Constitution
Türkiye and New Zealand Cultural Society - Constitution
1. Membership
1.1 Any individual wishing to become a member of the Society must complete an official application form and submit it to the Committee.
1.2 The Committee will review the application and determine its outcome. Successful applicants will be accepted as members upon payment of the annual membership fee, the amount of which shall be determined by the Committee.
1.3 Membership shall cease if a member:
- Fails to attend the Annual General Meeting without reasonable cause;
- Engages in any conduct that brings disrepute to the Society;
- Breaches the rules or purpose of the Society;
- Is convicted of any criminal offence deemed incompatible with the values of the Society;
- Fails to pay the annual membership fee within three months of the due date.
2. Committee and Officers
2.1 The Society shall have a minimum of three Committee Officers: a Chairperson, a Secretary, and a Treasurer.
2.2 These Officers shall be elected by the members at a General Meeting and will serve a term of three (3) years. They may be re-elected at the end of their term.
2.3 Committee members may be removed by a vote of members for reasons including illegal activity, fraud, disrepute, or serious misconduct.
2.4 All Committee members must declare any actual or potential conflict of interest and must refrain from participating in decision-making on any matter where such a conflict exists.
3. Financial Management
3.1 The Society shall maintain accurate financial records and shall operate one or more bank accounts in its name.
3.2 All income shall be used to further the purpose of the Society. Payments shall be approved by at least two authorised Committee members.
3.3 The Treasurer shall prepare an annual financial report to be presented at the Annual General Meeting.
3.4 In the event of significant expenditure, prior approval from the Committee shall be required.
3.5 The Society shall retain all required financial records, including annual statements, for at least seven (7) years.
4. Dispute Resolution
4.1 Any disputes arising within the Society shall first be addressed through direct discussion between the parties.
4.2 If unresolved, the matter shall be referred to the Committee, who will attempt to resolve it fairly.
4.3 If the dispute remains unresolved, it may be referred to mediation or a Special General Meeting for a final decision.
5. General Meetings
5.1 An Annual General Meeting (AGM) shall be held once each calendar year.
5.2 Special General Meetings may be called by the Committee or upon written request by at least three (3) members.
5.3 The quorum for all General Meetings shall be three (3) members, based on the current number of five Committee members.
5.4 Proper notice and agenda shall be provided to all members before any General Meeting.
5.5 The Society shall retain records of all General Meetings, including attendance and minutes, for at least seven (7) years.
6. The Türkiye and New Zealand Cultural Trust
6.1 Establishment of the Trust
The Society recognises the establishment of a separate legal entity named the Türkiye and New Zealand Cultural Trust ("the Trust") to act in a guardianship role over the long-term integrity, cultural purpose, and governance values of the Society.
6.2 Role of the Trust
The Trust shall:
- Act as a protector of the Society’s founding mission and objectives;
- Monitor, advise, and intervene (only when necessary) in matters where the Society's leadership deviates from the constitution or brings disrepute to the organisation;
- Facilitate continuity and accountability in the governance of the Society.
6.3 Relationship with the Society
- The Trust is an independent entity governed by its own Trust Deed;
- It may interact with the Society as permitted under this Constitution and its Deed;
- The Trust shall not interfere in the day-to-day operations of the Society unless formally triggered under Section 6.4.
6.4 Trustee Oversight Powers (Activated by the Trust)
a. Grounds for Oversight Intervention
The Trust may intervene if, in its reasonable judgment, the Society’s Committee:
- Acts outside the stated purpose of the Society;
- Engages in fraudulent, illegal, or seriously negligent activity;
- Brings the Society into public disrepute;
- Fails to hold required General Meetings or fulfill other constitutional duties.
b. Powers Upon Intervention
- The Trust may call a Special General Meeting of the Society to propose the dissolution of the current Committee;
- In such a meeting, the Trust shall present its findings and facilitate the democratic election of a new Chairperson, Secretary, Treasurer, and any additional Committee Members;
- The Trust may manage the Society’s affairs in an interim capacity until the newly elected Committee assumes responsibility.
c. Limitations
- The Trust may not permanently hold governance over the Society and shall return full control to an elected Committee after an intervention;
- The Trust must act in accordance with its own Trust Deed and the laws of New Zealand.
7. Surplus Assets (Winding Up)
7.1 If the Society is wound up or dissolved, any surplus assets after the payment of all debts and liabilities shall not be distributed to any members or individuals.
7.2 Instead, they must be transferred to one or more not-for-profit organisations within New Zealand that have similar purposes to this Society and are registered charities or incorporated societies.
7.3 The recipient organisation(s) shall be nominated and approved by the Committee or, if unavailable, by a Special General Meeting of the members.