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New Zealand Law Society - Wellington Branch
Branch Rules
1 Interpretation and commencement
1.1 In these Rules, unless the context otherwise requires:
‘Act’ means the Lawyers and Conveyancers Act 2006;
‘Board’ means the Executive Board of the Law Society;
‘Branch’ means the Wellington Branch of New Zealand Law Society;
‘Branch Council’ means the council of the Branch;
‘Branch Office’ means the office of the Branch;
‘Branch Manager’ means the person appointed under Rule 10.1;
‘Commencement Date’ means 1st day of February 2009;
‘Constitution’ means the constitution of the Law Society;
‘Council’ means the council of the Law Society;
‘Law Society’ means the New Zealand Law Society;
‘Local Area’ means the area set out in Schedule 1;
‘Local Member’ means a Member who practises in the Local Area;
‘Member’ means a full member of the Law Society but does not include an
honorary member or associate member;
‘Predecessor District Law Society’ means the district law society which had
jurisdiction in the Local Area immediately prior to the Commencement Date;
‘Rules’ means these rules and ‘Rule’ has a corresponding meaning; and
‘Young Lawyer’ means a lawyer who was admitted as a barrister and solicitor within
the immediately preceding period of five years.
1.2 Where these Rules refer to the place or area in which a Member practises, this
constitutes a reference to the place or area in which that Member’s principal place
of business is situated.
1.3 In these Rules, unless the context otherwise requires:
(a) a word or expression defined in the Act but not defined in these Rules
has the same meaning as it has in the Act;
(b) a word or expression defined in the Constitution but not defined in these Rules
has the same meaning as it has in the Constitution;
(c) month means a calendar month; and
(d) words in the singular include the plural, and words in the plural include
the singular.
1.4 These Rules come into effect on the Commencement Date.
2 Name and area
2.1 The name of the Branch is the Wellington Branch of the New Zealand Law Society.
2.2 The area included in the Branch corresponds with that of the Predecessor District Law
Society and is set out in Schedule 1.
3 Functions and powers of the Branch
3.1 The functions of the Branch include:
(a) representing and serving the interests of Local Members;
(b) upholding the fundamental obligations imposed by the Act on lawyers who provide
regulated services;
(c) appointing a Branch representative to the Council;
(d) appointing or nominating, as the case may be, a person to or for the office of
vice president of the Law Society;
(e) the oversight, as required by the Council or Board, of the local performance
by the Law Society of regulatory functions under the Act;
(f) attending to representative functions, including the promotion of collegiality
within the Branch;
(g) assisting in and promoting law reform; and
(h) such other functions as are from time to time delegated to the Branch
by the Law Society
3.2 The Branch has all such powers as:
(a) are necessary to carry out the above functions; or
(b) are delegated to the Branch by the Law Society.
4 Membership
4.1 All Local Members are Members of the Branch.
5 Branch Council
5.1 The Branch Council consists of:
(a) the Branch President;
(b) two Branch Vice Presidents;
(c) such number of ordinary Local Members (in addition to those referred to in
paragraphs (d), (e) and (f)), being not less than three nor more than 10 as
the Branch Council from time to time determines;
(d) an ordinary member being a Local Member practising in the Wairarapa
region, elected by those Local Members who practise in the Wairarapa region;
(e) an ordinary member being a Member appointed by the Corporate Lawyers
Association of New Zealand; and
(f) an ordinary member being a Local Member who is a Young Lawyer at the time
of his or her election and is elected by those Local Members who are
Young Lawyers.
5.2 The functions of the Branch Council are:
(a) to ensure the functions of the Branch are properly carried out;
(b) to ensure that directives from the Law Society are carried out;
(c) to prepare and submit to the Law Society for approval by the Law Society annual
business plans and such financial information as the Law Society may require;
(d) to establish such committees as it considers appropriate subject always to the
approval of the Board;
(e) to provide guidance and support in respect of management of the Branch; and
(f) generally to carry out all the functions of the Branch.
5.3 All of the powers of the Branch are vested in and exercisable by the Branch Council.
5.4 Each member of the Branch Council must be a Local Member.
6 Elections
6.1 Elections for the Branch Council must be held in June of each year. The first election
must take place in June 2009.
6.2 Nominations for all elections for members of the Branch Council must be in writing
signed by two Local Members with the consent of the nominee endorsed and must
be received at the Branch Office at least 21 clear days before the date on which the
Annual General Meeting is to be held.
6.3 Notice of the date on which nominations close must be included in or accompany
the notice of the Annual General Meeting.
6.4
(a) number of vacancies the Chair at the Annual General Meeting must declare
those nominated to be elected.
(b) If the number of candidates nominated for any office is less than the number
of vacancies the Chair at the Annual General Meeting must declare those
nominated elected and must call for nominations for any office then vacant.
If such nominations exceed the vacancies a ballot must be held at the meeting.
