NATIONAL CONSTITUTION OF THE NEW ZEALAND COLLEGE OF MIDWIVES [INC]

Transcription

1 NATIONAL CONSTITUTION OF THE NEW ZEALAND COLLEGE OF MIDWIVES [INC] 1. NAME The name of the society shall be The New Zealand College of Midwives (Incorporated). 2. INTERPRETATION Unless the context otherwise requires: College shall mean The New Zealand College of Midwives. Conference shall mean the Biennial Conference of the College. Midwife is any person whose name is entered on the New Zealand Register of Midwives. National Office shall mean the registered office of the College situated at such a place as the National Committee may from time to time determine. National Committee shall be the President, the regional representatives, two representatives from Nga Maia O Aotearoa Me Te Wai-Pounamu, two Pasifika representatives, four consumer representatives, two student representatives and the Chief Executive. The Chief Executive shall be a Registered Midwife appointed by the National Committee. AGM shall mean the National Annual General Meeting of the College. SGM shall mean a Special General Meeting of the College. In this Constitution any term implying the feminine gender shall be deemed to include the masculine.

2 3. OBJECTIVES The New Zealand College of Midwives: 3.1 purposefully and continuously develops and maintains a strong autonomous midwifery profession in New Zealand. 3.2 leads, promotes and supports partnership-based midwifery practice that conforms to the Code of Ethics and the Standards for Midwifery Practice. 3.3 leads the development and maintenance of a quality assurance framework to improve maternity outcomes for women and families. 3.4 advocates for the development and provision of services, policies and programmes that support the improvement of maternity outcomes and health status of women and their families. 3.5 provides expert advice to government and other relevant agencies, to strengthen and support the midwifery profession. 3.6 advocates for, promotes, and evaluates undergraduate and postgraduate education and provides continuing education for midwives. 3.7 conducts, promotes and disseminates relevant research which provides an evidence base for midwifery practice in New Zealand. 3.8 commits to upholding the articles of the Treaty of Waitangi by recognising Maori as Tangata Whenua of Aotearoa. 3.9 builds and maintains relationships with relevant national and international agencies to the benefit of midwifery in New Zealand, and to contribute to the global midwifery community operates in an efficient and effective manner to the benefit of its members through the delivery of a comprehensive professional service to its members.

3 4. PHILOSOPHY Midwifery care takes place in partnership with women. Continuity of midwifery care enhances and helps protect the normal process of childbirth. Midwifery is holistic by nature: combining an understanding of the social, emotional, cultural, spiritual, psychological and physical ramifications of women s reproductive health experience; actively promoting and protecting women s wellness; promoting health awareness in women s significant others; enhancing the health status of the baby when the pregnancy is on-going. Midwifery is: dynamic in its approach based upon an integration of knowledge that is derived from the arts and the sciences, tempered by experience and research; collaborative with other health professionals. Midwifery is a profession concerned with the promotion of women s health. It is centred upon sexuality and reproduction and an understanding of women as healthy individuals progressing through the life cycle. Midwifery care is given in a manner that is flexible, creative, empowering and supportive. 5. POWERS The College shall be empowered to: 5.1 Make any decisions at its meetings which could further the objectives of the College. 5.2 Employ such persons as may be deemed necessary by the Chief Executive. 5.3 Take in gift any property whether or not subject to any special trust for one or more of the objectives of the society. 5.4 Erect, buy or rent property or do all lawful things as may be deemed incidental or conducive to the attainment of the above objectives. Any borrowings may be unsecured or secured against any or all assets of the College. Authority for the borrowing is given by a resolution passed at a Special or Annual General Meeting, with 14 days notice being given to members of such a resolution.

