CONSTITUTION OF INCORPORATED @ NOVEMBER 2020

The following rules replace all existing rules of the Incorporated and all existing rules are hereby repealed.

1. NAME

The name shall be Auckland Rugby League Incorporated (”ARL”).

2. OBJECTS AND POWERS

2.1 Objects

The Objects of the ARL are to:

(a) Promote Rugby League: promote, foster and develop rugby league throughout Auckland and the wider Auckland region;

(b) Arrange Matches: arrange, promote, control and otherwise promote rugby league matches and competitions in any manner within Auckland and /or the wider Auckland region;

(c) Arrange Competitions: to hold gatherings and competitions and assist in the holding of sports gatherings and competitions whether at an amateur or professional level;

(d) Representative Teams: form and manage Auckland representative rugby league teams;

(e) Affiliated Body Matches: foster and support inter affiliated rugby league competitions;

(f) Provide Pathways: provide pathways to participants in rugby league to attain levels of excellence in their chosen field (for example, managers, coaches, trainers, administrators)

(g) Encourage Participation: encourage participation at all levels (for example administrators, players, coaches, referees and supporters)

(h) To Carry on Business: in such manner as the Board determines the purposes of which are incidental to the promotion of the interests of rugby league in the Auckland area;

(i) Promote Interests of Rugby League: do all such other things to promote the interests of rugby league.

2.2 Powers

Subject to Clause 5.4 of the constitution of the Rugby League Incorporated, or any clause passed in substitution for it the powers of the ARL are to:

(a) Rules: make or alter rules or regulations in accordance with the constitution;

(b) Membership: admit new members and withdraw, suspend or terminate membership, or impose set penalties for the breach of any rule or regulation of the ARL or the bringing of ARL or rugby league into disrepute by any member, club, referee, team or member of any club or team under the jurisdiction of a member;

(c) Promotion of Rugby League: carry on any business which in the opinion of the Board of Directors is for the benefit of the ARL, or is for the promotion, fostering, development and governance of rugby league in Auckland and or the wider Auckland region;

(d) Intellectual Property: apply for, purchase, or otherwise acquire any intellectual property rights, or any secret or other information as to any invention or property for any of the purposes of ARL, and to use , exercise, develop, or grant licenses in respect of the above matters;

(e) Partnerships, Joint Ventures: enter into partnership, a joint venture or any other arrangement for the sharing of surplus resources, and to co- operate with any person carrying on or about to carry on any business or transaction;

(f) Shares: subscribe to, or otherwise acquire, hold or deal with, shares, debentures, or other securities of any company and to sell or dispose of any such rights, privileges and concessions;

(g) Arrangements: enter into any arrangements with any government organisation, Regional or Local Territorial Authority, Trust, not-forprofit organisation, corporate entity, partnership, joint venture or other entity and to obtain from them any authority, rights, privileges and concessions and to exercise any such rights, privileges and concessions;

(h) Property: purchase, take on lease or in exchange, hire, and otherwise acquire any real and personal property and any rights and privileges;

(i) Investment: invest and deal with the money of ARL;

(j) Loans: lend any advance or give credit to any person; and to give guarantees and/or indemnities for the payment of money or the performance of contracts or obligations by any person; and otherwise to assist any person;

(k) Borrow: borrow or raise or secure the payment of money charged upon all or any of ARL property and to purchase, redeem, or pay off any such securities;

(l) Contract: enter into any contract or arrangement;

(m) Legislation: apply for, promote, and obtain any statute, order, regulation, or other authorisation or enactment; and to oppose any bills, proceedings, or applications;

(n) Employees: appoint, dismiss or retire employees;

(o) Services: to remunerate any person for services rendered or to be rendered;

(p) Property of the ARL; sell, improve, manage, develop, exchange, lease, distribute, dispose of or otherwise deal with all or any part of the property and rights of ARL;

(q) Hold Charges: take or hold mortgages, liens, and charges to secure payment of any money due to ARL from any other person;

(r) Trusts: undertake and execute any trusts and make gifts whether for charitable or benevolent purposes;

(s) Representatives: appoint, elect or nominate persons to represent ARL;

(t) Delegation: delegate to any person the powers of ARL and to allow the Board or other person to delegate any of the powers delegated to the Board to other persons;