(c) If the number of candidates nominated for any office is more than the number of
vacancies (other than in the circumstances provided in rule 6.4(b)) a postal ballot
must be held in the following manner:
(i) As soon as practicable after the date on which nominations close, each
Local Member must be sent at the address appearing on the membership
list a voting paper containing, in alphabetical order of surnames, a list of all
the candidates for all offices and also directions as to voting together with
any biographical or other relevant details submitted by the candidate.
(ii) Any Local Member who satisfies the Branch Manager or other person in
change of the Branch Office that he or she has not received or has lost or
spoiled the voting paper, will be entitled to receive a further voting paper
and complete the same at any time prior to the closing of the ballot.
6.5
(a) The Branch Council must appoint not less than two scrutineers who are not
candidates for office. Between the time fixed for the closing of the ballot and
the commencement of the Annual General Meeting the envelopes containing
the voting papers must be opened and the votes recorded for each candidate
counted by the scrutineers who must be provided with a list upon which is
indicated the names of all members whose voting papers will be informal
pursuant to the provisions of rule 6.6(a)(ii).
(b) If by reason of any equality of votes given for two or more candidates the
election is not complete the Chair of the Annual General Meeting must
decide by lot in such manner as the Chair may determine which of such
candidates is elected and thereby complete the election.
(c) On completion of the count the scrutineers must prepare a certificate showing
the number of valid votes cast for each candidate and deliver the certificate
to the Chair of the Annual General Meeting who must declare the result
of such meeting.
(d) Any omission to forward a voting paper to any Local Member entitled to vote
will not invalidate the election.
6.6
(a) A voting paper will be informal in any of the following cases:
(i) If the ballot paper is not enclosed in a sealed envelope and the name of the
voter does not appear signed and printed legibly on the outside of the flap
of the envelope;
(ii) If the voter is not a Local Member;
(iii) If the number of candidates whose names have not been struck out is greater
than the number of vacancies to be filled; and
(iv) If the envelope containing the voting paper is delivered after the closing of
the ballot.
(b) If a person is a candidate for election to more than one office in the Council the
result of the election to the higher office must be declared first and if he or she
is successful his or her other candidatures must be treated as withdrawn.
7 Term of office
7.1 The term of office of the Branch President, the Branch Vice President and
ordinary Branch Council members runs from the date of his or her election
up to the date of the Annual General Meeting in the immediately succeeding year.
7.2 A member of the Branch Council will cease to hold office if he or she:
(a) Ceases to be a Member;
(b) Is absent from three consecutive meetings of the Branch Council without the
Branch Council’s consent;
(c) Becomes incapable, for any reason, of carrying out his or her duties;
(d) Resigns from office; or
(e) Is removed by a resolution passed by a two thirds majority of Local Members
present at a general meeting of Local Members.
7.3
(a) No person shall be eligible for election to the office of President for more than
two consecutive terms.
(b) A Vice-President shall not be eligible for election to the same position for
more than four consecutive terms, but shall be eligible for election as President
or as an ordinary member of the Council.
(c) If a person is appointed to any of the above offices to fill a casual vacancy as
provided by rule 7.4 then the period of office with respect to that person shall
be deemed to commence from the date that person is elected to the office
under Rule 6.
(d) The Wairarapa and the young lawyer members of the Council elected pursuant to
rule 5.1(d) and (f) respectively shall not be eligible for re-election to those positions
after serving on the Council for 2 years, but shall be eligible for election to any
other position on Council for which they have any necessary qualifications.
7.4 If any casual vacancy occurs in the office of Branch President, Branch Vice
President or ordinary member of the Branch Council, the remaining members
of the Branch Council must appoint a Local Member to fill the vacancy for the
unexpired term of office.
8 Meetings of the Branch Council
8.1 The Branch Council must meet as often as required for the proper conduct of the
Branch’s functions and may regulate its affairs as it thinks fit.
8.2 Minutes of all Branch Council meetings must be forwarded to the Law Society.
8.3
(a) Not less than seven days’ prior written notice of each meeting of the Branch
Council and of the business to be transacted at that meeting must be given
to each member of the Branch Council.
(b) The period of time specified in paragraph (a) may be abridged by the Branch
President or in the absence of the Branch President by a Branch Vice
President. The abridgement and the reasons for it must be recorded in the
notice of the particular meeting of the Branch Council.
8.4 The Chair at any meeting of the Branch Council will be the Branch President, or in the
Branch President’s absence, a Branch Vice President. If the Branch President and both
Branch Vice Presidents are absent, the Branch Council must appoint a person to chair
the meeting from among its members present at that meeting.
8.5 The quorum for any meeting of the Branch Council is five members of the Branch
Council.
8.6
(a) Any meeting of the Branch Council lapsing for want of a quorum will stand
adjourned to the same time and place seven days after the original time,
or such later time or other place as the Branch President or, in the absence
of the Branch President, a Branch Vice President fix by notice given to all
members of the Branch Council within three days after the lapsed meeting.
(b) The adjourned date specified in paragraph (a) may be abridged by the Branch
President or in the absence of the Branch President, by a Branch Vice
President. The abridgement and the reason for it must be recorded in the
particular meeting of the Branch Council.
