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NO. 2 DISTRICT FEDERATION OF NEW ZEALAND, FOOTBALL INCORPORATED RULES SHIEFF ANGLAND LAWYERS AUCKLAND TABLE OF CONTENTS IvTERPRETATION oniecrs. 7 ‘GENERAL POWERS. Fe AND THE LAWS OF THE Ga MEMBERSHIP. PRIVILEGES AND OBLIGATIONS OF MEMBERSHIP. [APPOINTMENT OF HONORARY MEMBERS. 10 APPOINTMENT OF UFE MEMBERS. 7 32 THEBOARD 13 PROCEEDINGS AT BOARD MEETINGS. 114 POWERS AND DUTIES OF THE BOARD. 15 OFFICERS OFTHE DISTRICT FEDERATION. 16 THEDISTRICT FEDERATION AND NZ. 17 PRINCIPAL AND OPERATIONAL RESPONSIBTIES AND ARRANGEMENTS. 38 MINUTES, 419° REGISTERED OFFICE. 20. PRIVILEGED COMMUNICATIONS AND INDEMNITY 21 APPLICATION OF THE DISTRICT FEDERATION RULES, 22, REGULATIONS OF THE pIsHICT FEDERATION 23 GENERAL MEETINGS, os 24 POSTAL BALLOTS. 25. FINANCIAL. 7 26 compenmons. 27 DISTRIBUTION OF RULE, REGULATIONS AND MATERIALS 28 OWNERSHIP AND USE OF INTELLECTUAL PROPERTY 29, SPONSORSHIP 30. misconouct. a1 assures, 2 COMMON SEAL. 33 WINDING UP a4 nomics. as 20 2 2 2 23 23 a 28 23 29 20 - 20 : a1 z a2 'NO. 2 DISTRICT FEDERATION OF NEW ZEALAND FOOTBALL INCORPORATED RULES aa INTERPRETATION Inthese Rules and unles the context otherwise requires 14a 12 aan aaa aaa aaa AGM means the Annual General Meeting ofthe Distt Federation. Annual Congress means the Annual Congress of NZF. Board means the Board of the District Federation constitute in accordance with Rule 12 Chairperson means the person who sat any particular time the chairperson ofthe SBoardin accordance with Re 12 Chit Executive means any Che! Executive Office rom time to time appointed by ‘the Distt Federation, ‘lub means any Club, whether Incorporated oF not formed andl 2perating forthe purpose of paying Football in competitions run or promote by the Distct Federation thats approved and duly estore by the District Fedeation, ‘ub Delegate means the person appointed ab @ Delegate by a Club under Rule 20, ‘lub Representative means 2 person elected asa Representative ofa Club under Rule 238, Congress means 2 general mestng of Members of NZF. Congressts may be Anal or Speci Distt Delegate means a person, other than 2 District Representative, who i authorised bythe District Federation tobe its delegate ata Congres of NZ. District Federation means the No, 2 Disict Federation constutd in accordance sith these Rls, Distr federation means. a Reglonal Assocation, a defined inthe ZF Statutes, District Representative means the person elected or appointed by the District Federation a5 the authorised representative ofthe Dstt Federaton ta Congress of NZ Federation District means the geographic district of the Distt Federation a5 ‘determined from time to time in aecordance with Rule 16.3 and the Schedule. FIFA means the Federation Internationale de Football Assocation. 411.16 Football or Game means the game also known as Association Focbll as governed International by FA 411.7 General Meeting means a general meeting of the Members of the District Federation. General Metings may be Annual or Special {1.8 Honorary Member means an Honorary Member of the Disict Federation in accordance with Rle 3, 1129 Intellectual Property has the meaning refered to in Rule 28.1 1.1.20 Incorporated Socitis Act means the Incorporated Socetis Act 198, 1.1.21 Laws OF The Game means the laws of the Game of Football as nore particularly refered ton Rule 5.2 1.122 Ue Member means 2 Life Member of the District Federation In acordance with fle 1.123 Major Teansactions means any transaction ofthe type refered to inRule 148. 1.1.24. Member means Member of the Disc Federation n accordance with Rule 6 414.25. NZF means New Zealand Football incoxporated 414.26. NEF Member means 2 member of NF 411.27 NZF Regulations means any regulation made by NZF, however che regulation is described 414.28 NZF Statutes means the statutes of NZFand als includes all Regulations, blows and subordinate promlgations of ZF 411.29 Officer means an Officer of the District Federation appointed In accordance with these Rules 11.30 Postal Ballot means a ballot held in accordance with Rue 26. 414.31 Presdent means the President ofthe District Federation appointed in accordance ath the Rules, 414.32, Regulations meane any Regulations ofthe Distt Federation made under Rule 22, 414.33, Rules means these Rules and Rule meons a portcula Rule within hese Rules. 1.136 Selection Committee means the Selection Committee, the constitution and ‘operation of whichis refered ton Rules 12.14 vo 12.16. 4.135 sem means Spciel General Meting of the Members ofthe District Federation, 1.16 SPORTNZ means Sport New Zealand, formery known as SPARC and prior to that the Hilry Commision, andincudes any successor body 2 aa aa In these Rules unless the context requires otherwise 1.2.1 words importing the singular include the plural and vce versa; 1.2.2 wordsimporting any gener include alother gnders 1.2.3 words importing persons include corporations al bodes and asodtions corporate for unincorparsted and vie versa and includes their personal representatives, Successors assigns ad transferees; 1124 ny reference to a statte oF statutory provision includes any sttutory provision whe 2 amends, extends, consolidates or replaces oF > hasbeen amended, extended, consolidated or replaced by, that statute or statutory provision and any ater orders, regulon instruments oF other subordinate lgisation made unde that statute or statutory erosion; 4125 headings are included for convenience only and will ot affect the interpretation and onetruction of these Rules or any Schedule; 412.6 alleferences to dates ad times are to dates and times in New Zealind; 4127 allreterences to S" and "dolar" and monetary payments are references to the Tawrul currency of New Zealand 1.2.8 any reference to writing inode facsimiles the tranemison of which i verifiable by production ofa transmission conto eport Indicating trensmision without error, 129 2 reference to “lacludes’ or “Including” means includes, witheut limitation oF including, without imitation spectively. NAME The name of the Society Is the Ho. 2 Distt Federation of New Zealand Football Inconporated “The objects for which the District Federation is estblshed ae to 2:12 foster, advance, promote and contol the playing of amateur Football in the Federation District and in acordance with the HF States andthe Laws ofthe 3:12 Encourage the playing and growth of Football inthe Federation Dar including by promoting organisstion of Football mates a al lavels and by providing such other Support asis appropiate 3:13 Fund via levies, sponsorship, donations and all other appropiate means the evelopment of Foetbal within the Distt Federation, 3:14 Promote a high standard of play, training, development and perfornance within the ‘Game the Federation Dict 3:15 Encourage and conduct competitions within the Federation Cistct and with members of other ast federations. 3.18 Support and asi the development of fnancily sound clubs 3.17 Foster cooperation and encourage friendly relations between distri federations and between Clubs, and Between a Distt Federation players, oficial and other ‘Members and ato witha other NZF members, 3:18 create opportunities for al participants in the Game within the Federation Dstt, Incuting players, coaches, ofials and administrators to reach the potenti 3.19 Actas the superior authorty frail matters eating to Footbal within the Federation District, except as provided in these Rules, the Regulations, the NZF Statutes an the INF Regulation. 