(u) Disputes: decide any dispute or hear any appeals on matters relating to ARL and/or rugby league;

(v) Make Regulations: make or amend regulations of ARL and rugby league;

(w) Carry Out Objects: carry out all or any objects of ARL and do all or any of the above things as principal, agent, contractor, or trustee, or otherwise, and by or through trustees or agents or otherwise, and either alone or in conjunction with others;

(x) All Other Things: do all such things as are incidental or conductive to the attainment of the objects and the exercise of the powers of the ARL;

2.3 Independent Construction:

It is declared that each of the objects and powers set out in Rules 2.1 and 2.2 are to be constructed independently and are not to be limited by reference to any other objects or powers recorded in Rules 2.1 and 2.2 each of the objects and powers set out in Rules 2.1 and 2.2 are independent objects and powers of ARL.

2.4 No Pecuniary Profit:

Nothing in this constitution shall permit any part of the funds of ARL to be used or to be available to be used for the private pecuniary profit of any member or any person associated with any Member. For the avoidance of doubt, term “private pecuniary profit” does not include remuneration or payments for services rendered reasonable and relative to that which would be paid in an arms-length transaction (being the open market value). This Rule 2.4 shall apply notwithstanding any other provision in this constitution to the contrary.

3. CONSTITUTION

The ARL shall consist of:

(a) All persons whose names, occupations and addresses are set out in the application for incorporation and filed with the Registrar of Incorporated Societies.

(b) All persons who have, since the incorporation of the ARL, become members in accordance with the pre-existing rules.

(c) All persons who shall hereafter become members provided by these rules.

4. CLASSIFICATION OF MEMBERS

(a) Playing members are those persons who register with the ARL or participate in any game of rugby league played under the ARL’s jurisdiction.

(b) Official members are those officials whether Board of Directors, appointed members of any committee or sub-committee, club officials, or members of the Auckland Rugby League Referees Association.

(c) Honorary members are those not otherwise classified, who subscribe to the fund of the ARL.

(d) Club members are those members who meet the criteria set out in clause 5 below.

(e) Affiliated organisation members are those organisations affiliated to the ARL.

(f) Life Members

(i) Life Members may be appointed by the Board of Directors and shall retain their membership for life or until they resign such membership and it shall be permissible for the Board of Directors by majority vote to cancel such Life Membership if in its opinion the member shall have acted in any way contrary to the interests or in a manner damaging to the good name of Rugby League or the ARL.

(ii) Nominations for Life Membership shall close at the first meeting of the Board of Directors in the first two weeks of September and shall be voted on by the Board of Directors before 31 October. The maximum number of living Life Members of the ARL at any one time shall not exceed twenty (20).

(iii) Life Members may be appointed only if the nomination is supported by not less than two thirds of those Directors present and entitled to vote.

(iv) The Board of Directors, clubs, Auckland Rugby League Referees Association, and affiliated organisations may nominate a person for Life Membership of the ARL.

5. AFFILIATED CLUBS AND OTHER AFFILIATED ORGANISATIONS

(a) Club or clubs shall mean any club or clubs affiliated to the ARL formed within boundaries as defined by the League Incorporated. Any rugby league club which makes an application for an affiliation to the ARL shall be admitted as an affiliated club member providing it meets the criteria as set down from time to time by the Board of Directors. No club shall establish clubrooms and/or its training facilities on the home ground of an existing club without that club’s expressed consent in writing, and “home ground” shall be deemed to mean that reserve or open area where a club has historically been situated or had its primary playing rights and training facilities.

(b) Affiliated organisations shall mean any organisation affiliated to the ARL formed within the boundaries as defined by the Incorporated. An organisation which makes an application for an affiliation to the ARL shall be admitted as an affiliated organisation member providing it meets the criteria as set down from time to time by the Board of Directors.

6. OFFICERS

The Officers of the ARL shall consist of:

(a) Patron (b) President (c) Vice-Presidents (d) Chairperson of the Board of Directors (e) Members of the Board of Directors

The Patron, President and Vice-Presidents shall be elected at the Annual General Meeting and shall hold office until the next Annual General Meeting or until a successor shall be elected in their stead. The Auditor and Solicitor shall be appointed by the Board of Directors at the first meeting after the Annual General Meeting or at such other time as the Board of Directors determine.