8.7 At all meetings of the Branch Council each person attending is entitled to one vote.
The Chair has, in addition to a deliberative vote, a casting vote.
8.8 Despite Rule 8.1, the contemporaneous linking together by telephone, video
conference, or other electronic means (“Teleconference Meeting”) of the
members of the Branch Council constitutes a meeting of the Branch Council so
long as the following conditions are met:
(a) All members of the Branch Council must be given notice of a Teleconference
Meeting, and all members attending must be linked for the purposes of the
meeting;
(b) At the commencement of each Teleconference Meeting each member of the
Branch Council taking part in that meeting must be able to hear each of the
other participating members;
(c) At the commencement of the Teleconference Meeting, each member of the Branch
Council must acknowledge his or her presence for the purpose of the meeting to
each of the other participating members;
(d) No member of the Branch Council may cease participating in a meeting by
disconnecting himself or herself unless the member has obtained the approval
of the person chairing the Teleconference Meeting; and
(e) Each Branch Council member present at the commencement of the meeting forms
part of the quorum at all times during the Teleconference Meeting unless approval
to leave the meeting has been given to that member.
8.9 Despite Rule 8.1, a resolution in writing signed by not less than 75% of the members
of the Branch Council is as valid and effectual as if it had been passed at a meeting of
the Branch Council duly convened and held. Any such resolution:
(a) May consist of several documents in like form, each signed by one or more
members of the Branch Council;
(b) May consist of a fax or email purporting to have been sent by any one or more
members of the Branch Council. The fax or email is deemed for the purposes
of this Rule to be a document signed by the member or members of the
Branch Council purporting to have sent it;
(c) Must be placed before the next meeting of the Branch Council for confirmation as
if it were a minute of a resolution passed at a meeting of the Branch Council duly
convened.
8.10 The Branch President or a Branch Vice President is entitled to invite a person to
attend any meeting or any part of any meeting of the Branch Council as an
observer. With the leave of the meeting the observer may be given the right to
speak at the meeting.
9 Meetings of Local Members
9.1 The Branch must hold an Annual General Meeting of Local Members on a date in June
fixed by the Branch Council.
9.2 The Branch Council may at any time give notice to the Local Members calling a Special
General Meeting of the Branch.
9.3 The Branch Council must call a Special General Meeting within 30 days of receiving a
request stating the object of the proposed meeting, signed by not less than 1% of the
Local Members or 10 Local Members, whichever is the greater.
9.4 The Branch Council must send to every Local Member notice of every general meeting,
the business to be conducted at the meeting and a proxy form, not less than 14 days
prior to the meeting. The accidental omission to send notice of a general meeting to
any particular Local Member or Local Members does not invalidate the proceedings
at that meeting.
9.5 The quorum for any general meeting is 20 Local Members who are present either
personally or by proxy.
9.6 The Chair at any general meeting will be a member of the Branch Council appointed
by the Branch Council.
9.7 At the Annual General Meeting Local Members will receive any reports from the
Branch Council and conduct any other business notified to Local Members in the
notice of meeting.
9.8 Each Local Member is entitled to one vote.
9.9 Each Local Member may vote either personally or by proxy.
9.10 Every person who is appointed a proxy must be a Local Member.
9.11 Every appointment of a proxy must be:
(a) In writing, signed by the appointer and witnessed;
(b) Valid for a specified meeting and any adjournments; and
(c) Received at the Branch Office at least 48 hours before the time fixed for the
commencement of the meeting.
9.12 At any general meeting the Chair may require that a poll be taken, and must require
a poll where, to the Chair’s knowledge, the counting of proxy votes could affect the
outcome of a vote.
9.13 At a general meeting a poll must be taken where demanded by five Local Members
present at the meeting.
9.14 Where a poll is required or demanded it must be conducted as the Chair directs.
9.15 If there is an equality of votes the Chair will have a casting vote in addition to his
or her deliberative vote.
9.16 Subject to these Rules, the procedure at any general meeting may be determined
by the Branch Council as it thinks fit.
10 Branch management
10.1 The Law Society may appoint a Branch Manager to manage the affairs of the Branch.
The Branch Manager’s appointment may be on a full time or part time basis.
10.2 The Branch Council must co-operate in and facilitate the setting up and operation by
the Law Society of a Branch Office in the Local Area.
11 Alterations to Rules
11.1 These Rules may be amended by the Branch Council from time to time, but each
amendment must have the prior approval of the Council.
11.2 At any general meeting, the Local Members may, subject to the approval of the
Council, adopt amendments to these Rules.
12 Transitional
12.1 Despite the previous provisions of these Rules, during the period from the
Commencement Date up to the date of the Annual General Meeting in June 2009:
(a) the Branch Council will have the same size and composition as that of the
council of the Predecessor District Law Society immediately prior to the
Commencement Date; and
(b) the officers and other council members of the Predecessor District Law Society
will remain in office and will comprise the Branch Council, the Treasurer
transmogrifying to one of the Vice Presidents.
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