Name
1. The name of the Association is the Armed Forces Law Association of New Zealand Incorporated(hereinafter called "AFLANZ")
Objects
2. The objects of AFLANZ are:
a. to promote research and study of the legal issues affecting New Zealand’s armed forces by members of AFLANZ and other interested parties;
b. to improve the public’s understanding of the legal issues affecting New Zealand’s armed forces;
c. to publish a law review and other publications, including through electronic media, dedicated to the legal issues affecting New Zealand’s armed forces;
d. to convene periodic conferences and meetings to hear lectures on and debate legal issues affecting New Zealand’s armed forces; and
e. to do all such things as are incidental or conducive to the attainment of the above objects.
Membership
3. Membership of AFLANZ is open to:
a. all serving and retired members of the New Zealand Armed Forces who are qualified in law;
b. all present and former Judge Advocates General (including Deputy Judge Advocates General) and judge advocates;
c. all present and former members of the New Zealand Armed Forces Court-Martial Counsel Panel;
d. all persons who hold, or have held, appointment as an appointed judge of the Courts Martial Appeal Court;
e. any other person having a genuine interest in the objects of AFLANZ, admitted to AFLANZ by resolution of the Committee.
4. All members have equal voting rights.
5. Any person desiring admittance under rule 3e is to make written application to the Committee setting out the person’s interest in the objects of AFLANZ.
6. Subject to rule 5, any person may become a member of AFLANZ, or renew his or her membership, upon payment of the annual subscription fixed from time to time by resolution at the Annual General Meeting and upon registration with the Secretary.
Registration
7. Any person wishing to register as a member of AFLANZ is to provide the Secretary with details of his or her name, address and occupation.
8. Members are to promptly notify the Secretary of any change to their names, addresses or occupations.
Distinguished Members
9. An Annual General Meeting may elect members to the following appointments in recognition of their contribution to the objects of AFLANZ:
a. Fellow. For a significant contribution over a sustained period.
b. Distinguished Fellow. For an exceptional contribution over a very long period. Distinguished Fellows are entitled to membership for life, and thus rule 6 does not apply to them.
Termination of Membership
10. Resignation. Any person may resign his or her membership by giving to the Secretary notice in writing to that effect.
11. Expulsion. The Committee may at any time by letter invite any member of AFLANZ to resign his or her membership within a specified period. The Committee will submit the matter of the member’s expulsion to a general meeting to be held within two calendar months from the date of that letter. At that meeting the member whose expulsion is under consideration will be given the opportunity to make representations orally or in writing (or both) to the meeting. If two thirds of the members present at the meeting vote for the member’s expulsion he or she will cease to be a member of AFLANZ. Voting at such meetings will be by hand, but will be by secret ballot if so demanded by not less than five members.
12. Expiry. If any member fails to pay the annual subscription within two calendar months from the date on which it is due, that member’s membership may be terminated by the Committee.
13. No member ceasing from any cause to be a member of AFLANZ will be entitled to have any claim upon or any portion whatever of the property or other assets of AFLANZ. Nor will such member be entitled to any refund of all or any portion of the subscription he or she may have paid.
14. Upon any member’s ceasing to be a member of AFLANZ for any reason, his or her name will be struck off the register of members and the reason therefore will be entered into the register by the Secretary.
Annual General Meeting
15. The Annual General Meeting will be held every year upon a date and at a time and place to be fixed by the President or in his or her default, absence or inability, the Committee for the following purposes:
a. to receive from the Committee a report, balance sheet and statement of accounts for the preceding year and an estimate of the receipts and expenditure of the current year.
b. to fill the vacancies on the Committee.
c. to decide upon any resolution which may be duly submitted to the meeting.
Special General Meeting
16. The President or in his or her absence or inability any other member of the Committee may at any time for any special purpose call a Special General Meeting and will do so forthwith upon the requisition in writing of at least ten members stating the purposes for which the meeting is called.
Notice Of General Meeting
17. Notice of all general meetings will be given to all members by the Secretary or other member of the Committee not less than seven days before the date of such meeting. Such notice will contain particulars of the business to be transacted at such meeting. No business other than that of which notice has been given will be brought forward at the meeting.
Procedure At General Meetings
18. At all general meetings the President or, in his or her absence, any committee member appointed by the Committee to be President for that meeting, will take the chair and every member will be entitled on every motion to one vote exercised in person. In the event of equality of votes the President will have a casting as well as a deliberative vote.
Voting
19. Voting at all general meetings will be by show of hands or by proxy appointed in writing but will be by ballot if so demanded by no fewer than five members.
Quorum
20. At all general meetings six members will constitute a quorum.
Patron
21. The Committee may appoint a Patron of AFLANZ from time to time.
Committee
22. The Committee will consist of the President, the Vice President, the Secretary, the Treasurer and three other members.