3.110 Maka, adopt, vary and publish the roles, regulations, bylaws and any other conditions in accordance vith Rle 16.2 for the regulation ofa aspect of Foetal in the Federation Distt and, where appropriate, elsewhere in New Zealand and to take all such steps as shal be deemed necessary or advisable or ae required by NZF for enforcing uch rules, regulations and by-laws SAL. Take all such steps as shall be deemed necessary or advisable for preventing iningerents of the laws ofthe Game oF other improper methocs or practices in the Game within the Federation District and for protecting the Gan rom abuses 4.1.2 Proude means for and to endeavour to decide and sete al dfaxences that ay arise between Members or involving Members In relation to Foatball including in relation to due compliance withthe Laws of the Game and to make such provisions for enforcing any award or decision as the Diet Federation or NZF (a8 the case maybe) shall deem proper 3.113 Do all such things that are Incidental or conduc to the atalnment ofthe above objects GENERAL POWERS General Powers ‘he Distret Federation shall have all the powers of @ natural person under the laws of New Zealand inching without limiting the foregoing all powers necessary or desirable forthe attainment oft objects but subject in ll cases t these Rule, the NZ Statutes an the NZF Regulations 42 a4 4s. 46 52 Power to make Rules and Reguations ‘The District Federation shall have the power to make, adopt, vary and publish rues, regulations bylaws and other condons subject to the procedute 3s provided in Rule 16.2. ‘The Distt Federation shal nt and noting expressed or implied in these ules shall permit the activites ofthe District Federation to be eared on fr the personal pcuniry profit of any offer or executive ofthe Distt Federation or associated person ef such officer or ‘executive nr shall any dstribution, whether by way of money, property oF otherwise be made to any such oer, executive or associated person except where the heome bene of ‘tvantage derived from 43.1 Serves provided to the District Federation rendered inthe cours of business and charged at greater than curent market rates, 143.2 Intereston money ent at no greater than current market ates, For the purposes of Rule 4.3 such offer, execute o associated person stl be deemed to erie 8 personal pecniary prot inthe following ckeumstances.f move, property Ot ‘assets ae lent or leased to suth person at less than current commercial rates having regard tothe nature and terms ofthe transaction, For the purposes of ules 4.4 an 149 such officer, executive or associated person shall be deemed to have a personal pecuniary interest in transaction ofthe type referred to where that person: 45.1. tsa Shareholder or Director of any company which party tothe transaction; oF 452. tea Settr or Tstoe of a trust ora Sharchalder of any company which party to ‘such transition, For the purposes of ful 43 and Rule 14.9 the meaning ofthe term “aszolaed person” iss that term s defined in the income Tax Act 1984, [Nz sa member of FIFA and is recognised by FIFA. 3s the controling authory for Fecal New Zeland, ‘The aus ofthe Game sll be the laws, statutes and ules as set down and interpreted from time to time by FIFA (and subject to any variations reuied for New Zelard ae determined ‘by NZF rom time time). The laws ofthe gate shall be observed by the Dirt Federation and by ll Members an all matters eating to the Game in New Zealand shall be carried out In ecordance with these laws as determined interpreted and added to by NF, MeMaERsiiP "Membership ofthe District Federation shal be confined to the following: 6.11 Officers of the Dist Federation 7a 7a 74 18 76 The offices ofthe Disc Federation, during their respective terms of office. 6.12 Board ofthe District Federation ‘The members ofthe Board ofthe Distr Federation during their epecive terms of ofc, 613 Honorary Members ‘All Monorry Members ofthe Disviet Fderation, 6.14 Life Members [Al Life Members ofthe Distt Federation 6.15 Players, Coaches, Offi and Adminstrator, ete ‘Al registered players, coaches or payer coaches releres, other ofc iministrators anda other cub members within the Federation Dict. 646 Clube AILClus rom tne to time established within he Federation Disret. 5.17 Dstt Federation Employees ‘Allpald employees of the District Federation shal be ented ta be Members anal ‘employees in postions of responsi shal be required to be Members, PRIVILEGES AND OBLIGATIONS OF MEMBERSHIP Every Member shall strcy observe these Rules as amended from time tt, Every Member shall strict observe the standard of ethical and sporting conduct which NZF may om time to time prescribe very Member sal pays and when de, all contributions, es, levies or subscriptions of fever kind for which it or he oF she may Be or become lable in accordance wth the Rules and the Regulations and NZF Statutes. Every Member shall furnish to the Board the infomation and partir including that Member's adaress and occopation, together wth any changes, which the Board may fom time to time reasonably require. This Information sal, where the Board so determines, be supplied trough the relevant Cu, ‘The Board shal cause a Register tobe kept ofa Members. By virtue of thelr membership Members consent as a condition of membershpt the District, Federation and/or N2F making such use, consistent with the objectwes of Dstt Federation and/or NZ, of Member information held by District Federation and/or NZF a5 the Board or NEF may from time to ime see ft 78 aa 83 92 93 To participate inthe District Federation's competitions any Cub must be, regtred and afflted with the Dstt Federation. Unless in _parcular case establishment as an Incorporated society 1+ not possible prospective Club members shal be incorporated or shal agree to become incorporated upon acceptance provided thatthe Dstt Federation may accept asa member on sich terms 38 ‘maystiplate a Cl, school or other organisation which not incorporated CESSATION OF MEMBERSHIP Any Member of the District Federation, whether an ndudual o a Cub oratherenty, may Bt the dlscretion of the Board cease to be a Member ofthe District Federation and be Femoved from membership i any of te folowing events B11 ifthenember resigns 8.12 tf the Member fas to duty pay his, her oF annual registration fee or any other monies that may become due on any basis from the Member to the Dist Federation 8.13 Ifthe Member is disqualified by the Distt Federation acting by and trough the Soard at its sole lscretion but subject to appeal to the HF. B:L4 Ifthe Members qualified by NZ from being a member of NZF. Lapse of membership for nom payment of fees due tothe Dstt Federatin in accordance ‘with Rule 11 shall ccurf payment snot made bythe later of one (2) roth ofthe due Gate or such later date asthe Board may alow at Is Sole dscretion to meet extenuating Disqualification ofa Member under Rule 8.1.3 shall occur only at a meeting ofthe Board resoiton is passed by 3 majonty of not lee than two thids {2/3} of those present to Femove such Member from Membership (and where the Member in question is 3 Board ‘member then the major shal be caleulted excluding that person. /APPOINTAENT OF HONORARY MEMBERS Honorary Members shal be chosen from among players, ofcias and supporters who have ven lenthy service or made major contbutions for the support and bensit of the Game within the Federation Distr. Honorary Members shal be elected on and may be remove by the monty vote of those present and entitled to vote at he GM, ‘Any Member may propese another Member as an Honorary Member and must forward 3 bit account of the candidate's service and/or conteibution to the Board net ter than forty {20} days or such eter date asthe Board may allow) before the date for hoding the AGM at ‘which the nomination so be consderes, ‘This hall then be farwardedtoall the members ofthe Board for their consideration. The Board may, In is absolute dicretion, decide wether or net to recommend the election to the AGA. If recommended the nomination Should forwarded to Clubs not ater than twenty-eight (28) days ror to the AGM (or such later date a the Board may allow, 94 102 a 2 ma {i Presidents ofthe District Federation automatialy become Honorary Members of the District Federation upon retirement unless remaved from offieprlor to te expiry of their terms, [APPOINTMENT OF LIFE MENBERS fe Members shall be persons who have provided outstanding spec services or made ‘outstanding contribution tothe Game within the Federation Dist. Ute members shall be elected on (and may be removed by) the malorty vote of those present and entitled to vote at an AGW, [Any Member may propose another Member as a tie Member and mus: forward a brief account ofthe candidate's service and/or contribution to the Board not ater than forty (40) ‘ays (or such later date asthe Board may allow) before the date for holing the AGM at which the nomination sto be considered. This shal then be forwarded tall members of {he Board fr ther consideration. The Board may, nis absolte discret, decide whether ‘or not to recommend the election to the RGM. Ifrecommended, the nomination should be forwarded te Clubs no later than twenty-eight [28] days prior tothe AGM (er such ater date athe Board may allow) res NE may from time to me prescribe ond amend by regulation annual and competion fees and other fes payable by Members and may require these to be colectd bythe District. Federation on its behalf. The District Federation may aso from tne to tine by decson of its Board prescribe such other Fees, levies and ather charges asi may decile provided that Such Fees, levies and other charges ae nt inconsistent with any NZF Regulaon or policy. ‘THE BOARD ‘The Board ‘The affairs ofthe District Federation shal be governed by Board formed in accordance with this Rule Composition of the Board ‘Tha membership ofthe Board shal comprise: 12211 Four(4] members ofthe Board who shallbeappolnted by the Selet on Committe. 