1.         NAME OF ASSOCIATION


            This Association shall be called the Hawke's Bay Rugby Referees Association (Incorporated) (hereinafter referred to as "the Association") and shall be affiliated with the New Zealand Rugby Union and the Hawke's Bay Rugby Football Union (Incorporated) (hereinafter referred to as "Hawke's Bay Rugby")


2.         OBJECTS OF THE ASSOCIATION


2.1       The objects of the Association shall be to:


            2.1.1    Recruit, train and retain competent referees to officiate at such games of rugby union football as are under the control of Hawke's Bay Rugby.


            2.1.2    Assist the New Zealand Rugby Union to provide referees for any match when requested by that body to do so.


            2.1.3    Provide the means for properly controlling the game of rugby union football and for regulating the conduct of players.


            2.1.4    Associate with Hawke's Bay Rugby and subscribe to and follow the rules of the New Zealand Rugby Union.


            2.1.5    Take steps to see that any person offering insult to a referee is dealt with by the appropriate body.


            2.1.6    Give and secure rulings upon such points of rugby law submitted by any members and to circulate to all members such rulings and also any rulings given by the Board of the New Zealand Rugby Union.


            2.1.7    Encourage individual referees to sit and pass the national law theory examination and to gain certificates in assessing and coaching of the New Zealand Rugby Union.


            2.1.8    Generally promote the interest of the game of rugby union football.


            2.1.9    Do such other or further things as may in the opinion of the Association be conducive to the fulfilment or attainment of the foregoing objects or any one of them or otherwise In the best interests of the Association and/or Its members.


3.         MEMBERSHIP OF ASSOCIATION


3.1       The Association shall consist of all rugby referee members (herein defined) within the Hawke's Bay Rugby territory.


3.2       Membership of the Association shall be open to all persons who become financial members in the manner required by the executive with the exception of Life Members or other persons exempted by the executive from time to time.


3.3       Membership of the Association may be resigned by notice to the Secretary of the Hawke's Bay Rugby Referees Association.


3.4       The executive may at any time expel any member for breach of these rules or other conduct affecting the best interests of the Association.

3.5       If a member is expelled by the executive as provided In Clause 3.4 hereof that member has a right of appeal against expulsion to a Judicial Committee which shall consist of the Chairperson of the executive, two executive members and two other members of the Association not executive members appointed by the executive for the purpose. Such Judicial Committee may only hear end determine any appeal against expulsion if it receives through the Secretary a request in writing from the expelled member within fourteen (14) days of notice of expulsion being given to the member concerned. The Judicial Committee shall then hear and determine the matter and its decision shall be final.


4.         REGISTERED OFFICE OF THE ASSOCIATION


The registered office shall be the office of Hawke's Bay Rugby.


5.         UNIFORM OF THE ASSOCIATION


            The Uniform of the Association shall be such as the Executive of the Association shall from time to time decide.


6.         DOCUMENT SIGNING


Any document binding the Association shall be signed by the Chairman and one other executive member after resolution by the executive.


7.         OFFICERS


The officers of the Association shall consist of a Patron, President, Chairperson, Secretary and Treasurer.


8.         EXECUTIVE


            The executive of the Association shall consist of the Chairperson and four elected members elected at the Annual General Meeting.  Any of the officers may be elected to the executive.


8.1       Conditions of term on executive.


The four elected members shall have a term of two (2) years with two standing down each year on a rotational basis. Those standing down have the right to make themselves available for re-election. Those members who stand down after the first year shall be resolved by resolution of the executive.


8.2       The executive shall have the power to:


  1. Appoint and exercise control over:


(a)       The Rules and Decisions Committee.

  1. The Coaching and Evaluation Committee. (see Appendix A)
  1. The Appointments Officer. (see Appendix B)
  2. Any other Committees and persons of the Association as deemed appropriate by the executive.


            8.2.2    Exercise control over the funds of the Association including recommending to the AGM the annual subscription.


            8.2.3    Transact any business of the Association except as otherwise provided for by these rules.


            8.2.4    Deal with all correspondence.


            8.2.5    Exclude any non-executive member from any executive meeting if the executive so resolves it.


            8.2.6    The Chairperson or his nominee shall attend any New Zealand Rugby Union meetings so called.


9.         MEETINGS


9.1       Annual General Meeting.


            9.1.1    The Annual General Meeting of the Association shall be held each year not later than the 28th day of February.


            9.1.2    All members shall be notified not less than fourteen (14) days prior to the Annual General Meeting. The notice will call for nominations in writing for the Officers and the committee, and any notices of motion.