4 6. NON PROFIT STATUS 6.1 The College shall not engage in any activities involving private pecuniary profit for its members. 7. MEMBERSHIP 7.1 People who support the objectives and philosophy of the College are eligible to become members. The power to admit persons to membership shall rest entirely on the absolute discretion the National Committee who shall have the power to impose such terms and conditions on, or to decline the grant of membership as it thinks fit. 7.2 There is individual membership to regions. Overseas individual membership is through the National Office. 7.3 Honorary Members Those members who by virtue of their contribution to midwifery can be granted honorary membership by the National Committee Honorary membership shall be proposed by a region of the College and shall be subject to such criteria as the National Committee shall determine An honorary member shall pay no subscription, but have all the rights and responsibilities of a full member An honorary member who is a practising midwife is required to pay the indemnity insurance component of the membership subscription. 7.4 Life Membership Those members who by virtue of their contribution to the New Zealand College of Midwives can be granted life membership by the National Committee Life membership shall be proposed by a region of the College and shall be subject to such criteria as the National Committee shall determine A life member shall pay no subscription, but have all the rights and responsibilities of a full member.

5 7.4.4 A life member who is a practising midwife is required to pay the indemnity insurance component of the membership subscription. 7.5 Full Members Any person who is a registered midwife or student midwife residing in New Zealand may apply for full membership of the College. 7.6 Associate Members Any person not being a registered Midwife but being a member of an allied registered health profession may apply for Associate membership of the College Associate Members are not covered by the College s indemnity insurance policy unless they join under the specific category Associate member with indemnity Associate members elected to National or Regional positions shall have full voting rights. 7.7 Associate With Indemnity Any member not being a registered Midwife but being a member of an allied health profession or consumer may apply for Associate Membership with indemnity Associate members with indemnity elected to National or Regional positions shall have full voting rights. 7.8 Consumer Members Any person who is a consumer of maternity services and is not a registered midwife or allied registered health professional may apply for membership of the College Consumer members are not covered by the College s indemnity insurance policy unless they join under the specific category Associate member with indemnity Consumer members elected to National or Regional positions shall have full voting rights.

6 7.9 Affiliate Members Any organisation may apply for affiliate membership but will have no voting rights Affiliate members elected to National or Regional position shall have full voting rights Overseas individuals, both midwives and non-midwives are deemed to be affiliated members without professional indemnity cover Rights and Responsibilities of Members Subject to other provisions in this constitution, all members shall: Have the right to nominate and elect to positions of responsibility, to propose motions and vote at any meeting of the College Be eligible to accept nominations for positions of responsibility Receive a copy of the constitution of the College on request Termination of Membership A person shall cease to be a member if: The member gives notice in writing to region The member has paid no subscription for one month after membership has expired The National Committee in its absolute discretion and in such manner as it thinks fit, considers the member s actions are detrimental to the interests of the College, but such termination shall not affect any liability of such member to the College Membership Fees May be determined from time to time at the College s AGM or any SGM by a consensus decision or failing a consensus by a simple majority.

7 8. NATIONAL COMMITTEE National Committee shall be made up of the President, one full member from each region, four consumer representatives, two Nga Maia O Aotearoa Me Te Wai-Pounamu representatives, two Pasifika representatives, the Chief Executive and two student representatives. 8.1 Functions of National Committee: Provide direction to the Chief Executive Do such things as will enable the College to achieve its objectives Facilitate communication between regions Call for nominations for consumer membership of the National Committee from affiliated organisations, three months prior to the Annual General Meeting Call for nominations for Nga Maia, Pasifika and student membership of the National Committee three months prior to the Annual General Meeting Organise voting for consumer and student positions of the National Committee Employ a Chief Executive Approve nominations and appointments of Midwifery Standards Reviewers, Expert Advisors, Resolution Committee, Mentors To form a Governance Committee to advise National Committee. 8.2 National Committee members are elected for a period of two years, with right of renewal. 9. NATIONAL PRESIDENT 9.1 The National President shall be a Full Member and is elected for a term of two years with right of renewal.

8 9.1.1 Regions shall submit nominations to the Chief Executive three months prior to the AGM or SGM The Chief Executive shall forward nominations to each region In the event of a contested position, voting shall be a postal ballot of members and returns sent to Chief Executive National office for counting, with results to National Committee 14 days prior to AGM. 9.2 Functions of the President The President shall be the national spokesperson for the NZCOM The President shall attend National Committee meetings, AGM and National SGM The President has the right to attend Regional meetings In the absence of the President, a National Committee member will deputise. 10. CHIEF EXECUTIVE 10.1 The Chief Executive shall be a Registered Midwife and shall be appointed by the National Committee Functions of the Chief Executive Keep a register of members Keep records and manage finances of the College Give an annual statement of income, expenditure and a balance sheet to the Registrar of the Incorporated Societies Inform members of meetings Notify the Registrar of any change of the address of the society.