12.22 Thvee (3) membersof the Board elected as set out inthis Rule. 12.23 Uptotwo (2) members ofthe Board may be co-opted in aecordance with Rules 22.18 and 12.19, Egiblty to bea Board Member No-one is elgleto stand for or be appointed asa Board member ithe or se, elected or appointed, would be disqualified from remaining in fie in accordance with Rule 12.21 or mat ma 10. wes Board member previously who was disqualified fom office under sich Rules and the relevent or simibr dkcumstances continue to apply. For the avoidance of doubt paid employees of the Distt Federation may stand for election or be appanted 9s a Board member, however most have resigned thelr poston and otherwise no anger be a pad ‘employee ofthe District Federation a the point in time of taking offic 2 a oard member. Subjetto Rule 123 ny Board member, whether elected or appointed finding by Woy of lection of appoint to fil casual vacancies or by being co-opted) stall be eligible to stand for elections to or tobe appointed as 3 Board member fora further tem at any time at Crafter the expiry of his or her pir term, Election of Board ‘an election shall be held every year for such vacant electve postion or postions on the {Board as there maybe and the election shal beheld by postal alot in conuncton with the ‘AGM and conducted in accordance with Rule 26 ‘The Ditrct Federaton shal cll for nominations for elective vacances on the Boar in or ‘with the notice convening the AGM. Nominations must be accompanid ty the nominee's full curiculum vitae and hs or her acceptance ofthe nomination in writing. Candidates may if they wish ao supply a bref writen presentation setting out tei reson for seeking ‘election tothe Board, These should not exced two hundred and fy (250, words nent ‘The closing date for nominations shall be one] month pir tothe AGM. ‘thin fourteen (34) days of nominations csing, the Board shal send to each Club within the Federation District a notice listing the nomination forthe Board togeter with 2 voting paper and also each of the candidate's cuiclum vitae and any writen presentation "Supplied by any candidate pursuant to Rule 126 which has been eceved by the Bord ‘The highest poling canst shall be decared elected or, if there are two (2} oF tree (3) ‘vacant places the two (2) or thre (3) highest poling candidates asthe case maybe. nthe event of 2 te In votes for the winner ofa particular vacant place the ower polng candidates Shall be declared not to have been elected and a second ballot (and, where necessary, succeeding ballots) ofthe Ged candates shall be held to determine the wimer, ‘Team of office of Elected Board Members Each Board member who has been elects to that poston shal subject o Rules 12.3, 12.28, 3242 and 1223 to 12.26) hold ofc fora term of three years starting fron the date of the ‘NGM in whieh he or she wa elected casual Vacances among Elected Board Members ‘he Board may flay vacancy among elected Board members et open athe condusion of the AGM, the term of afc of such person exping atthe net following AGM. The Board may fil any casual vacancy among elected Board members ocaxing after one ‘AGM and before the nex, the term of ofee of such person expiring a theclose ofthe next. following Ac. Where a casual vacaney oecurs and the term ofthe departing member was nt due to expire In cotation at the conclusion ofthe nex following AGM then a replacemert Board member Sal be elected at that AGM to fil the vacancy but te term of office fo such new Board ‘mamber shall exe atthe close of the same AGM! as the term of ofce of he original Board ‘member would have expired, aa nas sas nar aa sas 220 2 ‘Term of Office of Apponted Board Members Each member ofthe Board who has been appointed to that postion shal (subject to Rules 4323, 12.14, 12.16 and 1221 to 12.24), hod office fora ter of thre yearsstarting from the date on which he o she was appointed. ‘The Slection Commitee ‘The Selection Committe shall compris: 12:14.1 One person appointed bythe Board [which maybe 3 Board member; 52:16. One person appointed by NZF atch may bean NZF board member and 12:18. One person appointed by Sport NZ or, at the option ofthe Goan, by 8 Regional ports Trust operating ia the Federation Distt. Decisions ofthe Selection Committee ‘quorum ofthe Selection Commitee ithree (2) members Decisions ofthe Selection Commitee are ot required tobe unanimous an the dedson of the majority shall be the decison of the Selection Comite, ‘he Selection Committe shall have the power to regulate its own procedure for an appointment, provided tht 12.17. the process shall involve & publ call for nominations (for consferation by the Selection Commitee, In addition to any other candidates the Selection Committee ‘may wish to consider} and 12.7.2 the Selection Convnite shall have regard to the sil set ofthe curent Board, and any requiements for sil that may ave opted members The Board shall hae the power to co-opt upto two adltional Board members for specific purposes, such co-opted members to have expert in the relevant cea, Co-opted ‘members shall be co-opted fra maximum period of two (2) years and may ave such voting, and other rights at Board meetings ae the load shal in its iseetion conte ‘Any Board decison to co-opt further Soard members most be passed by a majory of not les than seventy ive percent (25%) ofthe Board NZF Representative [At every Board mecting NZF shall be ented to have a representative present. The representative shall be a member of the NZF board or such ather person a the NZF board ‘may from time to time nominate for the purpose. Such representative shall not be 3 ‘member of the Board and shal not be ented to vote but shall therwise be entitled to Darpate in all meetings and proceedings as fly a fhe or she were a oard Member ‘Advance written notice ofthe time, date and place forthe hol of every Board meeting nn pa stall be glven to NZ Football by sending in accordance with the provsons of Rule 13.4 ‘addressed tothe Chie Executive Office, New Zealand Football Incorporated ‘Termination and Removal from the Board 2 person shall cease tobe 2 member ofthe Board upon the happening af anyone ofthe following evens: 12.21. 1fhe or she resigns his orher seat onthe Boar 12.21.21 he or she is absent fom three 3} consecutive meetings of the Board without the consent of the Board 12.213 fhe orshe becomes bankrupt or insolent or makes any ssgnment or arrangement forthe benefit of his or her creditors 0 takes or attempt to Take the Benet of any statutory provision for he iguidaton of his or her affairs and fils to satis the Board when required tat the inability to pay his or her debs arose from mistortune and that no discrettable conduct canbe imputed to him or erin such connection and thatthe ccumstances would not and would not be Ukely to ring ay cecredt to the Dist Federation or the Board If such person were to remain @ Board member. 1221.4 Ihe or she becomes of unsound mind oe nfm, 122451 at a meeting ofthe Board» resolution is passed by 2 majority of not les than seventy-i percent (75%) of the Board excluding the Board menber in question) removing such person from office 1221.6 ifthe person s convicted by a competent tribunal ofan offence whi in the opinion ‘ofthe Board, renders the person unfit tobe a member of the Board 1221.7 If at General Meeting the notice of which contains the maton ‘or the proposed removal ofthe person as 2 member ofthe Board resolution to renove that person {spassed by a resolution of not ess than Seventy-five percent (75%) f those present and entitled to vote and who voted atthe Genel Metin, 1221.8 fthe person becomes a pad employee ofthe District Federation ar pad employee Of NEF “The removal of person fom office as a member ofthe Board in accordance with any of the provisions of Rule 12.21 shall fer a lows 32.2.1 n the crcumstances referred to in ule 1221.2, 12213, 12244 and 1221.6 upon ‘the passing fa resolution by the Board tothe elect thatthe relevent conditions ae satisfied, such meting being held in compliance with the provslonsof Rule 12.215, 12.222 nallother cases, upon the ocurence ofthe relevant event. When any meeting ofthe Board i held for the purpose of considering resostion forthe ‘emoval of member of