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Residents Association Objects, Duties & Powers

 

Objects

 

  1. General objects: The Developer intends to:

    • Create a quality development;

    • Establish the Common Facilities in Kensington Park for the benefit of the Members and Kensington Park generally; and

    • Transfer ownership of the Common Facilities to the Association for the benefit of the Members in accordance with a deed of transfer to be prepared by the Developer.

  2. Specific objects: The Association is formed to play a key role in preserving the financial and lifestyle interests of the Members in maintaining infrastructure and regulating the common access and other cooperative features of Kensington Park, and to promote the following objects for the benefit of Members:

    • The maintenance, preservation and enhancement of the unique character, size and recreational and administrative capabilities of Kensington Park as a premium lifestyle community;

    • The ownership, leasing or control and continued ownership, leasing and control of the Common Facilities by the Association;

    • To ensure the proper supply, operation, maintenance, repair, renovation and replacement of the Common Facilities;

    • To promulgate and enforce the Bylaws and covenants to establish codes of behaviour applicable to Members and to benefit Members, the Common Facilities and Kensington Park generally;

    • To create, regulate and implement appropriate Design Controls in respect of each Property to ensure a continuity of building style and prevent the use of different and extreme building themes that are not in harmony with each other. This control is intended to emphasise and highlight the quality and value of property in Kensington Park where houses and commercial facilities blend together and flow on from each other;

    • To manage the use of the Common Facilities and develop further Common Facilities;

    • To maintain the Common Facilities and Kensington Park generally as a safe, clean and well-presented environment having regard to the age, appearance and aesthetics of Kensington Park as a whole;

    • The full and proper use of the Common Facilities by Members and, where appropriate, members of the public;

    • To liaise and consult with each Body Corporate within Kensington Park to ensure an integrated management plan for Kensington Park as a whole;

    • To fulfil the meeting and financial reporting requirements of the Securities Act 1978 in relation to a scheme of participatory securities;

    • To engage in any other enterprise or activity which the Association considers to be in the interests of the Members;

    • To preserve the value and integrity of Kensington Park;

    • To assist, and co-operate with, the Developer to procure completion of Kensington Park;

    • To levy Members for the purpose of meeting the objects set out in this rule 3.2; and

    • To do any act or thing incidental or conducive to the attainment of any of the above objects.

  3. Excluded objects: The Association does not have as an object the following:

    • The pecuniary gain of Members, and (subject to rule 23.1) no Member will be entitled to receive any dividend out of any levy, fee, donation or other income or funds of the Association; or

    • The carrying on of trading activities; or

    • The carrying on of business for profit.

  4. Members may contract: A Member may enter any agreement or understanding with the Association for the supply of any goods or services for such consideration and on such other terms and conditions as would be reasonable if that person were not a Member.

 

Duties of the Association

 

  1. Bylaws: For the fulfilment of the  purposes  and  objects  of the Association,  but  subject  to  rule 4.2, the Association will from time to time:

    • Promulgate the Bylaws for the use of the Common Facilities (including any restrictions on use for security, maintenance or other reasons) and Bylaws concerning the behaviour of Owners, Occupiers and Invitees and Bylaws governing the use of Properties;

    • Amend and review the Bylaws as appropriate;

    • Enforce the Bylaws, taking such action in this regard as the Association thinks fit.

  2. Bylaws: The current bylaws are those Bylaws attached as Schedule 1 to this Constitution.

  3. Operate and Manage the Common Facilities: The Association will own, operate, manage,  and where applicable, lease or let out on hire, the Common Facilities and all improvements located on the Common Facilities.

  4. Repair of Common Facilities: The Association will ensure the proper use, operation, maintenance, repair, renovation and replacement of the Common Facilities, so as to keep the Common Facilities in good order consistent with standards generally proposed or adopted in superior communal facilities of similar nature, and to prevent them from becoming a danger or nuisance, and undertake such Capital Improvements as are necessary for this purpose. Each Member agrees and allows the Association (and parties engaged by it under rule 4.9) access to the Member's Property for the purposes of this rule 4.4. However, the Association will make good any damage caused by such access within a reasonable time after completion of any work carried out to give effect to this rule 4.4.

  5. Insurance: The Association will affect and maintain all insurances as it considers prudent with respect to the Common Facilities, the Association's affairs and members of the Committee, and will meet all costs of such insurance (which will include all valuations and other professional  fees required or deemed desirable for the purposes of such insurances and the cost of certificates relating to such insurances).

  6. Rates and Taxes: The Association will pay all local and governmental authority rates and other taxes and charges levied on or with respect to the Common Facilities. The Association has all rights granted by law to contest the legality and the amount of those taxes and charges.

  7. Books of Account: The Association will keep books and records of the Association's affairs and make those books and records, together with current copies of the Bylaws, available for inspection by Owners on request during normal business hours.

  8. Body Corporate Secretary: The Association and/or the Manager may from time to time act as Body Corporate Secretary for all or some of the Bodies Corporate within Kensington Park.