            9.1.3    All nominations and notices of motion must be received by the Secretary of the Association at least seven (7) days prior to the date of the Annual General Meeting. All members shall be advised at least two (2) days before the date appointed for such meeting giving details of all nominations and notices of motions received.


            9.1.4    At the Annual General Meeting the members shall:


                        (a)       Approve the Minutes of the previous Annual General Meeting or any Special General Meeting.

                        (b)       Receive the Annual Report and Financial Accounts.

                        (c)       Deal  with  h appropriate correspondence.

                        (d)       Receive reports from Committees and Members where appropriate.

                        (e)       Consider any Notices of Motion.

                        (f)        Elect a Patron.

                        (g)       Elect Officers and Executive: If an insufficient number of nominations are received for any position on the executive those nominated will be automatically elected and the Annual General Meeting may by a three quarters majority vote accept further nominations from the floor at that Annual General Meeting in order to fill any vacancies caused by the insufficient number of nominations. No member shall be nominated for election to any office in the Association unless he/she is present at the Annual General Meeting or he/she has notified in writing his/her willingness to accept office if elected. There shall be a proposer and a seconder.

                        (h)       Elect the Reviewer who shall review the Annual Accounts of the Association. Two members of the executive (in addition to the Treasurer) shall be empowered to operate the Association's bank account.

                        (i)         Set the annual subscription.

                        (j)         Set out of pocket expenses for the forthcoming season.

                        (k)       Deal with general business.


9.2       Special General Meetings

           

            9.2.1    A Special General Meeting of the Association may be called at any time by the executive and must be called by the Secretary on receipt of a requisition either signed or advised electronically by not less than 30% of members and shall be held within 14 days after receipt of such requisition. All members shall be advised at least seven (7) days prior to the date of the meeting stating the object for which the meeting is called.


            9.2.2    Business of Special General Meeting

           

The business which must be transacted is such business as is previously notified by the Secretary in the notice calling such general meeting or such business as previously notified by the requisition referred to in the notice by the Secretary calling such meeting.


9.3       Executive Meetings


            9.3.1    The executive shall hold its first meeting no later than thirty (30) days following the Annual General Meeting.


                        9.3.2    Further meetings of the executive may be held as set by the executive from time to time.

                       

            9.3.3    Business at Executive Meetings.


                        At meetings of the executive the following business shall be transacted:


  1. Approval of the Minutes of the previous meeting.
  2. Business arising from those Minutes.
  3. Such business as the executive is empowered to transact as provided in Clause 8.
  4. Calling and receiving Reports from Committees, delegates and other persons.
  5. General business.


10.       COMMITTEES


            Pursuant to the powers hereinbefore provided the executive may appoint such Committees as it thinks fit.  However, the executive must appoint the following Committees in accordance with the foregoing rules:


10.1     The Rules and Decisions Committee shall have the power to investigate and make recommendations to the executive with regard to the laws of rugby football. Decisions on matters relating to the laws of the game of rugby football shall be made in the first instance by the Chairperson of the executive for the time being but if the majority of members present at an executive meeting of the Association disagree with such ruling the matter shall be dealt with by the Rules and Decisions Committee whose decision shall be binding on members. The Chairperson of the executive decision shall bind members until the  Rules and Decision Committee gives its ruling or the matter is referred to the NZ Rugby Union for a final decision.


10.2     The Coaching and Evaluation Committee for which a comprehensive set of guidelines are provided in Appendix A to these rules.


11.       PROCEDURES AT MEETINGS


11.1     The President shall preside at the Annual General Meeting and Special General Meetings of the Association. In the absence of the President the present Chairman shall preside. Should neither of these officers be present at the time of the commencement of the meeting the members present shall elect one of their number to preside at the meeting. The officer or member presiding at any Annual General Meeting or Special General Meeting of the Association shall have a casting vote as well as a deliberative vote.


11.2     The Chairperson of the executive shall preside at all meetings of the executive. Should the Chairperson be absent at the time of the commencement of the meeting, the executive members present shall elect one of their number to be a Chairperson for that meeting.