he Board the person in question shal be entitled o be present and to respond to the claims made but shall not form part of the quorum and shall not be ented to vote on the reslution. ZF may atend the meeting Ii accordance with Rule 1316, 225 1226 26 a The Board may declare in telation to any candidacy for election asa Board member (and whether before or after the election takes place) thatthe candidate Is wot eligible and i Aizquaied from ofce in acordance with the provisions Rule 12.3 Chairperson Board members shall elect Chalrperson and Deputy Chaiperson from among their number, “Te Chairperson (and Deputy Chairperson) may be removed 2 any time fat a meeting of the Board specally convened fr the purpose, at which not ess than ve (} members af the Board are present (or four (a) members of the Board are present wot including the Chairperson or Deputy Chairperson as relevant), a resolution s passed by a majority of not lees than seventy-five (75%) of those present and voting removing such Chaiperson or Deputy Chairperson asthe case may bel. The provisions of cause 12.23 shal also apply in Such a ease. The holding of such office shal also cease automatialy Inte even thatthe holder ceates tobe a member of the Boar, PROCEEDINGS AT BOARD MEETINGS. ‘The Board may meet, adjourn ane otherwise regulate its meeting asthe Board shal thnk ft subject to these Rules. The Board shall meet personally or by modern communication systems atleast eight (3) times pr yearby way of regular scheduled meets and may meet soften naddtion as it may fom time to time dese Is ncessry ‘A quorum ofthe Board shall be ive (5) members or alof the remalaing ard members if a lesser number are in office. The Board may continue to act notwithstanding any vacancy in Ins membership so long as there s 2 quorum provided tat if the number ef members of the Sard falls at any time to less than a quorum the Board and the Selection Commitee respectively shal forthwith to fil he vacancies in acordance with Rule 2.11. “Ameatng ofthe Board shall be convened at any tine upon the request of the Chatperson or of such number ofthe Board members se suliient o forma quorum, ‘Advance written ntice ofthe time, date and place forthe holding of eve Boord meeting ‘shall be given o al Board members, and may be given by pos, delivery, asi, email or ‘other recognised form of written communication. Notice shal be sent atlas fourteen (24) {ays in advance ofthe intended date ofthe meeting or such lesser perog in advance as Is reasonably adequate in the circumstances and shal be sent to the Board member's home ‘adress orto such other aderess a the Board member may fram time time not the District Federation n writing forthe purpose ‘Questions arng at any meetings ofthe Boar shal be decided by the mary ofthe votes recorded and each member present personaly or by proxy shall have ane vote. Board members voting by proxy shall nominate 352 proxy only a person who Is3 member ofthe Board, Proxies mut be in wring and signed by the Board member grant the prony and Shall be in such form If any as may fom te tote be prescribed by Regulation for the Purpose. [At all meetings of the doar the Chalperson shall preside as charpersor or in his or her absence the Deputy Chairperson shal presiée as chairperson and inthe absence of them both then a chairperson shale elected from among the Board members then present 137 ne 1310 ma aaa as. where there i an equalty of votes cast on any mater the chairperson ofthe meeting shall, have a second or casting vote which shall bea deliberative vote and may be cast for of against the resolution. ‘Ameating ofthe Boat forthe tne belng at which a quorum is present sal be competent to exercise allo any af the authorities, powers and dscrtion vested inthe Board by any ‘The Board may appoat committees from among Board members or from amon persons wo are nether members af the Board nor Members ofthe Distt Federation or fom 3 combination of Board members and others. The Board may delegate any of te powers to any such committees and may make rules for regulating the proceedings of such ‘commie, The folowing further provisions shall apply to such commie: 4139. The Chaperson shall be exofflo a member ofl such committee, 1392 TheBoard shall determine the quorum for meetings of such commitees 1393 Unless the Board otherwise directs, a. committee may co-opt ater persons 35. ‘members ofthe committe subject to prior approval by the Board and provided aways that amajonity ofthe members ofa committee shall vay be Members ‘resolution in writing signed by seventy-five percent (75%) ofthe members of the Board Stall be as valid and effectual as fit had been passed ata meeting of the oar uly called and constkuted provided that advance written notice Including the text ofthe proposed ‘esolution shall have been glen to each Board member in accordance with Rule 134 asf were notice summoning @ meeting ofthe Board. copy of any resolution so made shal be forwarded to each member of the Board as soon as practicable after adoption “The Board may conduct its meetings wholy or partly by telephone or by teleconference or electronic or other means provided however that al members of the Board present oF otherwise attending in terms ofthis Rule shal ein simultaneous contact communication with one another throughout the entity ofthe meeting unless permission sought by and ‘ven 193 Board member wishing to retire fram the meeting at any ge ‘The Board shall annually notify Clubs ofthe date and time of the regular scheduled Board meetings and ifthe annual schedule i changed not Chis of the revsed schedule of regulor Board meetings. ‘Any Club may with the authority of a resolution of its own bourd oF governing committee, not les than seven (7) days pi tothe date fr the holding of any regular scheduled Board ‘meeting provide o written submision of sch business ast may wish the Board to consider, ‘Any board or governing committee may also, If considers that the mater cannot adequately be presented otherwise, request that a representative of the bear or governing ‘ommitee attend at the meeting for the purpose of presenting the matte. Attendance at the meeting wil be fr that purpose only, and any attendance wil be as a observer and at the discon ofthe Board, Any request for such attendance must be received by the Board seven (7) days pir tothe meeting ad any representative attending must be authorized for ‘the purpose by a resolution ofthe board or governing committee ofthe submitingboaed or overring commitee mua mas wa ma 16. Decisions ofthe Board shall ot be invalidated merely because of rocedal defect inthe «aling and holding of any meeting ofthe Board at which the decision was ae ‘Te chairperson of a Board meeting may with the consent ofthe meeting sour the same from time to time and fom place to place. No busines eal be transected any adoumed meeting other than business unfinished at he mesting at which the adjourement took place No further adjournment shal be permited and advance notice of the tie, date ad place and anyother relevant tals shal be given to any Board member not in atendance when ‘the aignal meeting wa adjourned tthe request of minimum of SO of the Board, NZF, via its duly appointed representative, ‘may attend and participate fina non-voting capaty) in any Board meatingin order to assist the Board with ts deliberations and decision making The NZF representa wil chat the ‘meeting chaipersan is unable tobe determined in accordance wth ule 13.6 POWERS AND DUTIES OF THE BOARD ‘The management and control of the acti of the Distt Federation, an of ts funds, shall (but subject to Rule 146) be vested In the Board which shal, witout limiting the foregoing, st the policy and make the decisions ofthe Dsrit Federation sibject oly to the ‘express powers ofthe Members as provided in these Rules and the NZ Statues, ln adton tothe powers ad authorities expressly conferred on itby these Rules and subject tothe NZF Statutes the Board may exercise all such powers and doa such things as maybe exercised and done by the Ditrct Federation and which arenot expres directed required bythe ules to be exersed or dane by the Disviet Federation at a General Meeting of ts Members, ‘The funds, properties and ascets ofthe District Federation shall be under the control ofthe Board which shall have fll power to rent, lease, furnish and deal with bing, land and lather property ofthe Dist Federation asthe Board may think fk witho:t reference ta 3 General Meeting of members except in the case ofthe winding up of the Dart Federation and subject to the NZ Statutes and polis, ‘legacies, endowments, donations or gifts of money or ater eal oF personal property unless evento the Ostet Federation for any speci objec habe dealt with by th Board asthe Board may think for the general purposes oft District Federator. ‘Ay money of the Disc Federation may be invested by the Board in sueh manner a it may from time to time determine subject to NZF Statues and NZF polices. ‘without itn the generality ofthe powers refered to in these Rules the Board may do any ofthe follwing: 1415. Establsh Clubs and other local or spec purpose organisation at such place inthe Federation District a the Bard may from time to tine determine, 1452 Organise, conduct and contol caching and training and compettons and by other means promote and advance the Game Inthe Federation Distt. 