REGISTERED OFFICE :The registered office of the Association shall be at Timaru in New Zealand . Due notice in writing of every change of office shall be given by the Secretary for the time being to the Registrar of Incorporated Societies.

OBJECTS : The objects of the Association shall be:
•  To support and promote the interests of the Aigantighe Art Gallery .
•  To support and encourage the acquisition or purchase or otherwise for the Aigantighe Art Gallery of works, items and artefacts appropriate to the collection policy of the Aigantighe Art Gallery .
•  To print, publish and distribute books, magazines, pamphlets and other printed matter including reproductions of pictures or representations of other objects of art or craft.
•  To acquire funds and/or assets for all or any of the aforesaid purposes by gift, subscription or bequest or otherwise.
•  In furtherance of the above objects but not otherwise, the Trustees are authorised to undertake and carry out any charitable trusts within New Zealand which may be incidental or beneficial to the objects of the Association or any of them.
•  To purchase, take on lease or in exchange, hire or otherwise acquire any real or personal property or any interest therein to deal in any such property, to sell, let, hire or otherwise dispose of the same and to mortgage or charge any property of the Association.
•  To accept any grant of land which may be made to or available for the Association as a site for a building to be erected thereon for an Art Gallery.
•  To construct, maintain or alter, add to or re-erect from time to time on any land purchased, leased or acquired by or granted to the Association an Art Gallery or other building or buildings for the purpose of the Association.
•  To borrow money at interest or otherwise for providing the necessary funds towards the erection, maintenance, alteration and additional to or re-erection of any section of the Art Gallery or building as aforesaid and for such purposes if deemed necessary to give security over all or any debenture, bonds or any security or instrument with all the usual and necessary powers and remedies to the lender or lenders as otherwise may be agreed between the Association and such lender or lenders.
•  To invest monies not immediately required upon such securities as may from time to time be determined by the Council of the Association.
•  To purchase or acquire such paintings, pictures, drawings, prints, statuary, craft work or other exhibits of any kind whatsoever as may from time to time be deemed suitable for the purposes of the Association either for exhibition in the Aigantighe Art Gallery or otherwise. Also all necessary material, fittings and furniture for any Gallery building or premises in which the operations of the Association may be carried on or which may be used as an Art Gallery or building by the Association for the promotion of art at the discretion of the Association to accept donations, gifts or bequests of money, works of art or other exhibits of any kind for the purposes of the Association subject to any conditions (not being contrary to law) that the donors or the testators may impose and to accept loans for periods of any works of art on such terms and conditions as may be agreed between the lenders and the Association.
•  To lend, sell or otherwise dispose of any works of art or of exhibits in any Gallery belonging to the Association from time to time or to exchange the same for other works of art or exhibits.
•  To cultivate and advance art in New Zealand and its various branches and to do all such acts and things as may be conducive to that end with power to the Association at any time and from time too time to join with any similar Association, Society, Institution or other body ore authority in New Zealand having objects wholly or in part in common with the Association for all or any of the purposes hereinbefore set forth.
•  To do all such other things as are incidental to or conducive to the above objects or any of them.

MEMBERSHIP : a) Membership of the Association shall be open to all persons, societies, associations and corporations interested in any of the objects of the Association.

•  Applications for membership when approved by the Executive Committee shall be recorded by the Secretary in the Register of Members and the applicant having paid the subscription as hereinafter provided shall thereupon become a member of the Association.
•  There shall be three classes of membership of the Society, namely:
•  Ordinary Member
•  Husband and Wife Members
•  Full Time Student Members
•  Honorary Life Members who shall be elected at a General Meeting of the Society following a recommendation from the Committee.
•  The annual subscriptions shall be fixed by the Society in General Meeting from time to time provided that no subscription shall be payable by an Honorary Life Member.
•  If any member shall wilfully ignore the Rules of the Association, or otherwise act to the detriment of the interests of the Association, the Committee may by resolution remove the name of such member from the list of members, thereupon such member shall cease to be entitled to any of the rights and privileges of membership, but shall not be relieved of any then existing pecuniary obligation to the Association.
•  Any member desiring to determine his or her membership shall give notice in writing of such desire to the Secretary and such member shall thereupon cease to be a member of the Association, but shall not be relieved from any existing pecuniary obligation to the Association.

MEETINGS : a) The Association shall hold an Annual General Meeting each calendar year at such time and place as the Executive Committee shall decide.

•  The Association shall hold such other General Meetings as the Executive Committee shall decide and the Executive Committee shall call a General meeting within thirty (30) days of the receipt of a requisition therefor signed by not less than fifteen members of the Association.
•  Notice in writing of every General Meeting shall be delivered or posted to all members of the Association and other persons entitled to attend not less than seven (7) days before the meeting. The accidental failure to give any such notice shall not invalidate the proceedings at any meeting.
•  The persons entitled to attend and vote at General Meetings shall be all financial members of the Association.
•  The business to be conducted at the Annual General Meeting shall be the receipt and consideration of the statement of accounts and annual report of the Executive Committee, the election of officers and such other business as shall be submitted by the executive Committee or brought forward by any member present. The business to be conducted at any other General Meeting shall be such business as shall be submitted by the Executive Committee or requested in any requisition of members for the calling of a meeting, or with the consent of the meeting brought forward by any member present.
•  The Chairman of all General Meetings shall be the President or Vice-President of the Executive Committee, or in the absence of them some member appointed by the meeting.
•  Voting at General Meetings shall be conducted in such manner as the Chairman shall determine provided that a poll shall be held if demanded by not less than two persons present at the meeting and entitled to vote. The Chairman shall have a casting as well as a deliberate vote.
•  A quorum at a General meeting shall be ten (10).

