retirement.
16 LIFE MEMBERSHIP. The Annual General Meeting of the council of The Union shall, upon the recommendation of the Executive Committee, be empowered to confer Life Membership upon members or former members of the Executive Committee for lengthy, consistent or meritorious service rendered on the Executive Committee. Acceptance of this office entitles the bearer to membership of the Executive Committee of The Union until death or sooner retirement.
17 DIRECTOR. The Director shall be appointed by the Executive Committee, and shall be the senior salaried Executive Officer of The Union. Such person shall be responsible, in the first instance, to the Executive Committee who shall from time to time define the duties, responsibilities, and conditions of employment, of the Director.
17 (a) The Executive Committee is also empowered to appoint a General Secretary. Such appointment shall be in addition to or in substitution for the appointment of a Director. In cases where a Director has not been appointed by the Executive Committee the General Secretary shall be the senior salaried executive officer of the Union. Such person shall be responsible in the first instance to the Executive Committee who shall from time to time define the duties responsibilities and conditions of employment of the General Secretary.
18 GENERAL TREASURER. The General Treasurer of the Union shall be appointed annually at the Annual General Meeting of the council of the Union and shall be a Chartered Accountant PROVIDED HOWEVER that the Council of the Union may in any particular year resolve that for that year the appointee need not be a Chartered Accountant. The General Treasurer shall be responsible for the preparation of all Financial Statements for the Secretarial Department of the Union and the Retail Bookshop (if any). He shall be responsible to the Executive Committee and shall furnish any information which may be from time to time required by that Committee or by the Council in meeting.
19 APPOINTMENT OF AUDITOR.
(a) The Accounts of the Union shall be made up annually, and the Balance Sheet and Books of Account shall be audited by an Auditor who shall be a Chartered Accountant and who shall be appointed annually by the Annual General Meeting of the Council of the Union.
(b) The remuneration of the Auditor shall be approved by the Executive Committee.
20 RETAIL BOOKSHOP
MANAGEMENT [GENERAL]
(a) The Retail Bookshop Department of The Union and its operations shall be controlled by a Board of Directors (in these Rules referred to as the Bookshop Directorate), consisting of three ex officio members, namely, the President, Director and General Treasurer of The Union, and three persons (herein named “the elected members”) each of whom shall be persons holding or having held responsible positions in the business community and shall be nominated by the Executive Committee and elected at the Annual General Meeting of the Council.
(b) Each of the elected members shall hold office for three consecutive years and shall retire at the expiration of that term, but shall be eligible for immediate re-election for a further period of two years, and thereafter shall not be eligible for re-election for a period of at least one year. (PROVIDED HOWEVER that by the resolution of the Council in General Meeting, this latter provision may in any particular case be waived).
(c) Emoluments may be paid to the elected members, and the amount thereof (if anything) shall be determined by the Executive Committee.
(d) Should any of the elected members (i) become insolvent or (ii) compromise with his creditors or (iii) fail to attend three consecutive Directorate meetings without obtaining prior leave of absence; then he shall if so resolved by the Executive Committee, cease to hold office upon the Bookshop Directorate.
(e) In the case of a position on the Bookshop Directorate becoming vacant following the death, resignation, extended ill-heath, or removal from office for any reason, of any member, the Executive Committee shall fill such vacancy at an ensuing Executive Committee meeting. Such new member will hold office until the next Annual General Meeting of the council, when the appointment shall be subject to confirmation and he shall then continue in place of the member whom he was appointed to replace and shall be liable to retire at the same time as the member whom he replaced would have been liable to retire.
(f) Three members of the Bookshop Directorate present and voting shall form a quorum at any meeting of the Bookshop Directorate PROVIDED HOWEVER that for the purposes of a quorum the Director shall not be counted.
(g) Wherever possible the President of The Union shall act as Chairman of the Bookshop Directorate.
(h) The Chairman of any meeting of the Bookshop Directorate shall have a deliberative but not a casting vote.
(i) The Bookshop Directorate, even though appointed at the Annual General Meeting of the Council, shall be responsible to the Executive Committee the management of all Bookshop matters, and shall be subject to such directions as given from time to time by the Executive Committee.
(j) The Bookshop Directorate shall from time to time, in consultation with the Executive Committee, appoint a Manager for the Retail Bookshop Department, whose terms and conditions of appointment shall be determined by the Executive Committee.
(k) The Bookshop Directorate shall meet at regular intervals of no less than three months, at which meetings the Manager shall submit a full report, to be transmitted through the Directorate to the Executive Committee.