1453 Develop, organise and conduct programs of education and training in all aspects of Foetal 165.4 Accept, eject or expeland otherwise control membership ofthe Dstt Federation. 1455 Estabshtbunals conduct hearings and hear app 1455 Implement dicplinary procedures and nose sanctions and penaies in accordance swith Rule 2, 145.7 Appoint, remove or suspend such other executives and other staf and contractors for or from such permanent, temporary ar special services athe Baad may from time to time think itand determine thel duties ond fic their salaries or emolnets The Board may also appoint om time tote the bankers and ga advsers ofthe District Federation. 1458 Purchase, lease, rent hold andor fumish any bulding or premizes forthe use of Members and fom time to time spose of all or any part here, 1658 Take copnisance of anything affecting the Disvct Federation ofthe ethical and sorting conduct of Members and bring before the Osi Federation t General "Meetings any matters which considers mater tothe District Federation orto be Inthe interests of the Game and may mate any recommendation inrelation thereto, 145.0 institute, condt, defend, compound or abandon any legal preceedngs by and against the District Federation ot officers or otherwise concerrng the affais of the District Federation and also compound and allow a time for payment oF satisfaction of any debts de or of any claim or demand by or against the District, Federation, 145.11 Make and from time to time amend, enlarge oF revoke regulations ancilary to but not inconsistent with these Rules or wih any NZF Rule or NZF palcy whether the Same be expressed among its powers oF not, and from tne to tne prescribe all forms which it may consider necessary or expedient fr the purpose of erring out isauties 15.12 Publish or approve and superintend the publiation of manuals ane tise anyother means of communications ether by the District Federation or by anv ofits Cubs 445.13In each year print 2 copy of the financial statements (as aued if auditing is require in acordance with these Rules, 2 report af the proceedings ofthe District Federation during the preceding year, a report ofthe proceedings ofthe last AGM, and such other information 2s the Board may deem of interest and ccuate the sane amongst the lbs and such other interested parties (if any) a i may #26 ft and, shouldit oe, release ito the general public and the Board shall copy al such items tothe NZF 145.14 Make and ive recspts, releases and other discharges for money payable to the District Federation an fr the clams and demands of the District Feeration, 1415.5 vest and deal with any moneys ofthe District Federation upon sch secuty and in ‘sch manner a think ft, an from tne to tine vary such vestments a thinks ft 18 145.16 Delegate to any Cub or committee seh of s powers and duties and on such tems ‘ast thinks proper provides that thi i ot contrary too inconsistent withthe NZF ‘Statutes or poly and revoke such delegation, 1145.17 insofar asthe Board has funds to lvest other than by lodgement ta bank account, itmay appoint» trustee or trustees ether rom ts own offers, Board members and [Members or otherwise and incusing, it deems, a corporate boty acquire and hold upon trust fr the Distrct Federation atthe Boars drei the securities other property, ral or personal, which the Board may decide shoul be the subject fof investment of uch funds, 145.18 orrow or rise money from banks and other Sources and with without any Ssecurty and upon such terms sto priortyratherwise a the Board shall think ft 145.9 Give guarantees fr the performance by any Club ofthe blgations provided that no such guarantee shal be given ures expressly made in wit and approved Of before itis grated by 4 resolution supported by not less than seventy-five percent (75%) ofthe members ef the Board atthe time. 1145.20 Negotiate enter into and deal with such arrangements with such sponsors and on sch terms asthe Board shall think ft, provided that this & net contrary to oF Inconsetnt with NZF Statutes or plc. 145.2 Negotiate enter in to and deal with such promotional agreenents and such agreement eating tothe use and development of any intelectual Property Fhts ‘which the Oistrit Federation may own or e authorised by NZF to deal with asthe Board shall thin “The Det Federation shall have a Chie Executive as follows 1462 The Boat shall appoint Cie Executive and remove or suspend th Chef Executive asthe Board may from time to time think ft and determine his or her tems and Eondtions of employment and duties and ix his or her salar or emolument fay) 1462 ay to day administration ofthe business and afas ofthe Distr: Federation shall, be cared aut by or under the charge ofthe hie Executive in acardance withthe ‘rections of the Board. The Chief Executive (subject asthe Rules may otherase Provide) shall have the powers and undertake the duties and responses Sppropriae to hs or her postion provided that he or she must atin accordance with general and speci dectives ofthe Board and must ntact anrary to general for specie directives of the Board and shall not have any authorzy to commit the District Federation to Molor Transactions or to any expenditure outside pre- approved guidelines set by the Board. The duties to be underaten will bein accordance wth jb descriptions prepared and from tne to tie vaced by the Board to whom the Chief Executive shal be accountable 11462. The Board shall undertake a proper eeeratment proceso seect he most suitable andiate forthe poston of Chief Exec, These sal incudenotiving labs and 'dvertsng the postion via any means wit abroad and appropriate reach fe Spork, [NZ website). The postion of Chie Executive shal be non-voting. 148 us 29. Major Tansations shall only be entered into onthe authority of a resolution ofthe Board and provided that inthe case of emergency (but not otherwise) either the Chairperson and Chie Execatve acing together or anyother two Board members pus the Cie Executive ‘may entera Major Transaction on beh of the District Federation, and the Board shall be notified ofthe transaction as soon as practical For the purposes ofthese Rules 2 “Major Transaction shal be such transaction as may fom ime to time be defined as such forthe purpose by way of Regulation and, pending the raking of ich 9 Regulation shal be any transetion which voles acquiring or deposing of any asset or the incurring or releasing of any fabity that fs greater than the maximum amount of fnancil delegations authority forthe Chief Execute approved by the Board ‘rom time to time, othe ncuing of any commitment or obligation which shal be of more than one years duration or anyother duratlon ae maybe agreed by the Bord from tne to time) and subject othe folowing: 148.1 Where the asset or obligation is acquired or disposed of or inured or released as part of 2 series of transactions then the total consideration or value of al af the transactions shall be aggregated and this Rule shall apply as if the setes of transectons were one singe ransacton forthe amount ofthe aggregate value; and 1482 The engagement and dismissal of staff (whether as employees or Independent contractors shall always bea Major Transaction, \Where any Board Member or Chief Executive Officer ar any ater oie or execute of the Distt Federation Is elther personaly intrested n or isan azsclted person of 2 person ano is in any capacity interested 0” concerned decor lndecty in any ansaction with the Distriet Federation then the officer or executive shal dciose the nate and extent of the interest and, ifthe interest is personal pecuniary interest as dfinein Rule 46 o,f the Chaiperson ofthe meeting otherwise so requires, shall ot take any putin any further deliberation ofthe Board or the Distr Federation on that matter. OFFICERS OF THE DISTRICT FEDERATION ‘he ofcers of the Dire Federation shal be: 15.1.1 The Patron option. 