Research Association of New Zealand Incorporated
Special General Meeting – Notice of Motion
Complaints and Grievances Process: Proposed Constitutional Amendment
Meeting date: Tuesday 19 May, 2026
Proposed by: The RANZ Board
Vote required: Special Resolution – two-thirds majority of Entitled Members present and voting (Rule 6.4)
This notice is one of a set of documents you’re receiving ahead of the SGM. The others are the updated RANZ Constitution (with changes marked) and the Complaints and Grievances Procedure Bylaw. Together they set out what’s proposed and why.
This document explains the background to the proposed changes and sets out the specific constitutional amendment you’re being asked to approve.
The RANZ complaints process has its roots in the former Market Research Society of New Zealand. When RANZ was established, those documents were carried over largely unchanged. The RANZ Code of Practice was fully updated in 2023, and at that point it was clear the complaints process also needed a proper look as it was becoming difficult to work with. An external review was commissioned for this purpose.
The Board engaged Simply Resolution Ltd, an independent dispute resolution specialist, to review the current process and design a new one. The brief was to produce something that is:
The Board accepted Simply Resolution’s initial recommendations and engaged them to develop the full new process to bring us into line with New Zealand Standard on complaints handling (AS/NZ 10002:2014) . The Complaints and Grievances Procedure Bylaw is the result of that work.
Two things need to change: the constitutional structure, and the process itself.
3.1 The constitutional change
Right now, the complaints procedure sits in the Schedule to the RANZ Constitution. That means any change to the process (even a minor adjustment) requires a constitutional amendment, which in turn requires a special resolution at a general meeting. That’s a heavy burden for what are often small operational updates.
The Board is proposing to move the detailed procedure out of the Constitution and into a standalone Bylaw, adopted under Rule 5.12. The Constitution will still set out the purpose, scope, and governing principles of the complaints process. The Bylaw will carry the operational detail, and the Board will be able to update that detail over time without needing to call a general meeting.
This is what requires your vote. The Bylaw itself is a Board matter under Rule 5.12.
3.2 The process change
The new process introduces two permanent part-time roles and a clearer two-stage process.
Complaints Manager: Administers the process end to end. Handles intake, maintains the complaints register, and leads the first stage with a focus on early resolution.
Chair of the Determinative Panel: An independent role responsible for managing formal determinations, drafting decisions, and selecting Panel members without conflicts of interest.
The two stages work as follows:
What’s not changing: the scope of what RANZ can handle, the application of natural justice, confidentiality obligations, and the Board’s oversight role. The Board remains informed but is not involved in individual determinations.
Members are asked to pass the following special resolution:
SPECIAL RESOLUTION
That the Constitution of the Research Association of New Zealand Incorporated be amended as follows (changes marked in red):
A. Member Resignations and Termination
Rule 2.14 “Any Member is deemed to have ceased to be a Member:
(a) on death (or if a body corporate on liquidation or if a partnership on dissolution of the partnership);,
(b) if termination of membership is determined as a result of a complaint pursuant to Rule 2.17;
(c) if declared by the Board pursuant to Rule 2.15; or
(d) upon written notice to the Secretary of the resignation of that Member, and each such resignation shall take effect on the date of receipt by the Secretary or any subsequent date stated in the notice of resignation, and Rule 2.16 shall apply.
Rule 2.15 “The Board may declare that a Member is no longer a Member (from the date of that declaration or such date as may be specified) if that Member:
(a) Ceases to be qualified to be a Member,
(b) Has failed to pay any subscription or levy within 90 clear days of payment becoming due, or
(c) Is convicted of any offence for which a convicted person may be imprisoned, is declared bankrupt, makes a composition with creditors, enters the no asset procedure under the Insolvency Act 2006, or (if a body corporate) is wound up or placed in receivership or liquidation.
(d) Is subject to suspension of membership as the result of a complaint.
B. Rule 2.17 (Grievances, Disputes, Complaints and Discipline) is amended as follows:
“All disputes (including Member grievances, and complaints and disciplinary action against Members) shall be dealt with in accordance with the Statute and the procedures set out in the Schedule to this Constitution and the procedures set out in the Complaints and Grievances Procedure Bylaw adopted by the Board pursuant to Rule 5.12. BUT the Association is not concerned with Members’ conduct outside of or away from Association activities, unless there is some identifiable connection with the Association, or the reputation of the Association may be affected, or both. The following principles and scope apply:
(a) Background and Purpose
The Association maintains a complaints and grievances process to uphold professional standards in the research industry, protect the reputation of the Association and its Members, promote ethical and responsible research practices, and provide fair resolution of concerns. The process follows the principles of natural justice, is designed to encourage early resolution where possible, and is administered in a transparent, timely, and confidential manner consistent with the New Zealand Standard on complaint handling. Complaints may be lodged by any individual, organisation, or Member affected by the alleged conduct. Grievances may be raised by any Member.
(b) What complaints and grievances can RANZ handle?
The Association may consider:
(i) Complaints alleging that a Member’s conduct or discipline has fallen short of expected professional standards. This includes alleged breaches of this Constitution, the Association’s Code of Practice, bylaws, policies, or other serious misconduct likely to damage the reputation of the Association or the research profession/industry.
(ii) Grievances raised by a Member concerning their rights or interests as a Member of the Association, where the effect is significant (not trivial or incidental).
(c) What complaints and grievances does RANZ not handle?
The Association will not normally investigate or determine:
(i) Complaints against non-Members.
(ii) Purely private, personal, contractual, commercial, employment, or legal disputes between parties that do not involve serious professional misconduct or a material connection to the Association’s purposes or reputation.
(iii) Conduct that has no identifiable link to a Member’s professional activities in research or to their membership of the Association.
(iv) Matters more appropriately dealt with by courts, other regulatory bodies, professional licensing authorities, or industry-specific complaint schemes, unless they also raise issues within the scope of paragraph (b) above.
(d) General
The detailed procedures, including timeframes, documentation, referral criteria, hearing processes (if any), publication of anonymised case studies or (in exceptional cases) full decisions, record-keeping, trend analysis, and confidentiality obligations are set out in the Complaints and Grievances Procedure Bylaw. That Bylaw may be amended by the Board from time to time. Possible outcomes of complaints and grievances range from no action or facilitated agreement through to reprimand, suspension or termination of membership together with an obligation to pay any costs that might be determined as part of the process (in the event of such a determination to pay).”
C. The Schedule (Grievances, Disputes, Complaints and Discipline) is deleted from the Constitution in its entirety.
All other provisions of the Constitution remain unchanged.
The Board recommends voting in favour of this resolution.
The current process is out of step with current complaint resolution best practices. Moving to a properly structured, independently administered process (one grounded in mediation and early resolution rather than outright determination) is the right step for RANZ and for the members and complainants who use it.
A copy of the Complaints and Grievances Procedure Bylaw is attached for your information. We welcome feedback, however please note that this feedback will not form part of the vote at the SGM. Rather, we will use it for later enhancements to the By-law as and when required.
If you have questions about this motion before the meeting, please contact the RANZ Executive Secretary.
Email: RANZ Executive Secretary
Issued by the RANZ Board | 2026