(l) The Retail Bookshop Manager shall be responsible to the Bookshop Directorate for the discharge of his duties.
(m)The foregoing rules shall apply whilst the Union shall operate a trading department or retail bookshop in its own sole name but the provisions of Rule 20A hereof shall apply to any trading department or retail bookshop carried on by the Union by way of partnership or co-operative venture or independent charitable trust pursuant to the provisions of Rule 2 (e) (i) and (ii) hereof.
20A Any trading department or retail bookshop carried out by the Union by way of partnership or co-operative venture or independent charitable trust or carried on in partnership with the Baptist Union of New Zealand shall be conducted under the direction and supervision of the Executive Commission of the Union and the Executive Committee is empowered to make appointments of any persons to any Directorate or positions of management of such trading department or retail bookshop who shall be responsible to the Executive Committee of the Union.
21 (a) The Business of the Retail Bookshop or any trading department carried on exclusively by The Union and the interests of The Union in any wholesale and/or retail shop carried on by the Union in co-operation or in partnership or otherwise with any other Christian Organisation or bookshop in New Zealand including the Baptist Union of New Zealand shall not be wound up or disposed of without the consent of The Union given at a Special General Meeting of the Council called for that sole purpose by the Executive Committee and by the vote of three-fourths of those present and voting at such meeting and entitled to vote. Thirty days clear notice of such meeting shall be given by the Executive Committee to each Personal Member of The Union.
(a) Upon the winding up or disposition of the Retail Bookshop or any trading department or interest in a wholesale and/or retail shop referred to in the immediately preceding paragraph the proceeds of such winding up or disposition shall be wholly paid to The Union to be applied for the charitable purposes of The Union.
22 MEETINGS OF THE COUNCIL.
(a) The Council of the Union shall meet annually and on such other occasions as may be necessary.
(b) The Annual General Meeting of the Council of The Union shall be held within three months of the closing of the Account books.
(c) The Annual General Meeting, or any Special General Meetings of the Council shall be convened by the Executive Committee of The Union by circular addressed and posted to the last known address of each Personal Member of The Union.
(d) Fourteen days clear notice of any such meeting shall be given, except where otherwise provided for in these Rules.
(e) Voting on any question at such meetings shall be by a show of hands provided that if not less than ten members request a ballot, voting shall be by ballot.
(f) On any voting by ballot for any office or position, members shall record their votes in favour of not more than the number of candidates as there are vacancies to be filled. Voting papers failing to comply with this rule shall be not valid.
(g) Fifteen members of the Council may requisition a Special General Meeting if a need should arise so to do. The Executive Committee shall call such meeting within two months of receipt o any such requisition, for the sole purpose of discussing the business called for in such requisition.
23 MEETINGS OF THE EXECUTIVE COMMITTEE. The Executive Committee shall be convened for ordinary meetings on at least nine occasions per year, with an interval of at least one month between each meeting, and for Special Meetings as required.
24 FINANCIAL AUTHORITIES. The control and investment of the funds of The Union shall be under the direction of the Executive Committee of The Union and all monies shall be in the first place paid into a banking account with a Bank or Banks from time to time chosen by the Executive Committee or in such other securities and upon such terms as the Executive Committee may determine.
25 BORROWING POWERS.
(a) The Union shall have power to borrow or raise money from time to time by the issue of debentures, bonds, mortgages or any other security founded or based on all or any of the property and/or rights of The Union or without any such security and upon such terms as to priority and otherwise as shall seem fit to the Executive Committee who shall be entitled to exercise such power to borrow or raise money subject as hereinafter appears.
(b) The power to borrow money in excess of $10,000 in any one year shall be exercised by the Executive Committee only after the prior resolution of an annual or special general meeting of the Council called for that purpose and passed by the vote of three-fourths of those present at such meeting PROVIDED HOWEVER that nothing herein contained shall apply to or restrict the borrowing of money by the Executive Committee or the Bookshop Directorate (with the consent of the Executive Committee) for the purposes of carrying on the normal trading operations of any wholesale and/or retail shop or trading department carried on by the Union in accordance with the provisions of these Rules whether carried on exclusively by the Union or in co-operation partnership or otherwise with any other Christian organisation or bookshop in New Zealand. Fourteen days’ clear notice any such Annual General Meeting or Special General Meeting shall be given to each Personal Member and such notice shall specify the resolution proposed to be passed at such meeting.