7. BOARD OF DIRECTORS

(a) The Board of Directors shall be comprised of seven (7) people, namely:

• Chairperson. • Four (4) elected directors. • Two (2) appointed directors.

All directors and the chairperson shall hold office for a term of three (3) years each from their election or appointment. All directors shall be eligible for re- election or re-appointment at the conclusion of their terms.

Those officers currently elected or appointed at the time this amendment is adopted shall complete their term of office.

For the avoidance of doubt:

i. 2021: The appointed Director whose term expires in March 2021 shall retire but shall be eligible for re-appointment. ii. 2021: The 2 elected directors, and the chairperson whose terms expire in 2021 shall retire but shall be eligible for re-election. iii. 2022: The 2 elected directors and the appointed director whose terms expire in 2022 shall be eligible for re-appointment or re-election.

(b) The Board of Directors shall establish and determine policy for the administration of the ARL in all grades. No member of the Board of Directors shall be an active member of any club, except with the express written consent of the Board of Directors.

(c) All members of the Board of Directors shall be entitled to vote at a Board of Directors meeting. A quorum of the Board of Directors shall be in excess of 50% of those members entitled to vote at those meetings. In the event of there being no quorum within half an hour after the time for which the meeting has been called it shall lapse, and the meeting shall be reconvened 7 days after the original scheduled meeting. If a quorum is not present at the reconvened meeting, those present will be deemed to constitute a quorum for the meeting.

(d) At all meetings of the Board of Directors except as otherwise provided, each member entitled to vote shall exercise one (1) vote only and voting shall be by a show of hands unless otherwise decided by a majority of members present. Where a Board member is unable to attend a Board of Directors meeting because of a legitimate reason, he/she may record his/her vote in writing on any matter which by reason of a previous board decision is to be decided at that meeting. The written vote must be handed to the PSO, or in his/her absence the meeting chairperson, in a sealed envelope prior to the start of the meeting and shall not be opened until the vote is taken.

(e) All Special Meetings of the Board of Directors shall be called by notice in writing addressed to each member of such board at least three days (or such lesser period as may be unanimously agreed by the board before the date of such meeting and stating therein precisely the business to be considered, and it shall be sufficient that such notice be posted to each member at his/her last known place of abode.

(f) The following shall be the order of business for General Meetings of the Board of Directors:

(i) Apologies (ii) Confirmation of the Minutes (iii) Business arising from the Minutes (iv) Inwards Correspondence (v) Outwards Correspondence (vi) Reports (vii) Notice of Motion (viii) General Business

(g) Motions shall not be discussed until the same have been seconded. Only one amendment to a motion shall be entertained at one time. If the amendment be lost, a second amendment may be moved but no further amendment on the original motion.

8. ELECTION AND APPOINTMENT OF BOARD OF DIRECTORS

(a) Clubs which comply with clauses 13 and/or 19 herein will be eligible to one (1) nomination and one (1) vote per officer to be elected. A failure to comply with clauses 13 and/or 19 on the given date determined by the Board of Directors shall result in the club or clubs concerned being ineligible to make nominations, receive ballot papers and/or vote.

(b) Prior to any election the Board of Directors shall declare the date for:

(i) determining club eligibility to nominate and vote; (ii) ARL’s Principal Salaried Officer (PSO) (see clause 9) to call for nominations from eligible clubs.

(c) The Board of Directors may at its option appoint a Returning Officer who shall be responsible for administering the election, in which case he or she shall assume the responsibilities of the PSO referred to in this clause 8. The nominations from eligible clubs for the officers to be elected must be in the hands of the PSO, or appointed Returning Officer at least twenty-one (21) clear days prior to the annual November Conference of Clubs.

Where the nominations are in excess of the required number the PSO, or appointed Returning Officer, shall at least fourteen (14) days prior to the annual November Conference of Clubs issue ballot papers to clubs eligible to vote, which shall return sealed votes to the PSO, or appointed Returning Officer, by 4.00pm on the evening prior to the commencement of the annual November Conference of Clubs. Ballot envelopes when received shall be placed in a sealed Ballot Box, the key to be held by the PSO, or appointed Returning Officer. The result of the ballot shall be declared at the commencement of the conference and elected persons shall take office immediately.

