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The Pamphlet Collection of Sir Robert Stout: Volume 7

VIII. Trustees

VIII. Trustees.

1. The following shall be the Trustees of the Society:—

Appointment of Trustees.

Captain Charles Sharp, J.P., David Anderson, Esquire, William Henry Meek, Esquire.
2. The Trustees shall hold office permanently, subject to the following provisions:—In case any one or more of them shall decline or refuse to act, or become disqualified, or shall be discharged from or incapable of acting, either from mental or bodily infirmity or should be put out of the jurisdiction of the Supreme Court, or be guilty of any neglect or improper conduct (of which the Board of Directors shall be the only judges), or shall become bankrupt or insolvent, or shall execute any deed of assignment for the benefit of his creditors, on such refusal to act, disqualification, incapacity, neglect, improper conduct, removal, bankruptcy, insolvency, or assignment, becoming known to the Board of Directors, the said Board shall proceed to inquire thereinto, and may remove

Removal of Trustees.

such Trustee or Trustees from office, but shall not operate to his or their prejudice as members of the Society so long as he or they shall conform to the rules. During the interval between such refusal, death, discharge, or resignation of a Trustee and the appointment of a new Trustee, the remaining Trustee or Trustees shall be competent to act in the execution of the trusts hereby reposed in them as fully as if no such refusal, death, resignation, or removal, had taken place. On the refusal to act, death, discharge, resignation, &c., of a Trustee or Trustees, the Board of Directors shall nominate a

Board can elect new Trustees.

new Trustee or Trustees, subject to the approval of the members present, at the next Annual General Meeting, or at a special meeting to be called for the purpose; and the appointment of such new Trustee or Trustees shall be signed by three shareholders, and countersigned by such Trustee or Trustees and the Manager, and duly transmitted to the Registrar of Joint Stock Companies for the Wellington District, to be by him deposited with the rules of the Society in his custody; and upon such Trustee or Trustees' refusal to act, death, resignation, or removal, by the Board of Directors, all and every, the deeds, papers, and other property belonging to the Society in the possession of such Trustee or Trustees, shall be demanded by the Chairman for the time being, for and on behalf of the continuing and newly-elected Trustee or page 8 Trustees; and if the same be withheld or in case of refusal to transfer his or their estate and interest in any property as security or mortgage to the Society, by the representatives of, such deceased Trustee or Trustees, or by such resigned or removed Trustee or Trustees, the party or parties so withholding or refusing shall be expelled from the Society, and shall forfeit all the money he or they may have paid to the Society, and all interest or share of the assets thereof, and shall be compelled by all legal and equitable means to give up and transfer the same. In case it shall be necessary or expedient to bring or defend any action, writ, or prosecution, criminal or civil, at law or in equity, touching or concerning the breach or non-performance of any of the articles, matter, and things herein contained, the same shall be brought and defended by, and in the name or names of the Trustee or Trustees for the time being of the Society, and they or he shall be indemnified against all losses and damages by them or him sustained in consequence of being a party or parties to such proceedings, provided always, that no such proceedings shall be taken or defended without the approbation of a majority of the members present at a duly convened meeting of the members of the Board of Directors.

Power of Trustees.

3. The Trustees shall have full power under the direction of the Board for the time being, to sell and dispose of all property belonging to the Society, whether the then Trustees are the same whose names are inserted in the Deeds and writings relating to such property or not; all receipts given by the Trustees for the time being, shall be good and sufficient discharge to any purchaser or purchasers of any hereditaments and premises which shall be sold pursuant to the Rules of the Society or otherwise, howsoever, and any conveyance, assignment or other assurance by the Trustees for the time being, of property vested in any former Trustee or Trustees shall be sufficient both at law and in equity, to transfer and vest the whole estate or interest of such former Trustee or Trustees therein, as effectually as if the Trustee or Trustees for the time being, were the parties to whom such security had been originally given.

Complaint against Trustee.

4. When any complaint shall have been made against any Trustee notice thereof in writing, shall be sent by the Manager to such Trustee seven clear days before a special meeting convened for the purpose of investing the complaint is held; and any Trustee removed from his office by the Board of Directors shall have liberty to appeal from their decision to a special meeting of the members of the Society, upon giving fourteen clear days' notice in writing to the Manager.
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5. During any vacancy in the number of Trustees or

Continuing Trustees and Directors to act during vacancy.

Directors, the continuing Trustees or Directors shall be competent to act as fully as if they were the sole Trustees or Directors of the Society.