RULES OF THE OTAGO DISTRICT LAW SOCIETY

1. NAME

The Society shall be called 'The Otago District Law Society'.

 

2. INTERPRETATION

2.1 The words 'the Act' wherever used in these Rules shall mean the Law Practitioners Act 1982 and all amendments thereto for the time being in force or any Act passed in substitution thereof and references in these Rules to Sections of the Act shall be deemed also to refer to the equivalent sections of any such substituted Act.

2.2 The words "the District" whenever used in these Rules refer to the district of the Society as determined by the Act.

2.3 The words "Central Otago" whenever used in these Rules shall refer to the towns of Roxburgh, Alexandra, Clyde, Cromwell, Queenstown, Arrowtown, Wanaka and Ranfurly.

2.4 The words "new practitioner" whenever used in these Rules refer to a practitioner who has held a practising certificate for less than 7 years at the date of the Annual General Meeting.

2.5 The words "postal address" shall include DX addresses and any other method of sending documents used by the Society.

2.6 All powers and duties conferred by these Rules on the President may be delegated by the President in whole or in part to any Council member and may be exercised by the Vice-President if by reason of absence, illness or other circumstances the President is unable to exercise such powers or duties..

2.7 The President shall have the power to temporarily appoint a person to exercise the powers of the Secretary during any period that there is no Secretary or the Secretary is unable to perform his or her functions by reason of absence, illness or other circumstances.

 

3. OBJECTS

3.1 The Society is a body corporate pursuant to Section 22 of the Act.

3.2 The objects and functions of the Society shall be to promote and encourage proper conduct amongst the members of the legal profession; to suppress illegal, dishonourable, unfair or improper practices; to preserve and maintain the integrity and status of the legal profession; to provide opportunities for the acquisition and diffusion of legal knowledge; to consider and suggest amendments of the law; to provide means for the amicable settlement of professional differences; generally to protect the interests of the legal profession; to protect the interests of the public in relation to legal matters; and to perform and exercise the functions and powers conferred upon the Society by statute and otherwise.

 

4. MEMBERSHIP

4.1 The Society shall comprise of every person who is the holder of a current practising certificate as a barrister or solicitor or both and who has his or her place of business in the District or where there is more than one place of business, his or her principal place of business within the District.

4.2 The Society may admit to membership as a non voting member any person enrolled as a barrister or solicitor who does not hold a current practising certificate as a barrister and solicitor or both and is admitted to membership with the leave of and subject to such conditions as are imposed by the Council from time to time.

4.3 The Society may admit to membership as an Associate Member any person who is not otherwise eligible to be a member of the Society pursuant to these Rules and who may be elected by the Council to Associate Membership of the Society at the pleasure of the Council subject to payment of such annual subscription as the Council from time to time prescribes.

4.4 Non voting members and associate members shall not be eligible to become or remain members of the Council or to nominate or vote for members of the Council or to vote at or requisition meetings of the Society or to receive notice of such meetings, nor shall such members be regarded as part of a quorum at general meetings.

 

5. ROLL BOOK

5.1 The name, classification, postal address and each business address within the District of every member shall be entered in a book, to be kept by the Secretary for the purpose, to be called the Roll Book of Members.

5.2 The Roll Book of Members shall, for all the purposes of the Society, be considered prima facie as containing a correct list and classification of the Members and of their postal addresses and places of business, and every letter or notice relating to any matter concerning the Society, which shall be sent by the Secretary or by the Council. or otherwise, pursuant to the Rules, By-laws or Regulations, to a Member by the post, addressed to the member by the name and postal address entered in such book, shall be deemed to have been properly sent and such Member shall be deemed to have sufficient notice of the contents of such letter or notice from the time it should have reached the member in the ordinary course of post.

5.3 It shall be the duty of the Secretary to produce such Roll Book at the Annual and any Special General Meeting of the Society.