(d) Should any vacancy of any elected members arise more than six (6) months prior to the end of their elected term on the Board of Directors the vacancy shall be notified by the PSO to all clubs entitled and eligible to nominate and vote for the Board of Directors. The clubs shall be entitled to nominate a new person for the vacant position within 14 days thereof. Where the nominations are in excess of the required number the Board of Directors shall issue ballot papers to clubs eligible to vote, which shall return sealed votes to the PSO, or appointed Returning Officer, by 4.00pm on the evening of the next meeting of the Board of Directors. Ballot envelopes when received shall be placed in a sealed Ballot Box, the key to be held by the PSO, or appointed Returning Officer. The result of the ballot shall be declared at the commencement of the board meeting and the elected person shall take office immediately.

(e) An Appointments Panel will be established each year to consider candidates for appointment as the appointed director for each year. The Appointments Panel will be established by the Board of Directors in each year required no later than 30 November of each year. The Appointments Panel shall consist of three (3) persons comprising:

(i) The chairperson of the Board of Directors (ii) One (1) nominee appointed by the Board of the Directors. This nominee cannot be a director nor appointed as a director during the term of his or her service on the Appointments Panel; (iii) One (1) nominee who is member of the Institute of Directors. This nominee cannot be a director nor appointed as a director during the term of his or her service on the Appointments Panel;

(f) The Appointments Panel will call for candidates to apply for appointment as an appointed director. This must include effective advertising, inviting members of the public to apply for appointment as an appointed director. The closing date for receipt of applications shall be 30 December of each year required.

(g) The Appointments Panel shall interview the candidates, and also assess any particular skill gaps in the Board of Directors when determining which candidate is to be appointed. The Appointments Panel shall notify the PSO of its appointment at least two (2) days prior to the March Annual General Meeting. The appointment shall be declared at the commencement of the Annual General Meeting and the appointed director shall take office immediately.

(h) Should any vacancy of any appointed members arise more than six (6) months prior to the end of their appointed term on the Board of Directors the vacancy shall be notified by the PSO to the Appointments Panel, whereupon the Appointments Panel shall, within a two (2) months period thereafter call for candidates to apply, interview and then nominate a new appointed director for the remainder of the term of the vacant position. The result of the Appointment Panel’s decision shall be declared at the commencement of the next board meeting following the Appointment Panel’s decision and the appointed person shall take office immediately.

(i) The Board of Directors may at its discretion appoint a Kaumatau Kuia or a Kaumatua Koroua as the Boards cultural advisor. The appointee shall be able to attend all meetings of the Board, have speaking rights but shall not have a vote. Any honorarium for the position shall be determined by the Board of Directors.

9. PRINCIPAL SALARIED OFFICER

The Board of Directors shall appoint a Principal Salaried Officer of the ARL as its principal executive. The appointee shall retain office until his/her services are terminated by the Board of Directors or he/she resigns. His/her remuneration, title and conditions of employment shall be determined by the Board of Directors.

10. REGISTERED OFFICE

The Registered Office of the ARL shall be situated in the City of Auckland and at such address as the Board of Directors may from time to time appoint. Due notice of every change of office shall be given to the Registrar.

11. FINANCIAL YEAR

The Financial Year of the ARL (Inc) shall commence on the first day of November and close on the last day of October each year.

12. AUDIT OF ACCOUNTS

The Books of Account of the ARL shall be audited. The Auditor shall be in public practice and be a member of the Institute of Chartered Accountants of New Zealand. He or she shall have the power to call for production of all books, papers, accounts and documents relating to the affairs of the ARL at any time. The Board of Directors has the power to fill any temporary vacancy in the office of the Auditor.

13. REPORTS AND BALANCE SHEETS

Each club must forward to the Board of Directors a copy of its Audited Accounts for the year ending 30 September, duly signed by its Auditor, who shall be a member of the Institute of Chartered Accountants of New Zealand in public practice. These Audited Accounts shall be forwarded to the Board of Directors within 90 days of the end of the clubs’ financial year. If the accounts remain outstanding after the due date the club will lose all voting and nominating rights for any election of officers or at any Annual General Meeting or Special General Meeting or Conference of Clubs for as long as those accounts remain outstanding. The filing of audited accounts by a club for the club’s most recent financial year will absolve the club from any requirement to file audited accounts for any prior year for obtaining voting and nominating rights.

