Constitutional Review Working Group report to Council 25/05/01

The WG met yesterday evening to finalise the proposals being made by the WG for changes to ISOCNZ Constitution, that will go forward to the AGM. These proposals and a background document will be included with the mail out of the Audited Accounts to all members this week coming.

Due to the Council decision not to have an SGM prior to the AGM on the proposals, and with discussion both internally and with others, we are now putting our points separately as some 30 separate issues. We are creating a background document for both explanation of our thinking leading to a proposal and clarification of intent.

The six principle areas concern:

1. Council - containing election of Officers, terms of Office of officers and Councillors, size of Council, powers of Council.
   
2. Electronic General Meetings, (e-GM)
   

   and a special case of the e-GM

3. "Veto"
   
4. AGM - containing points on the date of the AGM and documents available, Nominations for elected positions and elections, and proxies.
   
5. The proposed Constituency structure
   
6. Membership issues, mostly concerning clarifications and firming up the specifics of joining the Society and obligations and rights.

One issue we discussed last evening was the possibility of asking Council to consider what we have called an "indicative election" of Officers. The idea is that Council will put together a list of nominees for the positions of Officers of the Society and have an electronic vote of the membership in the period between the AGM and the first Council meeting one month later.

The idea is predicated on two issues. We are proposing that for the future elections of the Society the Officers will be elected from the floor of the AGM. This next AGM will be held under the current, unmodified Articles so this election will not happen until the next AGM 2002. If our proposal is passed then for the future the members will be the electorate for the Officers. Our general feeling is that exposing competing nominees for a position to a membership vote will enable Council to have some indication of Member feelings on candidates.

Council will still have to "elect" the officers at the first meeting of the Council following the AGM. With the indicative election there will be feedback from the members for Council to consider in that real election, but we are not suggesting the indicative election be binding on Council. Of course if only one person is nominated to a position then no election either indicative or real needs to be carried out.

We are putting forward this idea now so that there can the necessary preparations made for such an electronic vote. One month is not a long period to A) Get nominations together and posted out, especially with the number of seats up for election this time around, B) have a voting period for the members and C) collate the votes and distribute the results internally before the final decision is reached.

We would like Council to also consider adding to the list of Officers the position of "Vice-President" so that (if) when the proposals are finalized in a post AGM restructured Constitution the post will have an incumbent ready to assume the role. There is of course no reason Council need assume our proposals will meet Membership approval for this to happen. The position of a deputy to the Chair was after all agreed at the 1999 strategic planning meeting. It has just, as yet, not been implemented.

A consensus was reached at our meeting that we will include in our documentation a full listing of work to be carried out in the new ISOCNZ year, covering the areas of the TOR that have not yet been addressed, additional work on areas we have put in our proposals that as yet are not in existence - Job descriptions, the Constituency structure and so-on - and add to the TOR a full examination of the Objects of the Society.

The re-writing of the Constitutional documents will be undertaken by the WG in consultation with the ISOCNZ lawyers, Gavin Adlam, Rick Shera and Peter Dengate Thrush. We then expect that there will need to be a brief approval of the reworked Constitution SGM, so that the Secretary can forward the documents to the Registrar of Incorporated Societies.

© 2001 The Internet Society of New Zealand
Last updated 25 May 2001