Proposed New New Zealand Oracle Users Group Incorporated (NZOUG) Constitution

1. Name
1.1 The name of the society is the New Zealand Oracle Users Group Incorporated (NZOUG).

2. Purposes
2.1 The purposes of the society are to:
  a. Facilitate professional and social contact, and the exchange of information among members.
  b. Promote communication between Oracle Corporation and NZOUG members.
  c. Encourage interaction between members and other organizations associated with Oracle Corporation or its products.
  d. Serve as a representative body to Oracle Corporation on matters of mutual interest and concern to members.

 3. Membership
3.1 Membership is open to individuals and organizations that consent to join the society.
3.2 Membership is free; no fees are required.
3.3 To become a member, an individual or organization must complete the membership application process as determined by the Committee.
3.4 Members may terminate their membership by providing written notice to the Secretary or via the online membership system.
3.5 The Committee may suspend or terminate the membership of any member for reasons of gross misconduct, subject to confirmation at a General Meeting held within 21 days of the Committee's decision.
3.6 The society shall maintain an up-to-date register of members, including each member's name, contact details, and date of joining.
3.7 The society must have at least 10 members at all times.

4. Committee
4.1 The society shall be governed by a Committee comprising a President, Vice-President, Secretary, Treasurer, and at least one other member.
4.2 Committee members shall be elected at the Annual General Meeting (AGM) for a term of two years.
4.3 The Committee shall have the power to co-opt members to fill vacancies or for specific tasks until the next AGM.
4.4 A quorum for Committee meetings shall be at least two Officers and one other Committee member.
4.5 The Committee shall appoint at least one contact person, and no more than three, who is at least 18 years old and ordinarily resident in New Zealand.
4.6 The Committee is responsible for managing the operations and affairs of the society.

5. General Meetings
5.1 An AGM shall be held each year before 31 December to consider the accounts, elect the Committee, and address other business.
5.2 Notice of the AGM shall be given in writing to members at least 10 business days before the meeting.
5.3 A quorum at a General Meeting shall be five members.
5.4 The society may hold General Meetings via electronic means.

6. Dispute Resolution Procedure
6.1 Any dispute between members, or between a member and the society, shall be addressed as follows:
  a. The parties involved shall first attempt to resolve the dispute by discussion and negotiation.
  b. If unresolved, the dispute shall be referred in writing to the Committee, which shall mediate within 21 days.
  c. If mediation fails, an independent arbitrator shall be appointed by agreement or, failing agreement, by the President of the Arbitrators’ and Mediators’ Institute of New Zealand.
  d. The arbitrator’s decision shall be final and binding on all parties.

7. Financial Management
7.1 The society's financial year shall end on 31 March each year.
7.2 The Treasurer shall ensure proper accounting records are kept and provide financial statements at the AGM.
7.3 The society shall not borrow money or incur debts other than as approved by a General Meeting.
7.4 In the event of the society winding up, any surplus assets shall be distributed to a not-for-profit organization with similar purposes.

8. Amendments to the Constitution
8.1 Amendments to this constitution may be made by a resolution passed by a two-thirds majority at a General Meeting, provided that notice of the proposed amendment has been given to members at least 10 business days before the meeting.

 9. Compliance with the Incorporated Societies Act 2022
9.1 The society shall comply with all requirements of the Incorporated Societies Act 2022.
9.2 In the event of any inconsistency between this constitution and the Act, the provisions of the Act shall prevail.