5.4 Any member changing his or her postal address or place of business shall notify the Secretary who shall make the necessary alterations in the Roll Book.

 

6. THE COUNCIL

6.1 The affairs of the Society shall be managed by Council consisting of members of the Society.

6.2 The Council shall comprise the following:

(a) A President.

(b) The immediate Past President.

(c) A Vice-President.

(d) Five ordinary members or six ordinary members if the immediate Past President is unable or does not wish for any reason to continue as a member of the Council.

(e) An Oamaru representative who shall have his or her principal place of business in Oamaru and who shall be elected by practitioners having their principal place of business in Oamaru only.

(f) A Central Otago representative who shall have his or principal place of business in Central Otago and who shall be elected by practitioners having their principal place of business in Central Otago only.

(g) A representative appointed by the Otago Women Lawyers Society who shall notify the secretary in writing of the appointment prior to the Annual General Meeting.

(h) A new practitioners representative who shall be a new practitioner and elected by new practitioners only.

6.3 All of the above officers and ordinary members (except the immediate Past President who shall take office ex officio) and the Otago Women Lawyers Representative shall be elected annually as hereinafter appears and shall hold office until the appointment of their successors.

6.4 The President shall direct the date, place and time of ordinary Council meetings.

6.5 The Secretary shall convene an extraordinary Council meeting within fourteen days of receiving a requisition from three members of the Council specifying the object of meeting.

6.6 Seven days notice shall be given to all members of Council of each Council meeting specifying the date, place and time of the meeting.

6.7 At every meeting of the Council three voting members shall form a quorum.

6.8 The Council may from time to time appoint sub-committees of the Council for such purposes as the Council may think fit and such sub-committees shall have power to co-opt other members of the Society.

6.9 The Council may delegate to a Committee of Council the administration of any matter within the powers of the Council and not by law required to be administered by the Council as a whole.

6.10 The Council may from time to time make or alter such by-laws not inconsistent with these Rules, as it may consider advisable for the management and control of any Law Library established, maintained or controlled by the Council and in respect of any other matters not dealt with by the Rules and/or revoke the same.

7. ANNUAL ELECTIONS

7.1(a) Nominations for all elections to the Council shall be in writing signed by two members of the Society with the consent of the nominee endorsed and shall be left with the Secretary no later than the second Friday in February of each year.

(b) Notice of the date on which nominations close shall be embodied in or accompany the notice of the annual general meeting.

(c) If the number of candidates nominated for any office equals the number of vacancies the President shall declare those nominated to be elected.

(d) If a person is a candidate for election to more than one office the result of the election to the higher office shall be declared first and if that person is successful in election to the higher office that person's other candidatures shall be void. For the purposes of this clause all offices shall be deemed higher than that of ordinary member.

(e) If the number of candidates for any office is less than the number of vacancies the President shall declare those nominated to be elected and the Chair at the Annual General Meeting shall call for nominations for any office then vacant. If such nominations exceed the vacancies a ballot shall be held at the meeting.

7.2 If the number of candidates for any office is more than the number of vacancies a postal ballot shall be held in the following manner:

(a) The Secretary shall forthwith after the date on which nominations close, post to each member of the society at the postal address appearing in the Roll Book:

(i) A voting paper containing in alphabetical order of surnames, a list of all the duly nominated candidates for all offices except the Oamaru Representative, Central Otago Representative and New Practitioners Representative.

(ii) Directions as to voting;

(iii) Where the member has his or her principal place of business in Oamaru, a separate voting paper containing in alphabetical order of surnames, a list of all the duly nominated candidates for the Oamaru Representative if that position is contested;

(iv) Where the member has his or her principal place of business in Central Otago, a separate voting paper containing in alphabetical order of surnames, a list of all the duly nominated candidates for the Central Otago Representative if that position is contested;

(v) Where the member is a New Practitioner, a separate voting paper containing in alphabetical order of surnames, a list of all the duly nominated candidates for the New Practitioners Representative if that position is contested.