35.2 The resident. ‘The Officers shal be appointed or elected to office as follows 152.4 The Paton shall be lected from time to te at an AGM as determined by the Board. The role of Paton shal ot have any feed term and wil be flies by the ected Officer unt such time ashe o she vacates such ofc oF anew election a ‘etermined bythe Board takes pce 1522 The President shall be elected for a twee year term, at the AGM at which the preceding President it ish thei term Officers may be Boord members othervise elected oF appointed to the Board in secordance with these Rules but shall not be Board members ex afi byvitue of holding appointment as Offices 1510 16 16a 163 20 Should the Presilent vacate office doring his or her term then the Boat shall have the power to inite 9 suitable person to act a Presient until the cose of the next fliwing [GW and na President shall be elected that AGM, [An KGM may, on the motion ofthe Bod, eaten the term of the President fora further three yer term povided thatthe masimum term that may be served by a President shall be Se (6) ears approximately (eaeuatd by reference tothe AGM dates) Nomination for he poston of President accompanied by acurscuum vitae and the waten acceptance ofthe nominee, shal be recelved by the Board at last forty 20) days prior to the date ofthe relevent AGM an be submited to Clubs not es than twenty-one (2) days before the AGM at which the Presidential election wl beheld Should only one vali nomination Be recelved forthe postion of President, then that nominee shale declared the President Should mote than one vali nomination be approved forthe poston of -President, the names must then be put toa vote atthe AGM and the nominee with the mast votes will be lected Inthe event of tin votes forthe wine the lower poling candldates shal be decared not to have been elected and a Second balt (and, where necessary, succeed allots) shal be held to determine the winne. ‘Should no nomination be reeled for President, then the Board shal ite stable person to act as President until the dose of the net following AGM when a Tesh election shall be ‘conducted forthe position of President (and the outgoing resident shal be eligible to stand for election as President. “THE ISTRICT FEDERATION AND NZF ‘Ta District Federation shall be and remain a dy established branch of NZF asthe term “branch” i defined in the ncorperated Societies Act and shall retina itsrules these Rules as prescribed nthe Ost Federation Rules Regulations of NZF and is bound by and shal comply fly with and conduct its fas in accordance with such rules and withthe NZF ‘Statutes and NZF Regulations and with all deisons made under them. ‘The Disiet Federation shall not amend these Rules nor adopt new rues, except in accordance withthe following procedure. The rules of the Distict Federation may be ‘amended by NZF by amending the Distr Federation Rules and/or Reguations, following ‘onsation withthe District Federation or by atherwise approving a minor rule change proposed by the Board) and inthe event that NZF amends those Rules anifor Regulations, ‘the Distriet Federation shal promptly adopt those changes and shal do althings necessary to register these changes withthe Registrar of Incorprated Societis a required by the Incorporated Societies Act Na shall have the power to amend the boundaries of the Federation District and to reconfigure, amalgamate or divide Federation Districts ant increase or reduce the number of cite federations. Porto exercising such power, NZF wil consult wth the affected ‘ist federations. 4164 Where any Rule and/or Regulation confit with a ule o regulation of NZ, contained in the NZF Statutes and NF Regulations, the rule or regulation in the NZF Statutes or NZF ‘Regulations asthe case may ba, shal ake precedence. wa 1 rr wa oa 202 PRINCIPAL OPERATIONAL RESPONSIBILITIES AND ARRANGEMENTS NZF has national and Intemational responsibilty forall Football activites in New Zealand ‘This includes (but snot timed to) the following categories of actly a eranisaton: men players, women players, young players, coaching, referees, Oceana Footbal Confederation, FIFA high performance operations and development andthe dst federations The District Federation has non-exclusive cesponsbilties within the Fedation Distr for men players, women players, young players, coaching, referees, Chbs all subordinate associations and al such other operations and responsiilites which are delegated by the Board or otherwise under these Rules or the NZF Statutes, and subj:t to the overall ‘rection of NZ. nurs Minutes shallbe keto all eslutions and procedings of 18.11 General Meetings 18:12 Meetings ofthe Board: 18:13 Meatings of anycommitees; 18.14 Meetings of Cbs REGISTERED OFFice The Registered Office of the District Federation shall be situated in sich place In the Federation ities the Board may from tie to tine determine PRIVILEGED COMMUNICATIONS AND INDEMNITY [Al communications, corcespondence, reports, minutes and other papers and documents relevant to the affas of the Ostrit Federation including al proceedings cf the Board shal be privileged and confidential and shal not be passed out ofthe custody of the proper ‘officer oF Board member (xcept tothe NZF}nar shall any ofthe contents ofthe same be Asclosed or released except tothe NZ or on the express authority ofthe Beard ‘he Board members and other Officers and staff of the Distct Federation shall be Indemnified by the District Federation from al lsses, costs, clams and expenses curred by ‘them inthe discharge oftheir duis inlungariig rom any negligent ats but excluding any losses which may occur through dshonesty and may be indemnified atthe Board's tization inthe event of wil defouk No Board members or other Officers ofthe District Federation shal be ab forthe act or an explanation and shall be given to the Board net later than twenty-one (21) dys before the AGM and ¢ opy of such noice with the names ofthe mover sal be ent bythe Goard to the Cubs not later than fourteen (14) days before the AGM, Notice of any amendment tothe business tobe so submited shall be gen to the Board at Teast seven {7} days before the AGM in each year and must be accompanied by an ‘planation. Notwithstanding the provisions ofthis Rule the Chairperson at the AGM may accept without any notie any amendments to any motions of whch prope notice has been {ven where such amendment i necessary to give ful elect to the Intention ofthe mover of Sch motion or ofany amendment hereto special General Meeting /ASGM may be convened at anytime by 236.1 The Chief Executive on recsving a requstion signed on behalf of Cibs amounting to rot less than one third (1/3) ofthe total number of Cubs who are Members ofthe District Federation ealeuated excluding any lb whic has any pecuniary aby to ‘the District Federation which Is due and remains unpaid in whole oin pat). 23.62 The Board ‘an agen paper af the business oe transite at any SGM together with an explanation shall accompany the notice convening the General Mecting. Atleast twenty-one (21) days notice of a SG’ sal be given ta all Clubs and the ging of such notice stl be deemed to bbe and amount to the ging of notice to al members and constituents of the Cbs Proceedings at General Meetings ‘General Meetings, both AGM and SGMS are general meeting ofthe Der: Federation. Each chi shall anualy elect one person tobe the Club Representative at srt Federation General Meetings and to vote on its Behalf in any postal ballot (and may appoint 3 replacement to fil any casual vacancy). The referees" commnitee forthe Drie federation Shall be entitled to appelnt one perso asi representative at DistctFeeration General ‘Meetings and to vote an its Behalf in any posal alot (and may appoint replacement to il any casual vacany) Each Clu shall aso be entitled to appoint (and remove) up to tree other Cub Deegats to District Federation General Meetings who shall bein ation to its Clb Representative and who may be appointed for a particular General Meeting only oF for General Meetings renerally Club Representatives and Cub Delegates shall ot be members ofthe Boars xcept a provide in Rule 235 no AGA or SGM shall consider any business which has not been the subject ofa written ntie ofthe proposed remit submitted by Gui nat less than ‘twenty-one (2) days prior to the General Meeting uniess it has been submitted by the Board aaa aay 2aae a9 2s The quorum for any General