WAIKATO TAINUI TE KAUHANGANUI (INC.

)
Chair Report
February 2011

Objectives: 1. To empower Te Kauhanganui.

2. To implement key priorities
consistent with ensuring:
o More transparency;
o Clear Accountability; and
o A focus on efficiency and
performance.
(1) BUSINESS OF TE KAUHANGANUI

INTERNAL REVIEW OF GOVERNANCE

Review Committee
Tania Martin – Chair (Hiiona) Patience Te Ao (Tauranganui)
Carmen Kirkwood (Umupuia) Rukumoana Schaafhausen (Rukumoana)
Huhaana Marshall (Te Poho o Tanikena) Maxine Moana-Tuwhangai (Mookai Kaainga)

Observers
Matua Meto Hopa – Kaumatua (Waipapa)
Eruera Whare (Pukerewa)
Haki Tuaupiki (Aaruka)

Progress
As discussed in the previous Chair Report, the first meeting of the Review Committee was held
on Wednesday the 22nd of December 2010. Due to a number of issues raised by the Executive
Members of the Committee, progress on the review became stagnant.

After addressing the issues, we held our second meeting on Wednesday the 2nd of February
2011, and the review is now in progress. I attach for your perusal, the Terms of Reference and
a summary of Resolutions (refer APPENDIX A).

As shown in the Terms of Reference, the first task is to enlist independent external experts to
undertake the review. The Review Committee resolved to invite three recommended
independent firms to tender proposals, and the Chairperson will decide on the best proposal.
The Chairperson has triggered the following process:

o Letters to each of the 3 recommended external agencies inviting them to submit tenders,
were sent on Thursday the 3rd of February 2011 (copied to the Review Committee). In the
event that one is not interested in the Review Assignment, a fourth agency was also
recommended.

o On receipt of these tenders, the Chairperson will work through them, distribute the
appropriate profiles to the Review Committee, and a note explaining her selection.

o Subsequently, an internal memorandum will be furnished to the Executive and Senior

Management across our organization, identifying the Agency and its appointment to
undertake the review. Co-operation in relation to information access that enables the
Agency to do their work, will be expected.

o The one ‘point of liaison’ for the Agency (if and when necessary) is the Chairperson, and
reports will be presented back to the Committee, in accordance with progress.

o Given the course of events over the last few months, and the delay in progressing the
review, it is unlikely that a full independent report of factual information will be ready for
presenting at our February meeting. However, the Committee (via the Chairperson) will be
able to provide Te Kauhanganui with updates.
The Review Committee has undertaken to work together for the betterment of Te
Kauhanganui. In this context, I am pleased to report good progress.

LEGAL FEES

At our General Meeting on the 22nd of January, and following re-confirmation of the
Chairperson of Te Kauhanganui, Marae put up a resolution to pay the legal fees incurred by
me:

o To clarify my role as Chairperson in light of an unconstitutional sacking prompted by the

Executive Chair;
o To cease an attempt by the Kaahui Ariki Representative to be the acting Chairperson of Te
Kauhanganui; and
o To stop an endeavour by the Executive to invoke the disputes procedure pursuant to Rule
22, when there was no dispute.

Despite their assurances in court, the Executive continued to persecute me and block access to
tribal resources and services, which prevented me from communicating with all Members of Te
Kauhanganui, and further frustrated me from exercising my duties and responsibilities.

During our meeting the Executive Chair agreed to pay the fees. In contrast however, the
Secretary of Te Arataura pointed out to Te Kauhanganui that RULE 16.1 and RULE 15.5.11
prevented Te Kauhanganui from making financial decisions. He stated that only Te Arataura
can make such decisions, and they will “consider” payment of the legal fees at their next
Executive meeting. THIS IS NOT THE CASE.

The following conclusions were made, based on the advice I sought from both Lawyers (Stace
Hammond & Chaprman Tripp) at the meeting. When I returned to the House, we no longer
had a quorum, but in discussion, I shared the following with the remaining Te Kauhanganui
Marae (refer Italicised text):

Rule 16.1

The key point is that RULE 16.1 does NOT “exclusively” vest management and control to Te
Arataura. It simply says that Te Arataura can do what Te Kauhanganui can do, EXCEPT for those
things that ONLY Te Kauhanganui can do.

This renders the Secretary’s reference as somewhat absurd, especially given that Te
Kauhanganui is the PARENT BODY. In this context, it makes NO sense that only Te Arataura can
make financial decisions. If this was the case, then what’s the purpose of having a Tribal
Parliament?

Te Arataura needs to be reminded that they were elected by Te Kauhanganui to oversee the
day-to-day operations of our organization, NOT to take the power off Te Kauhanganui to make
decisions for themselves.
Rule 15.5.11

In addition, RULE 15.5.11 says that the MONEY belongs to Te Kauhanganui. It further refers to
the responsibility of Te Arataura to “supervise” spending on behalf of Te Kauhanganui.
Nowhere does it say that Te Kauhanganui cannot choose for themselves, as to how they wish to
spend their own money, independent of the executive views of Te Arataura.