(b) If the Secretary is satisfied that any member has not received or has lost or spoiled the voting paper, that member shall be entitled to receive a voting paper and complete same in manner hereinafter provided at any time prior to the closing of the ballot.

(c) The voting paper shall be in the form or to the effect following with such additions or modifications as the Council may in any particular case deem necessary whether by reason of a candidate being nominated for more than one office or otherwise:-

"Council of The Otago District Law Society

Voting paper for use at election to be held on day the day of 20 for (President and/or Vice-President, and/or and/or new practitioners representative and/or ordinary member of the Council or Oamaru Representative or Central Otago Representative as the case may be).

 

CANDIDATES

Directions:

(1) The voter must vote for no greater number of candidates than there are vacancies.

(2) The voter must strike out the name of any candidate for whom the voter does not wish to vote.

(3) This voting paper must be enclosed in a sealed envelope with the name of the voter legibly appearing on the outside of the envelope.

(4) The voting paper must be delivered at the office of the Secretary no later than 4 p.m. on the day before the AGM or the 4th Friday in February, whichever day comes first, at which time the ballot shall close."

(d) A voting paper shall be informal in any of the following cases:

(i) The voter is disqualified from voting under clause 19 hereof.

(ii) The voter is disqualified from voting under the Society's Rules;

(iii) If the name of the voter does not appear legibly on the outside of the envelope.

(iv) If the number of candidates whose names have not been struck out is greater than the number of vacancies to be filled.

(v) If the envelope containing the voting paper is delivered after the closing of the ballot.

(vi) In respect of any election of the Oamaru Representative, if the member does not have his or her principal place of business in Oamaru.

(vii) In respect of any election of the Central Otago Representative, if the member does not have his or her principal place of business in Central Otago.

(viii) In respect of any election of the New Practitioners Representative, if the member is not a new practitioner.

(e) The President shall appoint not less than two scrutineers being members of the Society who are not candidates for office.

(f) As soon as practicable after the time fixed for the closing of the ballot:

(i) The Secretary shall notify the scrutineers of the names of all members whose voting papers will be informal pursuant to sub-paragraphs (i), (ii) and (v) of paragraph (d) of this rule and such envelopes shall be put to one side and not opened; and

(ii) The envelopes containing the voting papers shall be opened by the Secretary and one or more of the scrutineers appointed for the purpose by decision of all the scrutineers and they shall determine the formality of voting papers in terms of sub-paragraphs (iii), (iv), (vi), (vii) and (viii) of paragraph (d) of this rule. The scrutineers shall then count the votes recorded for each candidate.

(g) If by reason of any equality of votes given for two or more candidates the election is not complete the President in the presence of all scrutineers shall decide by lot which of such candidates shall be elected and thereby complete the election.

(h) On completion of the count the scrutineers shall prepare a certificate showing the number of valid votes cast for each candidate and deliver such certificate to the President of the Society.

    1. The President may announce the result of the election prior to the annual general meeting and shall declare the result at the annual general meeting

(j) Any omission on the part of the Secretary to forward a voting paper to any member entitled to vote shall not invalidate the election.

 

8. CASUAL VACANCIES ON COUNCIL

If any vacancy shall occur on Council, the remaining members of the Council may appoint a member of the Society to fill such vacancy for the unexpired term of the office.

9. OFFICERS

9.1 A Secretary and any other officers deemed necessary for the conduct of the affairs of the Society shall from time to time be appointed by the Council upon such terms as the Council may think fit and they shall be paid out of the Society's funds such remuneration as the Council may from time to time determine.

9.2 The Secretary shall, subject to the directions of the President conduct all correspondence and routine business of the Society which may arise between the monthly meetings and shall report to the Council such business as shall have been transacted at the next meeting.

