The Incorporated Societies Act 2022, along with changes in practice such as the adoption of Zoom, necessitates that VNZI update and amend its constitution to comply with the new Act by 2026.
During VNZI's 2025 Annual General Meeting (AGM) in late August, members will be asked to vote on accepting the proposed changes to the VNZI constitution. VNZI's 2025 AGM will take place as part of the RSE Conference and Horticulture Conference on August 26-27, 2025, at the Takina Wellington Convention and Exhibition Centre.
The new act necessitates several changes, including the designation of a contact person, specifically the Chief Executive, as outlined in clause 2.3. Additionally, it requires the maintenance of a register of members, with members providing their consent as specified in clauses 4.5 and 4.6. Dispute procedures are addressed in clause 23 and schedule 2, while director consent and eligibility are covered in clause 6.5. Furthermore, conflicts of interest have been incorporated into the constitution, as detailed in clauses 11 and 17.1e.
The non-act changes include the transition of the Business Manager role to Chief Executive and the removal of clauses related to the change from VNZ to VNZI, specifically clauses 6.1b and 13.1. The type and timing of Director elections have been updated, eliminating postal voting and reducing the timeframe from 49 days to a minimum of 28 days, as stated in clause 6.2. Duties of Directors have been added under clause 8, and insurance and indemnities are now covered in clause 9. Group Advisory Groups, or 'CAGs,' have been streamlined in clause 13, with a tidied process and reduced distribution to the Board agenda, eliminating the need for papers. The AGM notice period has been shortened from 49 days to 28 days, and the submission of remits has been reduced from 28 days to 21 days, as indicated in clauses 16.5 and 16.7. Lastly, changes to the constitution now require a two-thirds majority, rather than the previous 50%, as specified in clause 25.1.
Source: Vegetables New Zealand