What should NZLARPS’ regional model be?
- “One big society” with internal regionalisation?
- Separate affiliated incorporated societies
- No opinion
0 voters
(Wearing National Secretary hat)
Hamilton is currently moving towards becoming the third regional branch of NZLARPS. While planning for this the National Committee uncovered a problem with the way the regional split was handled in 2009 which has consequences for the shape of the Society, and which may require an SGM and constitutional amendment to resolve. As this is ultimately a question for the membership, we would like your views on what we should do before proceeding further.
TL;DR
[ul]
[li] NZLARPS is currently organised as “one big society”, with regionalisation handled by its internal rules.[/li]
[li] The constitution actually requires each region to be a separate incorporated society. [/li]
[li] This is not a problem for existing regions, because those rules were not in force when the split happened. But it means that future regional branches will be formed on very different terms from Auckland and Wellington.[/li]
[li] “One big society” has less annual administrivia and would provide equal terms to new branches. It has the disadvantage that, as one legal entity, financial mismanagement by one regional branch automatically affects all the others. Preserving/restoring this model would require a minor constitutional amendment.[/li]
[li] Separate affiliated societies provides insulation against regional financial problems, but each would have to make separate annual filings of rules and financials with the registrar of incorporated societies (something which NZLARPS has had trouble with in the past). Properly implementing this model would likely require further constitutional amendments to regulate interactions between branches, as well as great care with drafting the rules of new branches.[/li]
[li] We will need to have a solution in place before we can create a Hamilton regional branch, so there is some time pressure.[/li][/ul]
The detail
Regional branches of the society are governed by s12 of the Constitution, passed at the 2009 AGM.
[quote]From time to time, at the discretion of the National Committee, a regional branch of the Society may be formed to facilitate the administration of the Society’s activities for a given region. The Regional Branches shall be formed as thus:
(a) The region must define its geographical boundaries and demonstrate a volume of activity within it that requires, or will soon require, the presence of its own administrative body to act on behalf of the Society.
b The Regional Branch must properly incorporate as a regional branch as per the requirements of the Incorporated Societies Act of New Zealand[/b]
© The Regional Branch will be bound by the Constitution of the Society and society procedures regarding project and affiliate status, and financial reporting.
(d) The Regional Branch will hold Regional Annual General Meetings as set out in Sections 12, 13 and 14 and elect a Regional Committee as detailed in Section "Appointment and Removal of Committee”
(e) The Regional Branch will be responsible for the keeping of its own accounts and the Regional Treasurer will work with the National Treasurer for the preparation of the annual accounts.[/quote]
The problem is the highlighted s12(b). “Properly incorporat(ing) as a regional branch as per the requirements of the Incorporated Societies Act of New Zealand” means effectively creating a new incorporated society (I have confirmed this with the Companies Office). Which means every branch would have to do its own annual filings to maintain registration.
This created a brief panic: as Wellington Secretary last year I never filed anything (and wasn’t instructed to). But it turns out that when we regionalised in 2010, we didn’t follow this process. Instead, the NZLARPS Committee simply passed a motion recognising Wellington as a branch (minutes here. We didn’t even do that for Auckland; it was simply assumed that the passage of subsequent amendments at the SGM in early 2010 (which renamed the national committee and defined the powers of regional branches) automatically created an Auckland region. Fortunately none of that matters: due to an adminsitrative screwup, those rules weren’t filed (and hence weren’t in force) until June 2011. So the committee could do what it liked, provided it wasn’t inconsistent with the existing rules, and we can simply accept the situation as an established fact.
(It also means that regional secretaries haven’t been screwing up by not filing stuff. Whew!)
This has given us a de facto structure of “one big society”. While we have regional branches governed by regional committees, its all internal. NZLARPS is, legally speaking, a single entity. This has pluses and minuses. The plus is lower administrative overhead (and handling the legal requirements of being an incorporated society is a significant task which NZLARPS has had problems keeping up with in the past), and simple internal financial procedures. The minus is that we’re legally one entity, meaning one big mistake in one region can threaten the whole organisation. But as a society with just over a hundred members, that doesn’t seem too much to bear.
Reading back through the discussions around regionalisation (here, here and here), I’m not quite sure whether this is exactly what people had in mind back in 2010.
But (there’s always a but): s12(b) is now legally in force and we must obey it. Meaning that new regions must seperately incorporate. Which is going to make their relationship to NZLARPS somewhat different to that of Auckland and Wellington. Managing this is likely to require careful consideration of the rules of new branches, as well as amendments to the NZLARPS constitution to properly manage the relationship.
The options
The poll above presents two options:
[ul]
[li] Retain the “one big society” model: This will require amending s12(b) of the constitution, to replace the incorporation requirement with one of having a certain number of members in the proposed region;[/li]
[li] Embrace separation: This will require carefully drafting a new set of base rules for regional branches, as well as amending the NZLARPS constitution to manage the relationship with regions. It will be complicated, and perhaps require a proper lawyer[/li][/ul]
So, which structure for the society do you want? Discuss.