Downhill Ski Club

As at December 2009

RULES OF DOWNHILL SKI CLUB INCORPORATED

• 1. NAME
  • The name of the club is DOWNHILL SKI CLUB INCORPORATED.
• 2. OBJECTS
  • The objects for which the Club is established are:
    • a) The encouragement of amateur skiing, good fellowship among skiers and the provision of facilities and accommodation for skiers, snowboarders etc.
    • b) To engage in, develop or encourage the sports of tramping and mountaineering.
    • c) For the purpose of enabling or facilitating indulgence in the foregoing sports, to build, purchase or otherwise acquire or provide and or to maintain or improve club lodges or houses, huts, storerooms, shelters or other buildings or installations, roads and tracks, skiing grounds, ski jumps, ski tows and other uphill transport, skiing equipment or gear and facilities, amenities or services of any kind whatsoever, or to join with others in so doing.
    • d) To affiliate or become a member of or enter into any other relation - whether involving pecuniary obligation or not - with any association or body having the national or district control of any of the sports aforesaid.
    • e) To co-operate with the Department of Conservation or other department, firm or body or person interested in or concerned with the provisions of accommodation, equipment or facilities for persons taking part in the above sports or concerned with the promotion thereof.
    • f) To acquire by purchase, lease, let, lend, mortgage, charge or otherwise deal with any real or personal property for or in connection with any of the afore-said objects.
    • g) To contract with, employ or otherwise secure the service of any person or persons for the purpose of carrying out these objects.
    • h) To raise money in any manner for such objects.
    • i) To secure the payment of monies owing or to become owing by the Club for the performance of any of its obligations by mortgage, instrument by way of security, debenture or pledge of all or any of its property present or future or in any other manner whatsoever.
    • j) To enter into any contracts deemed necessary or expedient for any of the purposes aforesaid.
    • k) To do any other things in connection with the aforesaid objects which the members shall from time to time decide upon.
• 3. MEMBERSHIP
  • a) Any person of the age of 16 years or over is eligible to apply for membership but no person under the age of 18 years shall be eligible for any position on the Committee nor has any voting power at general meeting.
  • b) Members shall comprise:
    • i) Capital Entry Members Such members may have family or single membership and shall comprise: Original Members These are members who joined the Club as a family or single member before 1 January 1976 and paid as a capital contribution $400 in the case of family membership and $200 in the case of a single membership and include members who joined as single members and subsequently changed to family membership prior to 1 January 1976.
    • ii) Ordinary members, either family or single who joined the Club after 1 January 1976.
    • iii) Life members and Honorary Life Members.
    • iv) Overseas members.
    • v) Family membership shall include, in addition to the parents, all children of their family who are aged under 25 on the 31st day of March in the current year and who are registered with the Club.
    • vi )Sustaining members. Such members must apply to the committee stating special reasons for needing a sustaining membership. They may not use Club facilities. They must reapply each year.
    • vii )Composite Life Family membership. A single membership may combine with a single life or single honorary life membership to form a family membership(as defined in rule 3 b v). This membership shall pay the same fees as an Ordinary Single member.
    • viii )Single Parent Family membership shall include, in addition to the parent, all children of his or her family who are aged under 25 on the 31st day of March in the current year and who are registered with the Club. It does not include families with two parents where one parent never uses the Club´s facilities. This membership shall pay the same fees as an Ordinary Single member.
    c) Capital entry membership and ordinary membership obtained prior to 21 March 1978 may be transferable by way of gift subject only to the approval of the transferee by the Committee. Capital entry memberships once transferred revert to ordinary membership status.
  • d) The total membership shall be limited to 254 family memberships or a combination of single and family memberships equivalent to that limit (in the calculation of which two single memberships shall be the equivalent of one family membership) subject to such limitations in numbers of any one particular type, within the total stated, as the Committee may from time to time place thereon.