11.3     Quorums


  1. At any Annual General Meeting or Special General Meeting 15 members shall form a quorum.
  2. At any executive meeting a majority of the members (3) shall form a quorum.
  3. At any meeting of any sub-committee a majority of the committee shall form a quorum.


  1. A member of executive may by letter addressed to the Secretary appoint a member of the Association to attend and vote at any executive meeting for that executive member.


  1. Voting




  1. At any Annual General Meeting or Special General Meeting or executive meeting the members present and entitled to vote may by resolution decide that the voting on any particular matter for decision shall be conducted by secret ballot.  Upon such voting being passed, members present shall appoint two (2) scrutineers. The scrutineers shall hand to each member present and entitled to vote one ballot paper and shall conduct and report the result of such ballot in writing to the Chairperson who shall announce the result to the meeting. The ballot papers shall then be destroyed.


  1. Except as provided in Clauses 12, 14, 15 and 16 of these rules, resolutions at any meeting may be passed by a simple majority.


  1. All members of the executive shall be entitled to one vote each at executive Meetings. The Chairperson at any executive meeting of the Association shall have a casting vote as well as a deliberative vote.


  1. Only financial members have the right to one vote each at any general meeting.


  1. Suspension of Meeting Procedure - the meeting procedure of the Association maybe suspended by unanimous vote of the members present at any meeting for the purposes of dealing with matters not provided for in these rules.
  2. PROXY VOTING - In respect of any meeting a vote may be made by proxy. A proxy may be appointed to vote for one or more members and shall be appointed in writing and notice given to the Chair of the meeting before the meeting commences. No particular form of appointment in writing is necessary but the Chairman must satisfy himself that the proxy has been validly appointed as the agent of the member entitled to vote. The proxy may vote as he thinks fit unless the writing appointing him says otherwise.


12.       ELECTION OF LIFE MEMBERS


Any member or ex-member of the Association who has rendered outstanding service to the Association may be nominated to the Executive to consider and approval / decline the recommendation. Once the Executive have made the decision there will be no further voting required. New Life Members will be presented at that years Prize Giving & Awards night. The HBRRA secretary will notify members for any nominations prior to the last Executive meeting before that years Prize Giving and Awards night. A life member shall have such other privileges as may be decided upon by the executive. (amended February 2021)


13.       ANNUAL SUBSCRIPTION AND FINANCE


13.1     The annual subscription payable by a member shall be as decided by the Association at the AGM. Any member whose subscription is not paid by the 1st June in each year shall be subject to such disciplinary measures as the executive shall determine.


13.2     All incoming monies shall be lodged to the credit of the Association in a bank account in its name. All outgoing monies payment of which must be resolved by the executive shall be paid by online banking or by cheque signed by any two members so empowered for that purpose.


14.       BORROWING POWERS


The Association shall in addition to the other powers vested in it have power to borrow or raise money from time to time by the issue of debentures, mortgages, bills, notes, receipts or any other security founded or based on all or any of the property and/or rights of the Association or without any such security and upon such terms as the priority of such borrowing and otherwise as the Association shall think fit but the powers of so borrowing or raising money shall not be exercised except pursuant to a resolution of the Association in a general meeting passed by a two thirds majority.


15.       ALTERATION TO RULES


15.1     Notice of any proposed amendments deletions or additions to these Rules together with the names of the referee’s proposer and seconder of every such amendment deletion or addition must be given to the Secretary in writing at least fifteen (15) days before the Special or Annual General Meeting at which such amendment deletion or addition is to be proposed.


15.2     Such amendment deletion or addition must be carried by a majority of at least two thirds of those present and entitled to vote at the meeting.




16.       WINDING UP


16.1     The Association shall not be dissolved except upon a Motion passed by a two thirds majority of the votes recorded at a Special General Meeting called in the manner provided in these rules and until after all its liabilities have been discharged.


16.2     No addition to or alteration of the aims, personal benefit clause or winding-up clause of the constitution of the Association shall be adopted without the approval of the Inland Revenue Department and the provisions and effect of this clause shall not be removed from this document and shall be included and implied into any document replacing this document.


  1. Upon dissolution any surplus funds available after the payment of all liabilities shall not be paid or distributed among the members of the organization but shall be applied to such object or objects Involving the game of rugby union football as the Association by a majority of votes may decide.