Changes to the Vegetables New Zealand Incorporated (VNZI) constitution

What’s happening here?

Law changes – the Incorporated Societies Act 2022 – as well as practice changes – for example, the use of Zoom – have required VNZI to update and amend its constitution in line with the new Act by 2026.

At VNZI’s 2025 Annual General Meeting (AGM) in late August*, members will be asked to vote to accept the changes to the VNZI constitution.

*VNZI’s 2025 AGM is being held as part of the RSE Conference and Horticulture Conference, 26-27 August 2025, Takina Wellington Convention and Exhibition Centre

What’s changed

Click here to take a look at the current draft of VNZI's constitution. 

Changes required by the new act

1. Contact person – Chief Executive (clause 2.3)
2. Register of members and members must consent (clauses 4.5 and 4.6)
3. Dispute procedures (clause 23, schedule 2)
4. Director consent and eligibility (clause 6.5)
5. Conflicts of interest added (clauses 11 and 17.1e).

Non-act changes

1. Business Manager becomes Chief Executive
2. Removal of clauses relating to the change from VNZ to VNZI (clauses 6.1b and 13.1)
3. Type and timing of Director elections – no longer postal, and timeframe reduced from 49 days to a minimum of 28 days (clause 6.2)
4. Duties of Directors added (clause 8)
5. Insurance and indemnities added (clause 9)
6. Group Advisory Groups or ‘CAGs’ (clause 13). Tidied, and reduced distribution to Board agenda, with papers no longer required
7. AGM notice period reduced from 49 days to 28 days. Submission of remits reduced from 28 days to 21 days (16.5 and 16.7)
8. Changes to constitution require a two thirds majority, rather than 50% (clause 25.1).

Have your say

We would like to hear from growers before the AGM, so we can go into the AGM confident that growers are comfortable with the changes.

To make providing feedback easy, we have created this simple online form.

Please complete the form by 1 June 2025, which will give us time to incorporate feedback in the papers for the 2025 AGM.