14. MEETINGS OF THE ARL

(a) The Annual General Meeting of the ARL shall be held in conjunction with the March Conference of Clubs to receive the Annual Audited Financial Accounts of the ARL, the Annual Reports and to elect officers as described in clause 6 (a), (b) and (c).

(b) All members of the ARL for the time being shall be entitled to attend and speak at any General Meeting of the ARL. At least fourteen (14) days clear notice shall be given of an Annual General Meeting and at least seven (7) days of a Special General Meeting, by an advertisement in the New Zealand Herald. All members of the ARL shall be entitled to speak at all General Meetings or Conference of Clubs convened by the Board of Directors of the Auckland Rugby League.

(c) Notice of all General Meetings of the ARL shall be in writing and shall be forwarded to the secretary of each club at least fourteen (14) clear days, or seven (7) clear days in respect of Special General Meetings, whichever the case may be, prior to the date on which it is proposed to hold such General Meetings and provided notice of any General Meeting is forwarded to the secretary of any club, all members of such club shall be deemed to have had sufficient notice of such proposed meeting. To comply with this provision, a notice may be forwarded by delivery, post, facsimile transmission, or electronic mail.

(d) A Special General Meeting of the ARL shall be convened by the PSO on receipt of a written request to do so specifying the objects of such a meeting from either at least 10 voting members of the ARL or the chairperson of the Board of Directors, and in the event of the PSO failing to call such meeting to be held within three weeks of the date of the receipt of such request, then such requisitioners are hereby empowered and authorised to call such a meeting.

(e) For the benefit of doubt the President of the ARL or another appointed person shall chair all General Meetings of the ARL.

15. CONDUCT AT MEETINGS OF THE ARL

(a) A quorum at all General Meetings of the ARL shall be twenty five members Member’s eligible to vote and personally present. In the event of there being no quorum within half an hour after the time for which the meeting has been call it shall lapse, except that in the case of a General Meeting it shall be reconvened 7 days after the original scheduled meeting. If a Quorum is not present at the reconvened meeting, those present will be deemed to constitute a quorum for the meeting.

(b) At any meeting when it has been decided to go into committee, all members other than those eligible to vote shall leave the meeting unless given dispensation by the chair.

(c) At all General Meetings of the ARL, each member eligible to vote shall exercise one (1) vote only and voting shall be by a show of hands unless otherwise decided by a majority of members present. In the event of the votes cast on any motion or amendment thereof being equally divided, the chairperson of the meeting shall be entitled to a casting vote also.

(d) At any General Meeting of the ARL the following persons shall have the right to vote:

(i) Patron (ii) President (iii) Vice Presidents (iv) Members of the Board of Directors (v) One person from each club eligible to vote (vi) Life Members of the ARL

(e) In the event of a point of order being raised when a speaker is speaking, that speaker will immediately sit down and cease speaking until the point of order is heard and ruled on by the chairperson. In the event of the chair’s ruling being challenged, another appointed person shall occupy the chair and the chairperson and challenger shall outline their position regarding the point of order, following which a vote of the meeting will be taken as to whether the chair’s ruling be upheld or not.

(f) The following shall be the order of business for Annual General Meetings:

(i) Apologies (ii) Condolences (iii) Announcement of appointed director (iv) Confirmation of the Minutes (v) Business arising from the Minutes (vi) Presentation of Annual Audited Financial Accounts (vii) Presentation of Annual Reports (viii) Election of Officers (ix) Notice of Motion (x) General Business

(g) Notices of Motions shall not be discussed until the same have been seconded. Only one amendment to a motion shall be entertained at one time. If the amendment be lost, a second amendment may be moved but no further amendment on the original motion.

16. POWERS OF THE BOARD OF DIRECTORS OR AUTHORISED COMMITTEE TO CITE, SUSPEND OR DISQUALIFY MEMBERS

(a) The Board of Directors and/or any duly authorised committee shall have the power to call upon any member(s) to reply to any charge or matter that in the opinion of the Board of Directors and/or duly authorised committee has or is likely to bring the game into disrepute or for breaches of any rules, regulations, constitution or by-law clauses of the League or New Zealand Rugby League Incorporated.