Meeting shall be the Chalperson, or Deputy Chairperson, oF uly authorised nominee ofthe Chairperson together withthe Cb Representatives who are betwen them entitled to exercise (whether erect or by proxy) the votes of not les than ‘one third (1/3) ofthe Clubs who are Members ofthe DistrietFederation (culated excling ‘any lub whieh has any pecniary bly to the Dit Federation which ide and remain ‘onpaidin whole orn part ‘The Chairperson fi he or shes unavaibbe the Deputy Chairperson shal take the chair at every General Meeting of the Distt Federation, n the absence ofthe Chairperson and Deputy Chairperson then th chairperson ofthe meeting shal be chosen fram anon an by the ether persons present who are entitled to vote Matters requiring decisions by General Meeting may, atthe discretion of-he Board be put to and resolved by Postal Ballot, Decksons of the District Federation whether in General Meeting or by ballot (and including ‘the election of Board members and other officers shal ot be invalidated merely because of procedural defects in the cling and holding ofthe General Meeting or the conduct of he postal tor by which the deon was made, cluding without iting the foregoing, because of any defect nthe ue ofthe requisite notices. Voting and Speaking rights at General Meetings ‘At any General Meet (inca posta balls and, where any matter is decided by ballot, upon any ballot 28.17. the Bood shall have ten (10) votes 28.17. the President shall have ive (5) votes: 23.173 each Club shall have one (1 vote for ver iteen (15) registered ayers hat i has In accordance with Goahet a atthe date of notification ofthe Genta Meeting, 23.174 The reteres’commitee ofthe District Federation shal have fe (ote. Only the Officers, Board members, Club Representatives, refers’ committee representative, the Cub Delegates and NZF Board member or representatives shal have Speaking rghts at General Meetings. Only the Chaeprson or other duly authorised Board ‘member shall have voting rights on behalf ofthe Boar an only Chib Representatives shall hove voting rights on behalf ofthe Club at General Meetings subject a8 provided in Rule 23.19), Clob Representatives may onl exercise the voting rights at Genera Meeting af the Cit which they represent in accordance with the writen resoition ofthe board ofthat, (Cub and the Chairperson or other Board member of the District Federation only do s0 authorised by the Board The President or other Chairperson shall be ented to require Club Representatives to produce a copy of the authoring resolution ofthe Club whith they repretent, which copy "hall be certified by last one other member ofthe board or governing committee ofthe ub, before alowing any vote tobe cast bythe Club Representative and may dsqualy a, Ineligible any vate cast by any eepresentatve for whom authority isnot produced tothe President or other Chairpersons satisfaction. in the event that no Club Representative fs 2320 nai aan naa ns 26. present on behalf of any particular Gub at any General Meeting or the Chi Representative ‘cannot provide evidence to the satisfaction ofthe President or other chairperson ofthe alten resolutions of the board or governing committee of the Club whieh he or she represents, ether generally or with respect to specie remit before the General Meeting then the voting rights for that Club may be exercised on its behalf by the Board in such manner as it elects acting trough the Chaiperson for other Board memter of the District Federation so authorized bythe Bost) Inthe event of tein voting on any sue (eter than inthe election of of alders, which shall be decided a5 provided elsewhere In the Rules) neither the Present or other ‘uieperson shal hae 2 casing ote an the status quo shall remain, "No Clu shall be ented to be represented at or vote a any AGM or SGM or partlpate in ny postal ballot while its under any pecuniary labity to the District Federation which has ‘ested for more than two (2) months Voting procedures at General Meetings ‘The Present or other chalperson of each General Meeting shall appoint 2 Scrutinger/Scrutiners from non-voting Members pir to any vate being taken, Every question submitted toa General Meeting stall be decided inthe fr: instance onthe If 2 polis requested by any two persons entitled to vote I shall be taken immediately and ‘the result ofthe pol shal be deemed tobe the resolution of the General Meeting at wich the polls demanded. Voting may be undertaken at General Meeting by proxy. Proxies must be in wring eed signed by the Club Representative granting the proxy and shal bei the follwing form orn Sch smitar frm to Ike effect asthe Chairperson may in his or her discretion accept on such frm ifany asthe Board may by Regulation rom tine to time peesribe forthe purpose Inadation orn pce ofthe following 1 conf teing” the club Fepresenttive of nhl bs @ Clb ‘eaistered and safllated to the District Federation hereby appoint o. . the Chairperson ofthe meeting a my proy to vote In my ploce om bea of name of cub) at the * AGM /* SGM to be held on the oy of month) (year) and of any adjournment tereoh * Delete whichever isnt desired 2326 228 229 Py 2 [My proxys hereby authorised to vote in reaton to the resolutions to be considered atthe meeting a follows Resolution Farfhaonst/at own discretion 4 2 NOTE: n the event ofthe voter desing to vote for or against any ‘resolution he/she shall struc the proxy accordingly. Unless otherse Instructed he prosy may vote as he/she thinks ft ‘A proxy form may not be used at an election held by posta bat. The instrument appointing a pony shal be deemed to confer authority ta demand or jin in emaning 3 pal ‘The prony form must be lodged with the Dist Federation not later than forty-eight (48) hours before the commencement ofthe AGM or SGM, ‘The proxy may vote at any subsequent AGM or SGM being an adjourned AGM or SGM or the ‘orignal ASM or SGM unless te ganter af the proxys in attendance where upon shall be ‘deemed tobe revoked POSTAL BALLOTS ‘The procedure for postal ballot shall be as follows 24.1. From among those ented to vote at 2 General Meeting the Chiperson shall appoint wo srtiners 24.2. Two seritineers shall form quorum, 2413 The Board shall forward 2 voting paper inthe form set out n the Regulations to those entitled to vote at General Meetings who shal be requested to complet end ‘tun the voting paper tothe Board within fourteen days ofthe dite ofthe voting ‘aper (which date shal be on ar about the date of posting the voting paper. 24.14 A vote sal be invalid if the vote Is received by the Secretary mare than fourteen (24) days after the date ofthe voting paper orf the person purporting to cast the vote Is not the duly authorsed Club Representative or IF the vote fs exercised ontrary to the terms of a written resolution of the Club boa-d oF governing committe, 244.5 Avote shall be laid ifthe voter doesnot include hisorherorits name and adress fon the outer envelope which will enable the srutineers to confi the voters ligty to vote, 25 253 257 28 24.16 The results of the ball shall be posted to the Cubs within fourtewn (14) days after the closing date fr voting FINANCIAL ‘The District Federation's nancial year shall end on 31 December in each year or such other date a5 NZF may from time to time adopt and al financial statements shallbe properly made upto tht date ‘ll monies received on account ofthe Dr Federtion shallbe pad hit the account ofthe District Federation with is bankers forthwith afr receipt. The Bord may make and give receipts, releases and discharges for moneys payable to the Dist Federation and forthe ‘aims and demands ofthe sti Federation ‘The Board may pay to or on behalf of ts Clubs oF other subordinate oxanisations such amounts ast may from time to time determine and generally k may payor authors ts officers to pay of deal with al funds under contol in such manner an ial respecte ait ‘may from time ote deca. ‘Allcheques drawn upon the bankers of the Dir Federation shal be sige in such manner and by such persons asthe Boar shall from tine to time authors provi that no cheque ‘or other payment fr any amount greater than the financial delegations author approved bythe Board shal be made or issued except on the signature of at least two (2) authodsed people one of whom must be a Board member. Cheques or other negotsble instruments Paid or payable to the bankers of the Distct Federation for collection vequng the endorsement ofthe Distriet Federation may be endorsed by such person ce persons 35 the [Board shall fom time ta time appoint. {electronic payments