13 JULY
THE NEW ZEALAND GAZETTE
1973

respect of a Ward unless he is also entitled to vote
in the same Ward AND whilst any person is a
director he shall not be entitled to elect to vote in
respect of any other Ward.

(3) When a director is due to retire by rotation, the Board
shall convene a Regional Meeting in the Ward which he
represents for the purpose of electing a director to represent
that Ward with effect from the close of the Annual General
Meeting of the association at which the retiring director
retires.

(4) The office of director shall be vacated if the director—
(a) Ceases to be a member of the association or to have
property insured against fire with the association to
the amount of $1,000 at least; or
(b) Without the consent of the association in general meet-
ing, holds any other office of profit under the asso-
ciation; or
(c) Becomes bankrupt or makes any arrangement or com-
position with his creditors generally; or
(d) Becomes a mentally defective person within the mean-
ing of the Mental Health Act 1969 or becomes a pro-
tected person under the Aged and Infirm Persons Pro-
tection Act 1912; or
(e) Resigns his office by notice in writing to the associa-
tion; or
(f) Is directly or indirectly interested in any contract (other
than of insurance) with the association; or
(g) Absents himself from three consecutive regular meet-
ings of the Board without leave being granted by
resolution recorded in the minutes; or
(h) Dies; or
(i) Ceases to have his principal residence or to carry on a
substantial farming operation in the Ward he
represents;

AND thereupon the Board may, under section 30 (9) of the
Mutual Insurance Act 1955, appoint another eligible person
to be a director in his place to represent the Ward concerned.

(5) In the event of any of the circumstances mentioned in
sub-rule (4) of this rule occurring, the Board shall con-
vene a Regional Meeting of the Ward concerned to elect a
new director to represent that Ward and to take office at the
next Annual General Meeting following the occurrence of
the event.

(6) Any person appointed by the Board to be a director
to fill a casual vacancy shall not be taken into account in
determining the directors who are to retire by rotation at an
Annual General Meeting.

(7) If as a consequence of any amendment or variation
to the extent and boundaries of any Ward or to the above-
mentioned Map, any Ward ceases to exist or is amalgamated
with another Ward, the director or directors representing the
Ward which ceases to exist or the Wards so amalgamated
shall be deemed to have resigned and thereupon the Board
shall convene Regional Meeting(s) to elect a director or
directors to represent the new Ward or Wards so constituted:
PROVIDED ALWAYS that this sub-rule shall not apply
to any change in Ward boundaries where a Ward is increased
or reduced in size but continues to exist as a separate Ward.

(8) Notwithstanding anything to the contrary contained in
these Rules or in any contract of service, any director elected
to represent a particular Ward may at any time be removed
from office by means of a resolution to that effect passed at
a Regional Meeting of that Ward to which the following
provisions shall apply—
(a) The resolution removing any director shall be passed by
a majority of seventy-five percent (75%) of those
members present and voting:
PROVIDED ALWAYS that those members
present and voting shall constitute not less than
fifteen percent (15%) of all members entitled to
vote in that Ward.
(b) On receipt of notice of an intended resolution to
remove a director signed by at least ten percent
of the members entitled to vote in that Ward, the
Board shall convene a Regional Meeting of that
Ward and shall forthwith send a copy of the news-
paper notice to the director concerned, and the
director shall be entitled to be heard on the resolu-
tion at the meeting.
(c) Where notice is given of an intended resolution to
remove a director and the director concerned makes
with respect thereto representations in writing to the
association (not exceeding a reasonable length) and
requests their notification to members attending the
Regional Meeting in the Ward concerned, the Board
shall (unless the representations are received by it
too late for it to do so) in any notice of the resolu-
tion given to members state the fact of the rep-
resentations having been made and the director may
(without prejudice to his right to be heard orally)
require that the representations shall be read out at
the meeting:
PROVIDED ALWAYS that the representations
need not be read out at the meeting if the Board is
satisfied that the rights conferred by this sub-rule
are being abused to secure needless publicity for
defamatory matter.

(d) A vacancy created by the removal of a director under
this sub-rule, if not filled at the meeting at which he
is removed, may be filled by the Board appointing a
member entitled to vote in the Ward concerned to
represent that Ward until the next Annual General
Meeting. The notice of the Regional Meeting called
to consider the intended resolution to remove a
director which nominations shall be acted upon in
the event of the then existing director being removed.

(e) A person elected director in place of a person removed
under this sub-rule shall be treated, for the purpose
of determining the time at which he or any other
director is to retire, as if he had become a director
on the day on which the person in whose place he is
appointed was last appointed a director.

(9) Except as expressly provided in these Rules, but subject
to subsections (9) and (13) of section 30 of the Mutual
Insurance Act 1955, the association in general meeting, a
Regional Meeting, and the Board, shall not have the right
to appoint or elect or remove any director or to fill any casual
vacancy.

(10) A director shall not vote in respect of any contract
in which he is interested or any matter arising thereout, and
if he does so vote his vote shall not be counted.

(11) The remuneration of the directors shall from time to
time be determined by the association in general meeting.
That remuneration shall be deemed to accrue from day to
day. The directors shall also be paid all travelling, hotel,
and other expenses properly incurred by them in attending and
returning from meetings of the Board or any committee of
the Board or general meetings of the association or Regional
Meetings or in connection with the business of the association.

(12) (a) If the number of directors representing a particular
Ward is reduced in accordance with these Rules, the then
existing directors shall decide amongst themselves which direc-
tor or directors is to retire as from the date the reduction
becomes effective, and failing such agreement between the
directors, the matter shall be decided by lot.
(b) If the number of directors representing a particular
Ward is increased in accordance with these Rules, the Board
shall convene a Regional Meeting of the Ward concerned to
elect the additional director or directors to take office as from
the date the increase becomes effective.

REGIONAL MEETINGS

3. (1) For the purpose of electing directors of the associa-
   tion, and for any other purpose authorised by these Rules,
   from time to time, Regional Meetings shall be convened by
   the Board in each Ward.

(2) A Regional Meeting shall be held at such time on such
date and at such place within the Ward concerned as the
Board shall decide:
PROVIDED ALWAYS that where a Regional Meeting is
held to elect a director or directors to hold office as from
the expiration of a particular Annual General Meeting of the
association, the Regional Meeting shall be convened for a
date no less than 40 clear days prior to the date of the holding
of that Annual General Meeting.

(3) At least 40 clear days’ notice of any Regional Meet-
ing shall be given to all members entitled to vote at such
meeting.

(4) Regional Meetings shall be convened and notice of
the same shall be given by means of an advertisement published
in a newspaper(s) or farming journal(s) circulating in the
area of the Ward concerned.

(5) (a) The notice of a Regional Meeting shall call for the
nomination of eligible persons to stand for the office
of director. All nominations shall be in writing and
signed by four members entitled to vote at such
meeting and shall be countersigned by the candidate.
The form of nomination shall be delivered to the
Board at the address and by the date specified for
that purpose in the notice, such date being not less
than 20 clear days after the date the notice of the
Regional Meeting is deemed to have been given.
(b) If on the expiration of the time for delivering nomina-
tions the number of duly nominated and eligible
candidates is equal to the number of director(s) shall be deemed to have
been duly elected to represent the Ward concerned
without the necessity of holding any Regional Meeting
and the Board shall forthwith notify by means of a