(b) The Board of Directors and/or any duly authorised committee shall have the power and authority to suspend, disqualify, impose any penalties, fines or remove from membership any member(s) for which in the opinion of the Board of Directors and/or any duly authorised committee is deemed to have breached any rules, regulations, Constitution and/or By-laws or has been found to have brought the game into disrepute.

(c) Any member of the Board of Directors or Football Committee shall have the power and authority to cite to the Judicial Committee any member or call off any game (for a called-off game in consultation with the match referee) for any breach of the rules, regulations or constitution/by-laws of the League or New Zealand Rugby League Incorporated or for rough, foul and unsportsmanlike play, or for doing anything which in the opinion of the director or committee member may or is likely to bring the game into disrepute or call into question the safety of any member regardless of if a game has concluded.

(d) Right of Appeal:

(i) Any member aggrieved at any penalty decision imposed by the Board of Directors and/or duly authorised committee pursuant to Clauses 16(a) and (b) shall have a right of appeal to the Independent Appeals Committee, any such appeal is required to be lodged with the PSO in writing within 48 hours of the decision having been reached and advised in writing to the member(s). For the purposes of definition, the members club official electronic address will be deemed the members official address for contact.

(ii) The Independent Appeals Committee shall comprise of at least three (3) persons independent of the ARL’s Board of Directors. The independent persons will be appointed by the Board of Directors. An Independent Appeals Committee quorum will comprise of a minimum of three (3) members. The Independent Appeals Committee shall appoint its own chairperson.

(iii) Any party aggrieved at any decision of the Independent Appeals Committee may have the right of appeal to the New Zealand Rugby League Incorporated Appeals Committee, such appeal to be lodged in writing with the PSO within 48 hours of the decision being reached and received in writing.

(iv) For any appeal to the Independent Appeals Committee, a fee of $100.00 must accompany any appeal lodged and shall be forfeited if unsuccessful. For any appeals lodged to the New Zealand Rugby League Incorporated Appeals Committee a fee of $500.00 must accompany any appeal lodged and shall be forfeited if unsuccessful.

(v) All appeals to the New Zealand Rugby League Incorporated Appeals Committee must include the full grounds on which the appeal is based in the written submissions. Failure to submit the appeal grounds in writing within a 72-hour timeframe, will result in the appeal being deemed withdrawn.

17. JUDICIAL COMMITTEE

(a) A Judicial Committee will be appointed annually by the PSO. A quorum for any Judicial Committee will be three (3) members. The PSO will appoint the chairman.

Should any vacancy occur during the season, the PSO shall have the power to appoint any replacements whether in a permanent or temporary capacity.

(b) The Judicial Committee shall meet as required and shall have the power and authority to consider and adjudicate on all:

(i) Contested Player Ordering offs; (ii) Called-off games; (iii) Citing’s by any member of the Board of Directors and/or duly authorised Committee; (iv) Sideline citing’s by Referees: (v) Any matter that may be referred to the Judicial Committee by the Board of Directors and/or any duly authorised Committee regardless of if any alleged incident took place during a game.

For the definition of game, it includes all games run and managed under the auspices of the Auckland Rugby League Incorporated.

(c) The Judicial Committee shall have the power to cite any other player or persons they become aware of during the taking of evidence during any Judicial Hearing regardless of whether the player or person had been ordered-off or cited to attend Judicial in the first instance.

(d) The Judicial Committee may impose any one or a combination of the following:

(i) Ordering off sufficient penalty; (ii) Caution or Severe caution; (iii) Increase the mandatory offence penalty suspension period from playing to a stated time and date; (iv) Suspension from coaching, managing, administration or any team involvement to a stated date and time; (v) Suspension from attendance at any venue or match under the control of the League; (vi) A monetary fine or good behaviour bond; (vii) A period of refereeing in lieu of a suspension; (viii) Suspension of a member(s) registration; (ix) Suspension of a member or teams registration due to any actions of a third party; (ix) Adjudicate on awarding of game points in any called off game.

All suspension incurred shall be by due date and until 4pm on the Wednesday.