9.3 The Council may from time to time appoint a Barrister or Solicitor to act for the Society who shall be paid out of the Society's funds such fees or remuneration whether as Solicitor or Barrister as the Council shall from time to time determine.

10. AUDITOR

An Auditor not being a member of the Council shall be elected at each Annual Meeting and shall be paid such remuneration as the Council determines.

 

11. RESIGNATION

Any member of the Council or any officer of the Society may resign by a signed letter addressed to the President or Secretary.

 

12. ANNUAL GENERAL MEETING

12.1 The Annual General Meeting of the Members of the Society shall be held in the month of February or March in each year as the Council may determine.

12.2 The Secretary shall send twenty-eight clear days written notice of the Annual General Meeting to each member.

12.3 At each Annual General Meeting a report of the Council and financial statement and balance sheet signed by the Society's auditors shall be submitted to members and the Secretary shall send a copy of such report, financial statement and balance sheet to each member at least 14 days prior to the date of the meeting.

12.4 Any business not specified in the notice calling the Annual General Meeting may be transacted by the meeting by leave of the chair unless upon the objection of any member of a majority of those present at the meeting decide that such business be not considered or transacted by the meeting.

 

13. SPECIAL GENERAL MEETING

13.1 A Special General Meeting may be called at any time and on such notice as the Council or the President thinks fit.

13.2 Upon receiving a requisition in writing signed by at least seven members of the Society the Secretary shall forthwith by at least seven days notice in writing convene a Special General Meeting of the members to be held at the expiration of not less than seven and not more than fourteen days from the receipt by the Secretary of such requisition. The requisition and the notices convening the meeting shall specify the business to be considered at such meeting and no other business shall be dealt with at the meeting.

 

14. POWERS OF THE CHAIR

14.1 At every meeting of the Council or of the Society the function of Chair shall be taken by the President or Vice-President or in their absence a person chosen by the meeting.

14.2 The Chair shall:

(i) In the event of the Chair leaving before the close of the meeting, appoint a substitute who shall have all the powers of the Chair.

(ii) Have a deliberate and casting vote.

15. DELEGATES TO THE NEW ZEALAND LAW SOCIETY

The requisite number of members from the Society to the Council of the New Zealand Law Society shall be elected by ballot at the Annual General Meeting from persons nominated at the meeting.

 

16. QUORUM

16.1 No business shall be transacted at any Annual or Special General Meeting unless 10 of the Members are personally present thereat.

16.2 If within half an hour from the time appointed for the meeting the required number of members be not present the meeting, if a Special General Meeting, shall lapse without prejudice to the calling of another meeting for the same purpose; if an Annual General Meeting, it shall stand adjourned for one week at the same hour and place and thence from week to week until the requisite number of members be present thereat.

 

17. MINUTES

Minutes shall be recorded in books, to be kept for that purpose, of the proceedings of all meetings of the Society and of the Council and of the names of the meetings attending the same. At each annual general meeting the minutes of the last annual general meeting and any subsequent special meetings shall be confirmed by a resolution and, if confirmed, shall be signed by the Chair of the meeting confirming the same.

 

18. ADJOURNMENTS

Any meeting of the Council or of the Society may be adjourned from time to time.

 

  1. DISQUALIFICATION FROM HOLDING OFFICE OR VOTING

19.1 A member shall be disqualified from:

(a) Holding any office or seat on the Council;

(b) Voting on any ballot or at any meeting of the Society; or

(c) From joining in a request for a meeting;

if -

(d) The annual practising fees or any further fees or any levy to the Solicitors Fidelity Guarantee Fund or any other levy or sum payable to the Society is unpaid except to the extent that the New Zealand Law Society has authorised payment of any such contribution or levy to the Solicitors Fidelity Guarantee Fund by installment and the member has paid all installments due; or

(e) Any fine or levy imposed by the Society is unpaid.

19.2 For the purposes of a postal ballot, the relevant date for determining whether or not payment has been made is seven days prior to the date on which the ballot closes.