9 Give notice to the Registrar of any changes in the rules of the society Have control of the common seal as stated in the rules Carry out the policies and directions of the National Committee Provide a newsletter and/or journal to all members Co-opt members as necessary Employ persons to carry out the duties of the National Office Administration of Professional Liability Insurance Co-ordinate ad hoc committees. 11. REGIONS 11.1 There will be ten regions throughout New Zealand Each region shall forward an annual report to the National Committee prior to the National Annual General Meeting Each region may have its own constitution, which must be in harmony with the constitution of the College. 12. STANDING COMMITTEES 12.1 Each region shall have at least one Resolutions Committee Each committee is autonomous and shall forward an annual report of its activities to its region and the National Committee Each Resolutions committee shall maintain financial records that shall be forwarded at the end of the financial year to its Regional Treasurer for inclusion in that region s audit Resolution Committees shall be made up of one midwife member and one consumer member of the College, nominated and ratified regionally before forwarding to National Committee for appointment.

10 13. REGIONAL MIDWIFERY REPRESENTATIVE 13.1 Each region has a process for supporting nomination of members to NZCOM as Midwifery Standards Reviewers, Resolution Committee, Expert Advisors, NZCOM mentors for final appointment by National Committee. 14. MEETINGS 14.1 The Annual General Meeting of the College shall be held each year, and not more than 15 months after the previous AGM Any regional member may request the National Committee to hold a SGM specifying the issues to be discussed National Committee meetings will be throughout the year as required Notice of Meetings A minimum of 14 days notice of all AGM and SGM shall be given in writing to each member The notice shall specify time, date and location of the meeting and specify the reason for calling the meeting A participating observer who has been invited by National Committee may attend any of the national committee meetings, to bring a particular perspective to that meeting. A participating observer is any member of NZCOM; consumer, student or midwife, or an invited guest and may be co-opted to a National Committee meeting from time to time for a specific purpose. 15. QUORUM 15.1 The quorum for any meeting of the National Committee will be fifty percent of the members. Teleconferences may be used to hold these meetings The quorum for an AGM or SGM shall be all National Committee regional representatives or their designated proxy.

11 16. DECISION MAKING 16.1 Decisions at National Committee meetings shall be made by consensus. Voting shall take place when consensus is not possible on the basis of one vote per National Committee member Decisions at AGMs and SGMs are by consensus. Voting shall take place when consensus is not possible and shall be by simple majority at regional level A participating observer may contribute to the discussion during the national committee meetings but does not have voting rights. 17. CONTROL OF NATIONAL FUNDS 17.1 The National Committee makes decisions regarding use and investment of national funds The College through its Finance Co-ordinator shall keep records of its accounts All funds received by or on behalf of the College shall be paid into the College s bank account The College s bank account shall be operated by the Finance Coordinator and two other signatories from the National Office. These signatories are authorised by National Committee to sign all cheques and withdrawal slips drawn on the College s account Capitation Finance will be distributed on a per capita basis as determined at the AGM or SGM Members from the College shall be excluded from personal liability in respect of the financial commitment of the College, which shall be guaranteed solely by the College s assets The National Committee of the College shall not be responsible for debts incurred by any region.

12 18. SEAL 18.1 The Common Seal of the College shall be kept in the custody of the Finance Co-ordinator The Common Seal shall be affixed to such documents as the National Committee decides. 19. CONFERENCE The College will hold a conference every two years. 20. ALTERATION OF RULES 20.1 The rules of the College may be altered, added to or rescinded only by a resolution at an AGM or SGM of the College Any proposed change shall be included in the notification calling the meeting The region proposing the change shall submit a copy in writing to the Chief Executive not less than two months prior to the AGM No alterations, additions or decision shall detract from the organisation s charitable nature. 21. WINDING UP 21.1 On the winding up or dissolution of the College, the surplus of assets of the College after payment of all liabilities and expenses shall be distributed for charitable purposes in New Zealand in such a manner as the College or National Committee shall decide, provided that no portion of such assets or surplus funds shall be distributed to any member of the College.