  4. ELECTION OF MEMBERS
  • A candidate for membership must be proposed and seconded by two financial members of the Club. The election of every new member shall be conditional upon his or her paying to the Club within 14 days of being notified of his or her election the entrance fee prescribed together with his or her first year´s subscription and, on default, his or her membership shall lapse. Children of family members under the age of 25 shall have priority in the event there is a waiting list for membership.
  5. HONORARY LIFE MEMBERSHIP
  • Any member may in recognition of services rendered to the Club be elected an Honorary Life Member of the Club in general meeting. An Honorary Life Member shall not be required to pay any subscriptions.
  6. RESIGNATIONS, INFRINGEMENTS OF RULES AND PENALTIES
  • a) A member ceases to be a member in any of the following ways:
    • i) by giving written notice of resignation to the Secretary.
    • ii) if any member fails to pay his or her subscription within three months of the due date the Committee may without notice to the member cancel his or her membership.
    • iii) if any member is guilty of any infringement of any rules of the Club or if in the opinion of the Committee any member is guilty of conduct prejudicial to the interests of the Club or offensive conduct the Committee may by letter invite the member to resign within a specified time and in default of such resignation the Committee may, by resolution of at least four of its members present and after giving the member a reasonable opportunity to be heard, suspend the member for such a period and on such terms as it thinks fit or expel the member.
    • iv) upon approval by the Committee of gift of membership.
    b) That in the event of resignation or expulsion a member shall not be entitled to repayment of any monies paid by him or her to the Club for the cost of membership but shall still be entitled to gift that membership to another person subject only as aforesaid to the approval of the transferee by the Committee.
  7. OFFICERS
  • a) The Club shall have the following officers:
    • President
    • Immediate Past President
    • Club Captain
    • Secretary ) who need not be members
    • Treasurer )
    • Booking Officer
    • National Park Maintenance Coordinator
    • Ruapehu Maintenance Coordinator
  • b) The offices of Secretary and Treasurer may be held by one person but save as aforesaid no person shall be nominated for more than one office at the one election. The Committee of the Club shall consist of the officers and up to three Committee members.
  • c) The Immediate Past President shall assume office exofficio and the other members shall be elected at the Annual General Meeting which may also elect a patron if it thinks fit.
  • d) The officers and ordinary members of the Committee shall remain in office from the conclusion of the Annual General Meeting and shall be eligible for re-election. Notwithstanding anything hereinbefore contained neither of the office of President or Club Captain shall be held by the same person for more than two consecutive years unless the members in General Meeting decide that there are exceptional reasons for such period as the members may determine; but any one person shall not be prevented from again standing for the office of President or Club Captain after the space of one year.
  • e) The Committee shall meet at such time and place as it decides and subject to these rules shall decide its own procedure. Four members of the Committee shall be a quorum. The President or in his absence the Chairman of the Committee, shall have a casting vote but not a deliberative vote.
  8. NOMINATION FOR OFFICERS
  • Candidates for election must be nominated in writing signed by the candidate and two other members and left with the Secretary prior to the Annual General Meeting.
  • a) If there are fewer nominations than vacancies then but not otherwise, the Chairman of the Annual General Meeting shall call for further nominations.
  • b) If an election is necessary it shall be by ballot at the Annual General Meeting and an equality of votes shall be resolved by lot. In a ballot each member shall vote for the same number of candidates as there are vacancies.
  9. POWERS AND DUTIES OF COMMITTEE
  • a) The affairs of the Club shall be managed by the Committee who shall have the following powers:
    • i) control and management of the property of the Club.
    • ii) to raise the borrow monies and incur such liabilities for the purposes of the Club that may be necessary and to secure the repayment of the sum by mortgage, debenture or other charge upon the whole or any part of the property or assets of the Club.
    • iii) To appoint from its own members or otherwise such committees or special committees as it may deem necessary from time to time to assist it in carrying out its duties.
    • iv) To regulate and control the conduct of all members of the Club.