Elections
23. At every annual general meeting held, AFLANZ will elect by simple majority a committee who will hold office until retirement or removal from office or election of successors to office.
Vacancies on the Committee
24. The Committee will have the power to appoint a member to fill any casual vacancy on the committee until the next annual general meeting and any member so appointed will retire at the next annual general meeting, together with the rest of the committee, provided that all or any of the retiring committee will be eligible for re-election.
25. Any member of the Committee who fails to attend three consecutive meetings of the committee will cease to be a member of the committee unless such member has been excused from attendance by the committee.
Duties of the Committee
26. The Committee will:
a. generally conduct the affairs of AFLANZ;
b. keep usual and proper books of account and other records of the business of AFLANZ;
c. prepare and submit to the Annual General Meeting a report, balance sheet and statement of account for the preceding year; and
d. in its discretion, by resolution in Committee make, amend or rescind regulations not inconsistent with these rules governing any Association procedure.
Meetings of the Committee
27. Meetings of the Committee may be convened at such times and places as the President or in his her absence, inability or refusal to act, the Secretary may appoint. Meetings of the Committee may be conducted by conference telephone call or other electronic medium such as video teleconference.
28. Three members will constitute a quorum at any Committee meeting.
Duties of the Secretary
29. The Secretary will:
a. keep a true record of the proceedings of all meetings;
b. retain in his or her custody and file all documents, records, reports and communications connected with the business of AFLANZ and produce such documents, records, reports and communications as required by the Committee and otherwise by these rules;
c. conduct the correspondence of AFLANZ;
d. notify members of all general meetings in accordance with these rules; and
e. in case of inability to attend any meeting, ensure all relevant records required to be maintained by the Secretary, are conveyed to the place of the meeting or otherwise made available to the Committee members.
Duties of the Treasurer
30. The Treasurer will:
a. collect and receive all monies due to AFLANZ and issue receipts therefor;
b. bank promptly all monies collected and received;
c. except as authorised by the Committee in accordance with rule 35, make all payments by cheque;
d. maintain accurate records of all financial transactions of AFLANZ;
e. produce to the Committee at each Committee meeting a statement showing the financial position of AFLANZ; and
f. prepare and present to the Annual General Meeting an audited financial statement and balance sheet.
Appointment of Sub-Committee
31. The Committee may, from time to time at its discretion appoint:
a. such officers as it will think fit, to carry out such duties as the Committee may determine. Such officers will hold office at the pleasure of the Committee. The Committee may pay such officers such remuneration (if any) as it may from time to time think fit.
b. such sub-committees consisting of two or more persons for any purpose. The Committee will have the power to dissolve such sub-committees at any time the Committee thinks fit.
32. The President and/or the Secretary will ex officio be members of any sub-committee appointed in accordance with rule 31(a).
Finance
33. The Committee will be responsible for the control of all property real or otherwise, including all monies, acquired by AFLANZ.
34. The Committee will have the power to borrow money and, if necessary, to secure repayment of the same by way of mortgage, or otherwise over all or any of the assets of AFLANZ.
35. The Committee may from time to time authorise the Treasurer to operate in the manner determined by the Committee, a petty cash account of any amount determined by the Committee.
36. The bank account or accounts of AFLANZ will be kept at such bank as the Committee will from time to time direct.
37. Cheques drawn by AFLANZ will be signed by any two of the following Committee members: the President, the Vice President, the Secretary or the Treasurer. All receipts for monies paid to AFLANZ will be signed by one of the above-mentioned Committee members.
38. The Committee may at any time require that the financial records of AFLANZ be audited. Such records will be audited at the close of each financial year.
39. The Committee will have the power to invest money with banks only.
Disposal of Assets on Winding Up
40. In the event that AFLANZ is wound up whether voluntarily or otherwise, the assets of AFLANZ after payment of all debts will be disposed of in a manner determined by resolution at a general meeting convened especially for that purpose, provided that no part of the income or other funds of AFLANZ will be used or made available for the private pecuniary benefit or profit of any member of AFLANZ.
Alteration of Rules
41. Any of these rules except rule 40 may be altered, added to, revoked or otherwise amended by a resolution passed by a two thirds majority of those present at an annual general or special meeting.
42. No resolution affecting any rule or rules which has been duly considered at a general meeting will be brought forward again for reconsideration within one year from the date on which the matter was first raised, except with the consent of the Committee.
Establishment of Branches
43. The Committee may authorise the establishment of branches of AFLANZ in any region or province of New Zealand, provided that the Committee’s decision in this respect must be ratified by the next Annual General Meeting. The constitution and rules of any branch established pursuant to this rule must not be inconsistent with these rules.
Interpretation
44. In the event of any dispute as to the interpretation or construction of these rules or any regulation made hereunder the matter will be considered by the Committee whose decision will be final.