18. JUDICIAL APPEALS COMMITTEE

(a) Annually prior to the commencement of the playing season the Board of Directors shall appoint an independent Judicial Appeals Committee and appoint one member as its chairperson. A quorum for the Judicial Committee will be three members.

The Board of Directors shall have the power to appoint replacement members for any vacancy that may occur in the Judicial Appeals Committee.

(b) Any person found guilty by the Judicial Committee of an offence shall have the right of appeal to a Judicial Appeals Committee.

Any such appeal must be lodged in writing with the PSO within 48 hours of any penalty being imposed. A fee of $300.00 must accompany any appeal and shall be forfeited if the appeal is unsuccessful. Such appeals must state the reason(s) for appeal. Players suspended may not play pending an appeal.

The Board of Directors may also appeal any decision of the Judicial Committee to the Judicial Appeals Committee. Any such appeal must be lodged in writing with the PSO within 48 hours of the first meeting of the Board of Directors after the Judicial Committee report is received. Such an appeal must state the reason(s) for the appeal.

(c) The Judicial Appeals Committee will hear the appeal and any evidence provided or requested by the appellant, and that appeal hearing must be held within five days of the appeal being lodged with the PSO. The Judicial Appeals Committee may confirm or vary any penalty imposed by the Judicial Committee.

(d) Any further appeal to the New Zealand Rugby League Incorporated must be lodged with the PSO within 48 hours of the Judicial Appeal Committee’s decision being reached.

19. REGISTRATION AND AFFILIATION FEES

(a) The Board of Directors shall fix an Affiliation Fee, which may be varied from time to time to meet the needs of the ARL, and shall apply to all clubs and affiliated organisations.

(b) At the first meeting of the Board of Directors in June, the PSO shall advise the Board of the names of any clubs which have not paid their Affiliation Fee for the year. Failure to pay by 1 July will result in the loss of voting and nomination rights for any Annual General Meeting, Special General Meeting, Conference of Clubs, or Election of Officers for as long as the affiliation fees remain outstanding.

20. REMOVAL FROM OR FORFEITURE OF OFFICE

(a) No officer of the ARL shall be removed from office except by a resolution passed by a majority of not less than two thirds of the members present at a Special Meeting of the Board of Directors called solely for that purpose, at which meeting such member shall not be entitled to vote. If the officer is not a member of the Board of Directors, the Board of Directors shall have the right to nominate a new officer for the continuation of that officer’s term should it choose to do so. If the Officer is a member of the Board of Directors, then the provisions of clause 20 (b) and (c) shall read and applied as if a deemed forfeiture of the Director’s seat on the Board of Directors had occurred.

(b) Any member of the Board of Directors who fails to attend its duly called meeting three times in succession or five times at intervals in one year, or who fails to attend two consecutive Special Meetings or three such at intervals in one season, shall be deemed to have forfeited his or her seat on the Board of Directors unless he or she had been granted Leave of Absence by the Board of Directors. Upon a deemed forfeiture occurring, if there is less than six (6) months remaining of that director’s term the Board of Directors shall have the right to either nominate a new director to fill the vacancy so caused, or to return the retiring member.

(c) Should any director be deemed to have forfeited his or her seat under clause 20(b) and there is six (6) months or more remaining of that person’s term, if the director was elected the provisions of clause 8(d) shall apply, and if the director was appointed the provisions of clause 8 (h) shall apply.

21. RIGHTS OF MEMBERS

Any member suspended or disqualified hereof shall have the right of appeal to the New Zealand Rugby League Incorporated.

22. RULES GOVERNING CLUBS

The constitution, by-laws, rules, uniforms and sponsorship agreement of each club, and every alteration and amendment thereof, shall be submitted to the Board of Directors and until approved in writing shall have no binding effect. In the event of any club failing to comply with this clause, the Board of Directors shall have the power to suspend or relegate the club or take such other action to ensure compliance with the provisions of this clause.

23. PECUNIARY GAIN

(a) No officer shall derive any pecuniary gain from any of the property or operations of the ARL except with the knowledge and consent of the Board of Directors.

(b) Members shall be permitted to enter into contracts with the ARL provided that any member doing so shall not be entitled to speak to or vote upon any motion or resolution which concerns the contract.