 

20. IRREGULARITY OF MEETING

In case any irregularity shall occur in the conduct of any General Meeting, Council meeting or in any election or other proceedings at any such meeting and the same shall not be noticed and objected to at the time all proceedings of such meeting shall be of the same force and validity as if no such irregularity had occurred; but if any irregularity shall be noticed and objected to the meeting shall decide thereon and such decision shall be final and conclusive.

 

21. PRIVATE PECUNIARY PROFIT CLAUSE

21.1 No member of the Society or any person associated with a member shall participate in or materially influence any decision made by the Society in respect of the payment to or on behalf of that member or associated person of any income, benefit, or advantage whatsoever.

21.2 Any such income paid shall be reasonable and relative to that which would be paid in an arms length transaction (being the open market value).

21.3 Clause 21.1 and 21.2 shall not be revoked or amended except in the circumstances set out in clause 22.3.

 

22. AMENDMENT TO RULES

22.1 These Rules may be repealed, altered or added to at any Annual or Special General Meeting, provided that notice of any proposed repeal, alteration or addition shall be forwarded by the Secretary to the members of the Society not less than seven days prior to the meeting. The meeting may amend such proposals.

22.2 Any repeal, alteration of or addition to the Rules must be carried by two-thirds of the votes of the members present at such meeting.

22.3 No addition to or alteration of or recission of the preceding clauses 21.1, 21.2 or 21.3 or this clause 22.3 shall come into force until one month after notice of the addition, alteration or rescission is given to the Commissioner of Inland Revenue.

23. FINANCE

23.1 The financial year shall close on the 31st day of October in each year and as soon as convenient thereafter a full audited statement of the receipts and expenditure of the Society during the preceding year shall be prepared for and shall be submitted at the Annual Meeting.

23.2 All the funds of the Society, including moneys received pursuant to the provisions of the Act and these Rules shall unless received by the Society for any particular purpose be available for all purposes of and incidental to the objects of the Society or authorised by these Rules.

23.3 All moneys paid to or received by the Society shall be paid to the credit of the Society at such Bank or Banks as the Council may from time to time appoint.

23.4 The Council shall have the power to invest the Society’s funds in such manner as it thinks fit.

23.5 All disbursements, except petty disbursements, shall be made by cheque on such Bank or Banks as the Council may from time to time appoint.

23.6 The Council may refund to members any travelling or other out of pocket expenses properly incurred in attending meetings of the Council of the New Zealand Law Society or any Committee thereof or in connection with any other business of the Society.

23.7 The Society may by resolution impose on members of the Society an annual levy or levies of an amount and for such purposes as may be determined by the Society by resolution or an amount to be determined by the Council pursuant to a prior resolution of the Society authorising the Council to fix and determine the amount of such levy. Such levies shall be recoverable as a debt due to the Society.

24. BODY CORPORATE SEAL

The Seal of the Society shall be such as the Council from time to time determines, and shall not be affixed to any document except in pursuance of a resolution of the Council and shall be countersigned by three members of the Council.

25. REPEAL

All rules existing immediately prior to these Rules coming into operation are hereby revoked; provided that such revocation shall not affect:

(1) The validity, effect or consequence of anything already done or suffered.

(2) Any existing status or capacity.

(3) Any right, interest or title already acquired, accrued or established or any remedy or proceeding in respect thereof.

(4) The proof of any past act or thing.

(5) Any by-laws made under the previous rules.

(6) Notwithstanding the revocation of such rules, every power and act necessary to complete, carry out or compel the performance of any subsisting right may be exercised and performed in all respects as if the said rules continued in force, or may be exercised or performed under any substituted provisions of these rules adapted thereto and all offences committed or penalties incurred before such revocation may be prosecuted, punished and enforced and notices or demands in respect thereof given or made as if such rules had not been revoked.

law/rules1