OFFICERS : a) The officers of the Society shall be such patrons as may elected at the Annual General Meeting and an Executive comprising a President, Vice president, the President for the immediate past year, Secretary, Treasurer and six members. The Executive shall have the power to coopt not more than three persons to act as Associate Executive Members with full voting rights. The Director of the Aigantighe Art Gallery shall be an ex-officio Executive Member with full voting rights. All officers shall be elected annual at the Annual General Meeting of the Society.
•  No officer of the Association other than the Patron, Secretary and/or Treasurer (and Solicitor) shall be eligible for re-election to the same office at the Annual General Meeting which marks the completion of three years in that office but they may be eligible for re-election to that office at any succeeding Annual General Meeting of the Association. They shall also be eligible for election to any other office on the Executive notwithstanding that they shall have completed three years' service as a member of the Executive. Notwithstanding the above provision any such officer be elected to the same office after three years service for one further year only if the Association in General Meeting so resolves.
•  Nominations for any office to be filled at any General Meting of the Association may be made in writing before the meeting or may be made at the meeting.
•  A quorum at a meeting of the Executive committee shall be five (5).

SECRETARY AND/OR TREASURER OR SOLICITOR The Executive Committee may appoint an honorary or paid Secretary and an honorary or paid Treasurer or one person to hold both such offices and an honorary or paid Solicitor and in such case such appointment shall continue until the next Annual General Meeting. The Executive Committee shall from time to time fix the duties or conduct of

the respective offices of such appointees and the salaries to be paid to them, and in such case such appointments shall continue until the next Annual General Meeting.

MANAGEMENT : a) The general control of the affairs and of the property and funds of the Association shall be vested in the Executive Committee which shall however be subject to any direction given by any decision of a General Meeting.
•  The Executive Committee shall have power to appoint such sub-committees with power to co-opt as it may deem expedient and to delegates to any such sub-committee such powers and functions as the Executive Committee shall determine.

APPLICATION OF PROFITS : The income and property of the Association, however, and wherever derived, shall be applies solely towards the promotion of the objects of the Association and (save as is hereafter provided for the winding up of the Association) no portion thereof shall be paid or transferred directly or indirectly, by way of dividend, bonus or otherwise, by way of profit to the members of the Association PROVIDED that nothing herein shall prevent the payment of reasonable and proper remuneration to any officers or servants of the Association, or to any member in return for services rendered to the Association, or of interest on money lent or rent on premises let by any member of the Association, PROVIDED ALSO that nothing herein shall prevent the gratuitous distribution among, or same at a discount, to members of any publications of the Association or of tickets of admission to any exhibitions, display or entertainment promoted or presented by the Association.

ACCOUNTS AND AUDIT : a) The financial year of the Association shall commence on the first day of July and terminate on the last day of June next following.
•  The Secretary or Treasurer shall prepared a Statement of Accounts and Balance Sheet as soon as may after the end of each financial year and such Statement and Balance Sheet shall after consideration by the Executive Committee be submitted to the Auditor who shall report thereon in writing.
•  The Statement of Accounts and Balance Sheet together with the Auditor's report thereon shall be submitted to the Annual General Meeting next following its preparation and shall be open for discussion thereat. The audited Statement of Accounts and Balance Sheet together with the President's Report of the year's activities shall be available in copy form to members attending the Annual General Meeting.
•  An Auditor who shall be a Chartered Accountant shall be appointed by each Annual General Meeting or if not so appointed then by the Executive Committee and shall hold office until the termination of the Annual General Meeting next following his appointment. The remuneration of the Auditor may be fixed by the Executive Committee.

OFFICE : The registered office of the Association shall be at such place as the Executive Committee shall from time to time appoint.

SEAL : The Executive Committee shall provide a seal for use by the Association which shall be a circular seal bearing the words "The Common Seal of Friends of Aigantighe Art Gallery (Incorporated)". The seal shall not be affixed to any document except by resolution of the Executive Committee and in the presence of two members of such Committee and of the Secretary. The Seal shall be kept in the custody of the Secretary.

ALTERATION OF RULES : The Rules of the Association may be rescinded, added to or amended by resolution passed at any general meeting of the Association provided that notice of the proposed alterations shall have been given in the notice convening the meeting and that any such decision, addition or amendment shall not detract from the exclusively charitable nature of the Association.

GENERAL : a) Any matters not provided for in these rules shall subject to the laws of New Zealand and to the objects of the Association be decided by the Executive Committee.
•  Any proposition which in the opinion of the Coordinator may conflict with the policy of Aigantighe Art Gallery shall, at his discretion, be referred to the Timaru District Council for its opinion before a final decision is made.

WINDING UP : In the event of the Association being wound up the assets and funds of the Association after paying or discharging debts and liabilities of the Association and the costs of winding up shall be transferred to the Timaru District Council for the general purposes of Aigantighe Art Gallery.