  • b) The decision of the Committee on all matters, questions and disputes whatsoever including the construction or interpretation of any Rule shall be final and conclusive subject only to an appeal to a general meeting of members.
  • c) Club funds shall be deposited, banked or invested in such a manner as the Committee directs. All accounts shall be submitted to and passed by the Committee before payment and all payments shall be by cheque, signed by any two officers of the Club who are members and who are so authorised by resolution of the Committee.
  • d) The Committee shall have power to fill vacancy, members so appointed shall retire at the next Annual General Meeting.
  10. INDEMNITY
  • The officers of the Club and each and every one of them respectively shall be fully indemnified by the Club against any loss or damage, whether direct or indirect or howsoever, arising from any act or omission by any of them in the performance of their said duties and the exercise of their said powers.
  11. COMMON SEAL
  • The Common Seal shall be in the custody of the Treasurer and shall be used or affixed only by order of the Committee and in the presence of the President and two other members of the Committee.
  12. ENTRANCE FEES AND SUBSCRIPTIONS
  • Entrance fees shall be as determined by the members in Annual General Meeting.
  • Every member other than Honorary Life Members and Life Members shall pay to the Club an annual subscription which shall be determined by the members in Annual General Meeting.
  • Children of family members under the age of 25 who apply for membership in their own right shall not be required to pay an entrance fee.
  13. CLUB YEAR
  • a) The Annual General Meeting shall be held not later than the 31st day of March annually for the purpose of:
    • i) Receiving the President´s Report, Balance Sheet, Income and Expenditure Account for the past year and the Auditor´s or Financial Reviewer´s Report.
    • ii) Election of Officers of the Club for the ensuing year.
    • iii) Election of Auditor or Financial Reviewer.
    • iv) General Business.
  • b) At any General Meeting, no business other than that stated on the order paper shall be transacted unless notice thereof is given in writing to the Secretary at least 21 days prior to the meeting. The Secretary shall by ordinary post send to each member a copy of the order paper and notice of the date of the meeting at least fourteen days before the date thereof.
  • c) A quorum at all General Meetings shall consist of at least fifteen members eligible to vote.
  • d) A special meeting of the Club shall be convened by the Secretary within twenty eight days after receiving a requisition signed by not less than ten members. Fourteen days notice must be given to members stating the business for which the meeting is called.
    • i) Only those present at the meeting may vote. The husband and wife of an ordinary Family Membership or any two of husband and wife and registrant over 18 years of age of a Capital Entry Family Membership, shall have one vote each. Holders of Single Membership or Single Parent Family Membership shall have one vote.
    • ii) No member whose financial commitments to the Club are in arrears shall be entitled to vote.
    • iii) The voting at all General Meetings on all matters (except those otherwise provided herein) shall be taken by a show of hands unless any two members entitled to vote demand a ballot in which case the voting shall be by ballot.
    • iv) Every question shall be decided by a majority of votes unless otherwise provided and in the case of an equality of votes the Chairman shall have a casting vote as well as a deliberative vote.
  • e) An Electronic Special General Meeting (e-SGM) allows members to participate in decisions of the Club by the use of email, the world-wide-web or postal voting without the need to be physically present at a specific place and time. The rules governing General Meetings apply to Electronic Special General Meetings and additionally:
    • i) The committee shall decide if an e-SGM shall be held in preference to a Special General Meeting.
    • ii) An e-SGM consisting of email or online discussion and voting can be held to discuss and vote on proposed resolutions.
    • iii) Voting will be subject to procedures decided from time to time by the Committee and posted on the Club´s web site.
    • iv) The proposed resolutions forming the e-SGM shall be e-mailed to each member and posted on the Club´s website.
    • v) Where a member indicates that they do not have access to email or the internet, or does not have an email address in the Club´s database, a postal ballot will be sent.
    • vi) The proposed resolutions shall be open to discussion for a period of Fourteen days, closing at 11:59:59 PM on the Fourteenth day following the posting of the official notice of announcement to each member. After a further Seven days each member will have a ballot made available with voting being open for Three days closing at 11:59:59 PM on the Third day.