  9. Service contractors and utility suppliers:  The Association  may, from time to time, nominate a service contractor (with respect to management, maintenance, security, landscaping or other such services as the Association considers desirable) or a utility supplier (with respect to the supply of utilities to the Common Facilities) as a service contractor (on an exclusive or non• exclusive basis) to Kensington Park. Any Member wishing to contract for services within Kensington Park will, where a service contractor has been nominated in respect of those services wherever reasonably possible use that nominated service contractor.

  10. Register of Members: The Association will maintain a register of Members recording:

    • The name, address, occupation, contact details (at home and work) of each Member, or if the Member is not a natural person, of a contact person for that Member. No notice of any trust express, implied or constructive will be entered on the register of Members;

    • The name, address, occupation, contact details (at home and work) of each Occupier, or if the Occupier is not a natural person, of a contact person for that Occupier;

    • The date on which each Member became a member of the Association;

    • Where there is more than one Owner of a Property, which of such Owners is entitled to vote in accordance with rule 7.1.4;

    • The name, contact person and contact details of any mortgagee over a Property.

    • The Committee will ensure that the register of Members is audited by a full and current member of NZ Institute of Chartered Accountants (NZCIA) or a full and current member of an accounting body affiliated with the International Federation of Accountants (IFAC) after all Properties have been sold by the Developer and thereafter once every two years.

  11. Public Reserve: The Association will ensure the proper maintenance of the Public Reserve(s) in accordance with any agreement entered into between the Association, the Developer and the Auckland Council.

  12. Transfer of Facilities: The Association acknowledges that the Developer may, from time to time, transfer land and/or facilities for the communal use of the Association, and the Association must accept transfer of such land and/or facilities.

  13. Pond: The Association shall maintain, repair and renew the fountains and aeration devices located in the Pond, ensure the proper maintenance of all landscaping improvements and landscaped areas within or adjacent to the Pond and shall within such reasonable time following request by Auckland Council (or its successor) remove the fountains and aeration devices so that Auckland Council (or its successor) may undertake routine maintenance (annual maintenance and de-silting) or as otherwise required for the effective operation of the Pond.

  14. Incidental Activities: The Association may carry out any other duty or activity which is necessary or incidental to any other specific duty contained in this Constitution.

 

Powers of Association

 

  1. Powers of the Association: Subject to the express terms of this Constitution, and to the Act, the Association will have all the powers as are expressly set out in this Constitution or as are necessary to further the objects and duties set out above.

  2. Powers vested in Committee: Without limiting the above, the administration of the Association will be vested in the Association in general meeting and will be delegated to the Committee.  The Committee may exercise all of the powers, authority and discretions of the Association as permitted by this Constitution and do on its behalf all such acts as the Committee deem necessary or expedient. The powers, authority and discretions as exercised by the Committee are subject always to any limits which may, from time to time, be imposed by the Association. The Committee may delegate any of its powers to committees consisting of such member or members of their body as they think fit or to the Manager. Any committee so formed will in the exercise of the powers so delegated conform to directions of the Committee.

  3. Bank Accounts: The Association will establish an account or accounts at a bank, and any drawings on such account(s) (including any cheque(s) drawn on such account(s)) will be made by two authorised persons. Authorised signatories may only be added or removed by approval of the Committee.

  4. Legal Proceedings: The Association may initiate and pursue legal proceedings for itself or on behalf of any or all of the Members.

  5. Granting Access: The Association may, from time to time, grant access to the Common Facilities to any person for the purpose of constructing, erecting, operating or maintaining the Common Facilities.

  6. Management: The Association may enter into a management agreement or agreements for such period, at such remuneration and on such terms and conditions as the Association may think fit, for the delegation of its responsibilities to ensure the proper operation, repair, maintenance and replacement of the Common Facilities and to fulfil any other duties of the Association.

  7. Deeds: Any contract, if made between private persons, will be entered into by the Association in writing and signed by the chairperson or under the common seal of the Association, in each case in accordance with a resolution of the Committee.

  8. Other Documents: All other documents and written announcements, requiring execution on behalf of the Association, must be signed by the chairperson.

 

Limitation of Powers

 

  1. Limitations: Notwithstanding any other provision of this Constitution or any other enabling power, except as otherwise authorised by Special Resolution, the Association's powers will be restricted as follows:

    • The Association may not borrow any money other than short-term borrowing to cover any temporary shortfall in meeting the Association's obligations under this Constitution;

    • The Association will hold the Common Facilities in its own name and will not mortgage, charge, encumber, transfer or otherwise deal with such Common Facilities provided that where the Association is obliged to grant any interest in or right in respect of the Common Facilities by any agreement with the Developer, such interests or rights may be granted by the Committee;

    • The Association will hold all funds with a Bank registered under the Reserve Bank of New Zealand Act 1989, and will not invest those funds other than in term deposits not exceeding 180 days;

    • All Common Facilities designed for recreational purposes will be used only for such purposes.

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