26 ALTERATION OR RESCISSION OF CONSTITUTION AND RULES
(a) No addition or alteration to or rescission of Rule 30(b) or Rule 21(b) of this Constitution and Rules shall be made.
(b) That no addition or alternation to or rescission of any other rule contained in this Constitution and Rules shall be made except pursuant to a resolution passed at an Annual General Meeting of the Council (or at a Special General Meeting of the council called for that purpose) by the vote of three-fourths of those present at such meeting and entitled to vote PROVIDED HOWEVER that no alteration shall be made to Rule 30(a) hereof except by a vote of ninety percentum (90%) of those present at such meeting and entitled to vote.
Written notice of any proposed addition, alteration or rescission shall be given to the Personal Members of The Union and the members of the Executive Committee of The Union at least thirty days before the date at which such addition, alteration or rescission is to be considered.
27 REGISTER OF MEMBERS. A Register of the Personal Members of The Union shall be kept by the Director who shall also forward to the Registrar of Incorporated Societies all information required by the “Incorporated Societies Act 1908”.
28 SEAL OF THE UNION. The Seal of The Union shall be kept in the custody of the Director and shall not be affixed to any documents except by the Director or the President of The Union in the presence of two members of the Executive Committee pursuant to a prior resolution of the Executive Committee.
29 APPOINTMENT OF SOLICITOR. The Executive Committee shall from time to time call upon the services of a Solicitor for the handling of the legal affairs of the Union It shall be competent for The Union by a resolution of the Council at its Annual General Meeting to appoint an Honorary Solicitor if it sees fit and in such case the Solicitor so appointed shall hold office until the next Annual General Meeting but shall be eligible for re-election.
30 WINDING UP
(a) (i) The Union may be wound up voluntarily if The Union, at a Special General Meeting of the Council convened in accordance with the provisions of clause 22 hereof, passes a Resolution requiring the Union so to be wound up. The Resolution must be carried by a majority of the valid votes cast by Personal Members of The Union voting at the Special General Meeting in person. The Resolution must be confirmed by a subsequent Special General Meeting of the Council called together for that purpose and held after the expiration of sixty days but before the expiration of ninety days from the date of the prior Special General Meeting and the Resolution shall be taken to be confirmed at the subsequent Special General Meeting if the confirmation is carried by a majority of the valid votes cast by the Personal Members voting at the subsequent Special General Meeting in person.
(ii) No power shall be given to arrange for the disposition of the assets and funds of The Union consequent upon a winding up except pursuant to a Resolution proposed at a Special General Meeting of the council called for such purpose and passed at that Meeting by a majority of the Members of the Council present and voting at that Meeting and PROVIDED FURTHER that such Resolution shall be proposed again after the expiration of sixty days but before the expiration of ninety days from the date of the prior Special General Meeting and passed by a vote of a majority of the Members of the council present and voting at the latter Meeting.
(iii) Thirty days’ clear notice in writing of each Special General Meeting referred to in paragraphs (a) and (b) hereof shall be given to all Personal Members of The Union and such notice shall set forth the Resolution which is to be proposed at such Meeting.
(b) Upon a winding up the assets and funds shall be exclusively disposed of to a religious Christian Organisation or Organisations in New Zealand seeking to further all or any of the foregoing charitable objects of The Union.
31 LIABILITY AND INDEMNITY OF PERSONAL MEMBERS AND MEMBERS OF THE EXECUTIVE COMMITTEE AND BOOKSHOP DIRECTORATE
(a) No Personal Member or member of the Council or the Executive Committee or other Committee of The Union or member of the Bookshop Directorate shall be liable for any loss to the funds of The Union which is not attributable to his or her own dishonesty or to the wilful commission or omission by him or her of an act known by him or her to be a breach of trust. The Union shall not be bound to take any proceedings against such a person for any breach or alleged breach of trust committed by such person.
(b) Every Personal Member and member of the Council or the Executive Committee or other Committee of The Union and member of the Bookshop Directorate shall be entitled to full and complete indemnity from The Union for any personal liability which he or she may incur in any way arising from or in connection with his or her acting or purporting to act in such capacity provided that such liability is not attributable to his or her own dishonesty or to the wilful commission or omission by him or her of any act known by him or her to be a breach of trust.
SCHEDULE:
DOCTRINAL STATEMENT:
Belief in the Doctrine of the Deity and Atonement of Jesus Christ, the Divine influence of the Holy Spirit and the Divine inspiration of the Scriptures.