24. SEAL

A Common Seal shall be provided and remain in the custody of the PSO, and such seal shall not be affixed to any deed or document unless under the order or delegated authority of the Board of Directors.

25. SIGNATORIES

Every deed or other document to which the seal of the ARL is required to be affixed shall be signed by at least two members of the Board of Directors by direction of the Board of Directors, or may be signed by the PSO if authority to do so is duly authorised by the Board of Directors.

26. NOTICES OF MOTION

All Notices of Motion shall be given in writing, signed by at least two members of the Board of Directors. On receipt of the Notice of Motion the PSO shall forward to each body and club a copy thereof. No Notice of Motion will be considered at any meeting within 14 days from the date of giving such Notice. Where any Notice of Motion has been tabled and defeated during the year, the same Notice of Motion cannot again be tabled during that year unless with the express permission of the chairperson.

27. FOOTBALL COMMITTEE

The PSO shall appoint a Football Committee of eight (8) people. The function of the Football Committee shall be to oversee senior and junior grades in accordance with the ARL by-laws. 28. COMMITTEES

The Board of Directors shall have the power to establish any committee it deems necessary. The Board of Directors may appoint any persons to a committee it deems suitable. A committee may appoint a sub-committee, which shall have responsibility to the committee.

A committee shall be chaired by a member of the Board of Directors. A subcommittee shall be chaired by a member of the committee to whom the subcommittee has responsibility.

29. ALTERATIONS TO BY-LAWS

Subject to clause 5.3 and 5.4 of the constitution of the New Zealand Rugby League Incorporated or any clause/s passed in substitution for it/them, any of the by-laws of the ARL may be altered or repealed, or new by-laws added, by consent of two thirds of those entitled to vote and who are present at the meeting of the Board of Directors. Notice of any proposed repeal, alteration or addition must be given in writing to the Board of Directors at least fourteen days before the meeting at which such proposal, alteration, repeal or additions is to be considered, and seven days notice thereof must be sent in writing to the clubs belonging to the ARL.

30. ALTERATIONS TO RULES

Subject to clause 5.3 and 5.4 of the constitution of the New Zealand Rugby League Incorporated or any clause/s passed in substitution for it/them, any of the rules of the ARL may be altered or repealed, or new rules added, by way of Notices of Motion signed by a proposer and a seconder who must be members of the ARL eligible to vote. The Notice of Motion must be lodged with the PSO within 28 days prior to either the Annual General Meeting of the ARL or a Special General Meeting called for the purpose of discussing the Notice of Motion. The Notice of Motion may be passed with the consent of two-thirds of those members eligible to vote and present at the meeting.

31. GENERAL POWER BOARD OF DIRECTORS

Any case not provided for in these Rules shall be dealt with and decided by the Board of Directors in such manner as it shall think fit. All resolutions passed at any meeting of the Board of Directors shall be conclusive and binding on all members thereof, whether present at such meeting or not, provided such meeting has been held in conformity with the rules.

32. DISSOLUTION OF CLUBS

In the event of any club being disbanded or its affiliation being withdrawn, with or without the consent of the ARL, the assets of such club shall revert to the ARL and be dispersed at the discretion of the Board of Directors. However this rule shall be subject to the provisions of the constitution and rules of any club which now is or may hereafter become incorporated under the Incorporated Societies Act 1908.

33. DISSOLUTION OF ARL

In the event of dissolution by the Registrar or winding up of the ARL, the ARL shall realise the assets and pay all liabilities of the ARL. The surplus funds, if any, shall be paid to the New Zealand to be held by them as Trustees for the in New Zealand, or if the New Zealand Rugby League Incorporated is not in existence to be divided between such public charities as the ARL Board of Directors shall decide upon.

34. CONFERENCE OF CLUBS AND AFFILIATED BODIES

The Board of Directors shall call two (2) Conferences of Clubs, in March and November of each year.

All clubs and ARL members may submit to the PSO remits for discussion at any of the conferences at least 28 days prior to that conference. All remits received shall be circulated to all clubs fourteen (14) days prior to that conference.

Any remit tabled for discussion at any conference and defeated by majority vote, the same remit cannot be again tabled within a 12-month period without the express permission of the chairperson.