    • vii) Amendments can be moved if seconded by a member eligible to vote and only during the 14 day discussion period. If an amendment is moved the Fourteen day discussion period shall be extended by the number of days it takes to resolve the amendment.
    • viii) Either the mover or seconder of any motion may withdraw that motion at any time during the discussion period but not once into the voting period.
    • ix) A quorum of an e-SGM shall consist of at least thirty members eligible to vote responding with valid votes.
  14. AMENDMENT OR ALTERATION TO RULES
  • The Rules of the Club shall not be altered, added to or rescinded except on a vote of a majority of two thirds of the members present at any Annual General Meeting or Special General Meeting or a vote of a majority of two thirds of the votes in an Electronic Special General Meeting duly convened. Notice of any proposed alteration, addition or rescission must be given in writing to the Secretary of the Club at least 21 days before the date of such meeting and such notice shall either include full details of the proposed alteration or give a summary of the same, but if each notice gives only a summary then it shall also state that members may obtain copies of the proposed alterations from the office of the Secretary on application.
  15. WINDING UP
  • a) The Club shall be wound up if a Special General Meeting duly convened for that purpose resolves that the Club be wound up. NB only a bare or simple majority is required to pass a resolution to wind up.
  • b) Any such resolution shall have no effect until confirmed at a subsequent Special General Meeting convened for that purpose and held not earlier than thirty days after the date on which the resolution so to be confirmed was passed.
  • c) Upon the winding up of the Club the whole of its surplus funds, property and assets available after payment of all liabilities, other than members´ capital contribution shall be applied; Firstly, to the repayment of existing members´ capital contribution and if the balance available is insufficient for payment in full, then to the repayment of existing members with capital contributions pro rata; and Secondly, after repayment of all capital contributions the balance, if any, shall be donated or transferred to one (or more) similar association with comparable aims and objectives that is charitable under New Zealand law.
  16. NOTICES
  • Every notice required to be given to the members, or any of them, shall be deemed to have been duly delivered if posted in a pre-paid letter addressed to them at their last address, and/or emailed to them at their last email address, known to the Club.
  17. BOOKING PRIORITIES
  • a) Except during School Holidays (the period when primary or secondary schools are closed):-
    • i) All members shall have first priority booking rights throughout the season provided at least 7 days notice is given to the Booking Officer.
    • ii) Guests shall have second priority until 7 days prior to the date required by the accompanying member.
    b) During the School Holidays, subject to giving 7 days notice to the Booking Officer:-
    • i) First priority booking rights are restricted to:
      • A) Family members accompanying at least one of their own children included in their membership.
      • B) Single and family members who are students at a primary or secondary school.
      ii) All other members shall have second priority booking rights.
    • iii) Guests will only be accepted if vacancies exist 7 days prior to the date required by accompanying members. The period of use by guests shall be subject to the approval of the Committee and may be restricted at the Booking Officer´s sole discretion.
    c) All bookings are subject to rules made from time to time by the committee and printed on the back of the booking slip and posted on the Club´s web site.
  18. CANCELLATION FEES
  • Where any person cancels any lodge accommodation a cancellation fee of such a sum as shall be determined from time to time by the Committee shall be charged.
  19. CLUB MANAGEMENT & STRATEGIC PLANNING
  • Each Committee will research, consult and develop a three year strategic plan before 31 March of the incoming year.
  20. NO PRIVATE PROFIT
  • a) Any income, benefit, or advantage must be used to advance the charitable purposes of the Club.
  • b) No member of the Club, or anyone associated with a member, is allowed to take part in, or influence any decision made by the Club in respect of payments to, or on behalf of, the member or associated person of any income, benefit, or advantage.
  • c) Any payments made to a member of the Club, or person associated with a member, must be for goods or services that advance the charitable purpose and must be reasonable and relative to payments that would be made between unrelated parties.

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