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21. ALTERATION OF RULES The Rules or any by-laws made under the Rules shall not be amended added to or rescinded except by resolution approved by not less than two thirds of the Members present and voting in person or as proxy at an Annual General Meeting or a general meeting convened for the purpose. Not less than 21 days written notice of any proposed amendment addition or rescission must be given to Members. No addition to, alteration or other amendment to the Rules shall be made which detracts from the non-profit status of the Institute. The Institute may be wound up and if it is, it shall be wound up in accordance with section 24 of the Act. If upon such winding up, there remains after satisfaction of all debts and liabilities of the Institute any property or assets whatsoever such property shall be disposed of in the manner directed by the resolution to wind up the Institute provided that no property shall be paid out or distributed other than to another society or organisation with objects similar to those of the Institute. If there is no such society or organisation, then the property shall be distributed to a charitable organisation or charitable organisations in New Zealand chosen by the Council or the then remaining Councillors if less than a quorum exists. If any matter arises which is not provided for or which, in the
opinion of the Council, is not provided for, in the Rules, the matter
shall be determined by the Council, and every such determination
shall be binding upon the Institute and the Members, unless and
until set aside by a resolution of a Special or Annual General Meeting. |