ofthe District Federation shall be made by such pesos as the Roar shall from time fo time determine provided that no payment for any amount greater than ‘the financial delegations authority approved by the Board shall be made unless withthe waten approval of atleast two [2} authorised people one of whom must be 2 Board member, ‘The Toasureror Chief Executive sal keep, or cause oe kept, fll and proper accounts and records of the income and expeuitue of the Distt Federation , and of the matters in ‘spect of which such income and expenditure aries and takes place respectively and ofthe assets and labilties ofthe Distrt Federation, and of alts other financial transactions and Shall produce accounting records, properly maintained, and complying with all relevant standards when requires bythe Board Copies ofthe financial statements sal be supplied to each member ofthe Board within two {2} months after the end ofthe Dist Federations balance date forthe previous year ao Son thereafter as they shal become avaliable and in any event no ater than wo (2) months before the Distriet Federation's AGM for the year. The financial statements sal be audited by such a Member of the institute of Chartered ‘Accountants of New Zealand who is the holder of a cerifate of publ practice. The Board shall nominate suitable nominee or nominees tothe AGR for pov. 259 264 262 n 22 29 ‘The control and investment of the funds of the Distict Federation shall be under the rection ofthe Board bu subject to all general ection fom time to time pen by the ‘Member in General Meting and by NEF ‘The District Federation shall in dition to the other powers vested in k have power to borrow oF raise money from time to time bythe sue of debentures, bands, moreages, securities under the Personal Property Secures At 1999, or anyother scuny founded or based on allo any ofthe property and/or rights ofthe Dstrit Federation ano ln money te whoever i see ft without security and pon such terms a to pont and otherwise 2, the Distt Federation shall thnk ft and the powers contained inthis rule may be exercised bythe Board but subject always to any specifi constr Set ou in these Roles of the NZF compertions Footbell competitions sal be run of such types and during such periods the Board shall {rom time to time decide is appropriate. ‘Teams aflated to 4 Chub shall not play against any overseas assoiaton or any team affliated to anyother istrict Federation wthout fst obtaining the consent ofthe Board The District Federation may from time to time, and subject always to NZF polices and _uidlines, issue Regulations containing detailed provisions relating tothe organisation ana onduct of particular competitions including Club competitions which flow from NZF competitions DISTRIBUTION OF RULES, REGULATIONS AND MATERIALS [NaF may from to tne produce and distrbute to the District Federation a set of the current Rules and Regulations of NZF and other relevant materi as decided 2y NZF and any amendment or variation thereof which may from tet time be adopted “The District Federation shall be responsible for seing that its wn copes o all NZF Statutes Regulations and other materials are maintained correct and up to date ‘The District Federation shalt all times keep NZF provided with and manta forts own use set of ts current rules and other relevant mater 3s om te to time rue by these Rules and NZF incuding al amendments and variations wihich may frm time to tne be ‘adopted and do so forthwith upon adoption all ties, ‘OWNERSHIP AND USE OF INTELIECTUAL PROPERTY In these Rules and all regulations the expression “Intellectual Property” nddes bute not. limited to all copyright, trademarks, names, brands, designs, design gh, patents, rights and databases, technology, trade secret, confidential information, boadeast hts, ublcation rights, know how, techniques, trade practices, inventions, developments, Improvements concepts, processes, ystems of every type. ‘Intellectual Property of NZF shal be and remain its sole and excusve property except Insofar as NZF may by express writen agreement agree otherwise 285 294 204 30 302 203 30 Without lining the foregoing, NZF's name and logo anal broadcast its relating to all {games of Football played in New Zealand or by New Zealand Footbal tears (subject to FFA rights) are valuable parts ofits intelectual property and intimately associated with its work and the promotion of Football n New Zealan. The District Federation and its Members are entitled to use and diply NZ's logo appropriately but subject to such terms and conditions as may be laid down by NZF at any ‘Any decisions regarding the use of NZ's Inelectual Property may only be made by NZF end maybe subject to such terms and condtns a NF in its ole diseretion may require {Al nteletul Property ofthe Distrit Federation shal be and remain is se and exchsve property witha icence to NZF to use such Intellectual Property ‘SPONSORSHIP N2F sees and encourages sponsorship at all ves and encourages the Dstt Federation and ls Cubs to obtain sponsorship subject to these Rules, ZF Statues, HZFRegulstions and any other NZF pies The Dist Federations, its Clbs, mus a alltime comply with the requirements of national sponsorship arrangements putin place by NF and any regulations N2F may publish relating ‘sponsorship, Nether the District Federations nor any of ts Clubs may enter into sponsorship agreements ‘which are contrary to any regulations er guelines from time to time extabised by ZF for ‘the purpose and shal if required to do so by such regulations or ether guldstines obtain the rior writen approval of NZF so that ay sponsorship arrangements are not contrary to ‘hose entered into by NZ No club may enter into any sponsorship arangement hich fe Inconistent with any Sponsorship of the District Federation or any Regulation ar pale of the Ostet Federation. ‘Where itis alleged tht any player, coach or Payercoac, referee, Clo ofc or other Memiser or spectator has been guy of any breach of the ls ofthe Gare or ofthe NZF Statutes or the NZF Regulations or these Rules, then, the Board shall ave power to Investigate such alleged offence and if the offence is proved, impose such penalty or penaties in accordance with the Rules ofthe game, the NZF Statutes or the YF Regulations, Oo the Rules, the Regulations or with the ules, regulations and by-laws of FFA es may seem sprite ‘This ule shall apply not only to games and other matters under the contrl ofthe District. Federation but fo all matches invehing members ofthe District Federator whether under ‘the conto ofthe Dist Feeration or under the control of NZ. The penaltes which may be imposed by the Distet Federation or by the Board in ecordance with this Rule (but subject tO appeal to the NZF) shall Inlude expion, Asquaifiation or suspension from the Distrt Federation (and frm any Cb) for 9 stated petiod ora ie rs reprimand, 304 wos 308 a at ‘The effect of suspension for any period shall be thatthe Cub, referee, player or payer coach offical or any other person may net during the period of suspension ak pat inthe Same, nor be in any way connected with the administration of the Game In any capacity whatsoever. Any such person may also be borned fram attendance asa spectator at any {round or any fature shoud the Board or appropriate committee of the Dstt Federation Imposing the suspension deem such action desiable, ‘Any ub, player, coach or player coach who contravenes any expulsion or sepenson or fal to pay any fine or comply with any ather penalty awarded shall be deemed to have ‘committed a breach ofthe Rules and wil be lable to be desk with in acordance withthe provisions of these Rules ‘Any Chub, player, coach, player-coach, referee or othe official shall have the ret of appeal to NF against any decision ofthe Dstrit Federation made under this Rue. This ht of appeal shal be exercised in accordance with such regulations 2s NZF may fom time to time promulgate forthe purpose ‘ny Cub player, coach, player-coach, retere or other oficial appearing ator the subec of {any inquiry or appeal or hearing under Rule 30 shal be entitled to appear and be heard on his or her own behalf and tobe accompanied by and represented bythe wpresentative of itor he choice ‘The Board on the hearing of any appeal shall have the right to confi, cers, or vary the BD Fewrokce Cresco Eiouhavse Aidalgad a —— Signature = este — as yr le WMidbetoud> Budlaad Db Zoere Sete Zeus ars gors maereiag Mam get D2 ams A Bc oid ia Gout Weller desta, Gapporl S Bei fv Je.

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