Fearing loss of its historical role with residuary control over BaySport’s sporting complex at Kerikeri, current management of Northland Inline Skating unsuccessfully challenged changes to BaySport rules. In the background, a rival inline skating club has a growing local membership.
The large multipurpose indoor stadium near Kerkeri with adjoining tennis courts and sports fields sits on land owned by Far North District Council. The facilities were built with funding from both community grants and fundraising by individual clubs.
BaySport was set up in 1999 to govern management of the facilities. It was formed under the Incorporated Societies Act. Its constitution established a two-tier membership structure: three ‘founding’ members (Northland Inline Skating, Kerikeri Association Football and Kerikeri Basketball); with provision for later admission of other sporting codes as ‘full’ members. The 1999 rules gave the founding members extra votes, intended to ensure the founding members would never be outvoted by full members.
The High Court was told that since Kerikeri Basketball went into recess in 2017, full members have had sufficient majority to outvote the two remaining founding members. This came to the fore at a 2022 BaySport annual general meeting with constitutional amendments watering down control by founding members. Kerikeri Football, as a founding member, voted in favour. Northland Inline Skating was against. It sued, claiming some votes cast in favour were made by organisations with no standing to vote.
Justice Becroft was asked to rule on voter’s eligibility, in particular voting by representatives from the sport of badminton and the local Rotary Club, a service organisation.
Rotary uses BaySport premises for weekly meetings. In the past, it has made donations for development of BaySport facilities. It pays a weekly fee for hall hire.
Inline Skating said BaySports objectives as set out in its constitution are the promotion of sport, recreation and leisure. Justice Becroft wryly pointed out that Rotary is not a sporting organisation and that offence would likely be taken to describe its activities as leisure.
Rotary has been accepted as a full member since 2010. It is not for the High Court to go behind what BaySport’s committee decided on that date and what other members have supported since, Justice Becroft said. Rotary was entitled to vote as a full member.
Challenge to Badminton’s vote was the fact that Kerikeri Badminton is an unincorporated club. Like thousands of clubs throughout New Zealand, it is governed by its own club rules, having no wish or need to register under the Incorporated Society Act. Registration incurs both financial costs and considerable administrative requirements.
Inline Skating said it has advice from the Registrar of incorporated societies that an unincorporated club cannot be a member of an incorporated society. Justice Becroft differed. The Legislation Act includes in its definition of a ‘person’ any unincorporated group, he said. Kerikeri Badminton was eligible for BaySport membership as a ‘person.’
The 2022 rule changes were valid, Justice Becroft ruled. Members who voted were entitled to do so.
Northland Inline Skating Club Inc v. Baysport Incorporated – High Court (1.05.24)
24.111