|
1 | | -# Still to be agreed by entire committee |
| 1 | +# Procedural changes and other consequences |
2 | 2 |
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3 | | -- [x] 6.2 Borrowing via GM retained<br> **-> yes, retained** |
4 | | -- [x] 33.2/33.3 term limits (and when the counting starts)<br> **-> remove, possibly |
5 | | - introduce as bylaw** |
6 | | -- [x] 37.6 Right to be forgotten (new)<br> **-> yes, add, pending lawyer's confirmation |
7 | | - of wording** |
8 | | -- [ ] 32.1.(i) "Any such appointment must be ratified at the next Annual General |
9 | | - Meeting." Given that we have 1 year terms that seems pointless - remove? |
10 | | - |
11 | | -# Questions for lawyer |
12 | | - |
13 | | -- [x] 15.1.(iv)(b) "In the opinion of the Committee the Member has brought the Society |
14 | | - into disrepute." - listed separately from a dispute resolution result 15.1.(ii) |
15 | | - and thus bypassing it? What would be a practical situation where this is |
16 | | - justifiably used?<br> -> **Clause 15.1.(iv)(b) uses the concept of a Member |
17 | | - bringing the Society into “disrepute”. The inconsistency with a person expelled |
18 | | - under a dispute procedure is inherent in the MBIE Constitution Builder where the |
19 | | - “disrepute” provision is selected as an additional provision. An example is a |
20 | | - member having a social media account which refers to the Society while posting |
21 | | - statements that are defamatory or racist.** |
22 | | -- [x] 34.1.(ii) Similarly, "in the opinion of the Committee or the Society" this |
23 | | - determination of disrepute seems to bypass the dispute resolution process? What |
24 | | - would be a practical situation where this is justifiably used?<br> **Clause |
25 | | - 34.1(ii) is similar and relates to an Officer. Again, there is an inconsistency, |
26 | | - and it would be prudent for both provisions to be amended to clarify that the |
27 | | - dispute procedures can be invoked by an Officer or Member where the Committee |
28 | | - proposes to pass a resolution about “disrepute”.** |
29 | | -- [x] Further to the above two clauses, there is 17.2. distinguishing between a |
30 | | - "disciplinary" and a dispute resolution process. Wondering if a GM is required to |
31 | | - re-admit a former Member, maybe it should only be a GM that can perform a |
32 | | - "disciplinary process" - or is that impractical?<br> **--> see above** |
33 | | -- [x] 42.3.(iv) "or Member's rights or interests generally have been damaged" - does |
34 | | - this not open us up to disputes that are unrelated to the society (other than the |
35 | | - parties are members)? Potentially leading to mediation costs covered by the |
36 | | - society? (based on a true story)<br> **->Clause 42.3(iv) has a clear meaning if |
37 | | - the MBIE language is used being “a Member's rights or interests as a Member”, but |
38 | | - the first apostrophe has been omitted from your draft Constitution. I recommend |
39 | | - reinstating the apostrophe.** |
40 | | -- [x] 11.1, 12.1, 12.3, 15.1.(i) We are wondering whether the submission of online forms |
41 | | - and sending of emails covers the requirement "in writing"?<br> **-> In my view, |
42 | | - the submission of online forms and sending of emails satisfies the "in writing" |
43 | | - requirement.** |
44 | | -- [x] 37.6 I hope our intent is clear. Is this suitable wording for a "Right to be |
45 | | - forgotten" clause?<br> **-> I think that the wording is suitable, although it |
46 | | - could be amended to permit retention for say 12 months, rather than refer to the |
47 | | - financial year of the Society. <br> [...] <br> I note that it could make the |
48 | | - operation of section 17 (applications by former members) difficult.** |
49 | | -- [x] 13.1 and 37.2(iii)(b) - we do not want to force people to provide their phone |
50 | | - number - name and email address is sufficient for us. So we would like to strike |
51 | | - this requirement to collect and store the phone number as part of the member's |
52 | | - contact details. Is there a legal requirement to keep it, or can we just adjust |
53 | | - 13.1 to "optionally a phone number" and strike 37.2(iii)(b) to "a phone number, if |
54 | | - provided" ?<br> **-> I regret to advise that this a legislative requirement and |
55 | | - applies in relation to both Members and Contact Persons, but not Officers. Section |
56 | | - 5(2)** |
57 | | -- [x] 6.2 "(if any)—" - Can we just delete this - looks like a superfluous leftover from |
58 | | - the constitution builder?<br> **-> I agree that the words “(if any)” in Clause 6.2 |
59 | | - ought to be deleted.** |
60 | | -- [x] COMMENT BY LAWYER: "Clause 32 relates to election of officers and in clause |
61 | | - 32.1(i) requires appointments of Officers made between AGMs by the Committee to be |
62 | | - ratified. This adopts the MBIE Constitution Builder language, although I am not |
63 | | - sure what is the effect of an AGM not ratifying the appointment. Where there are |
64 | | - Officer terms of more than 1 year, ratification or election at the next AGM makes |
65 | | - sense, but in my view not otherwise (as in the present instance where Clause 33.1 |
66 | | - provides for appointments for 1 year to the next AGM)."<br> **-> committee to |
67 | | - confirm removal (see above)** |
68 | | -- [x] CONFIRMED BY LAWYER: 2.1 can just read "The **Society** is registered as a |
69 | | - charitable entity under the Charities Act 2005." - there is no timing issue with |
70 | | - re-registration so we don't need "or intends after incorporation" which could make |
71 | | - readers wonder whether we actually are registered as a charity. |
72 | | - |
73 | | -# Bylaws |
74 | | - |
75 | | -These have now all been drafted. |
76 | | - |
77 | | -- [x] Membership |
78 | | - - [x] Runs 1 Jan-31 Dec, initial fee proportionate |
79 | | -- [x] Bank Accounts and Cards |
80 | | - - [x] Mechanism main/card |
81 | | - - [x] AGM mandate (treasurer/secretary signatories no longer explicit in constitution) |
82 | | -- [x] Term limits |
83 | | - - [x] Rotation for key positions (chair, deputy chair, treasurer, secretary) |
84 | | -- [x] Event Organisers |
85 | | - - [x] Goals / Relationship |
86 | | - - [x] Commitment |
87 | | - - [x] Events HOWTO |
88 | | -- [x] Code of Conduct |
89 | | -- [x] Activities (formerly 2b/2c/2d - meetups, KPC, inclusivity (code of conduct)) |
90 | | -- [x] Transparency |
91 | | - - [x] Minutes of AGM -> publish to members (/public?) |
92 | | - |
93 | | -# Consequences |
| 3 | +In order to actually follow our new constitution, we'll need to make some changes. |
94 | 4 |
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95 | 5 | - [ ] (Vice) President -> (Vice) Chairperson (email / alias, 1Password, website, |
96 | 6 | HelloClub) |
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