Conclusively, both RULES fail miserably to support the Secretary’s assertion, and it is hoped
that Te Arataura never makes the same challenge again.

At the Executive Meeting on Friday the 28th of January 2011, Te Arataura resolved NOT to
pay the legals fees, as well as compensation for costs incurred by the Chairperson of Te
Kauhanganui (i.e. postage & photocopying), to communicate with all Members of Te
Kauhanganui.

BALLOT PAPERS

At the January General Meeting, JPs were brought in to supervise the vote count, and were
further asked to hold the ballot papers. It was arranged, without my knowledge, that the ballot
papers be held in the Huntly District Court, in case there was a need for a re-count..

There are three major problems with this arrangement:

1. Firstly, the ballot for that meeting was a SECRET BALLOT, and with only 64 votes to be
srutinised, I would question the necessity for a re-count.

2. Secondly, any meeting of Te Kauhanganui is under the guidance and management of the
Chairperson. As a matter of convention, the Chairperson should have authority over the
ballot papers, though it’s possible that the Chairperson may choose to consult with Te
Kauhanganui about the disposal of those papers. In addition, the Chairperson may choose
to consult with Te Arataura, but there is no obligation to do so.

Anyone acting to otherwise handle the ballot papers, or use them for any purpose, would
be holding Te Kauhanganui in contempt, if they don’t have consent from Te Kauhanganui.
This is especially so, when the ballot papers show which way particular Marae have voted.
Given the current politics within our tribe, such a concern is valid.

3. Thirdly, it has been brought to my attention that the CEO of the Waikato Raupatu Lands
Trust has custody of the ballot papers. I sent an internal memo (dated 28 January 2011) to
Te Arataura and the CEO to inform them of this issue (including other issues). As at
Thursday the 3rd of February (upon distribution of this report), there has been no response.
I attach the Internal Memo for your perusal (refer APPENDIX B).

In going forward, Te Kauhanganui will need to consider how we can improve our own
processes, beginning with our “ballots.”
(2) BUSINESS OF TE KAUHANGANUI

GENERAL BUSINESS (refer Agenda)

As pointed out by the Executive Chair at the General Meeting in January, it is not the
Chairperson’s role to deal with the issues discussed below (i.e. Mandate, Outstanding Claims,
Settlement of Puketutu Island & Rangimarie Te Horanganui). The Executive Chair implied that
these are the responsibilities of the Executive, and he is CORRECT. However, my response to
his assertion is three-fold:

1. Firstly, the issues articulated in the discussion below are essentially concerned with Te
Kauhanganui Marae and registered Tribal Beneficiaries, who are seeking an opportunity to
be heard by Te Kauhanganui. For this reason, they’ve asked to be included on the Agenda.
We’re not talking about external delegations of other organizations. We’re talking about
our own marae in the House, and our own people in the wider community. If their reasons
for requesting to be included on the Agenda at a Te Kauhanganui meeting are valid, then
they have a ‘right’ to be heard. This is an integral part of the Chairperson’s role.

2. Secondly, the indepth problem is the lack of transparency and accountability back to Te
Kauhanganui. Some of the issues set to be presented at the next meeting, will be the first
time Te Kauhanganui has heard about them. The Executive represents our interests in all
dealings within and beyond our organization. For this reason, it’s the Executive’s
responsibility to make sure that Te Kauhanganui is kept abreast of all developments.

3. Thirdly, and most importantly, our relationships with our own people beyond the House, is
critical to the success and sustainability of our organization. For this reason, it’s essential
that Te Kauhanganui knows what’s going on in the wider community. In this context, Te
Kauhanganui can make informed decisions about the extent and nature of our
involvement. How can Te Kauhanganui function as an organization that serves our people,
if we don’t know what’s happening with our people?

MANDATE

As discussed in the January Chair Report, the mandate for resolving the outstanding Taamaki &
West Coast Harbour Claims is with the “respective hapuu” of those areas.

Previous Chair Reports have highlighted discussion on the above ‘Claims’ with specific regard to
the Issue of Mandate. I remind Te Kauhanganui that the Role of the Principal Negotiator
became redundant with the close of the Waikato River Settlement. This means that no one has
the mandate from Te Kauhanganui to enter into further ‘claim negotiations’ on our behalf.

Te Arataura is well aware of this situation, so the “issue of mandate” is a non-issue. Te

Kauhanganui should now be looking at the extent and nature of ongoing and effective support
we can provide to the hapuu of Te Kauhanganui Marae, who are involved in negotiating their
own raupatu and non-raupatu claims.
TAAMAKI CLAIMS

According to correspondence received between November 2010 to the present day, Mana
Whenua1 involved in the Taamaki Claims report exciting progress.

The “issue of mandate” in relation to the activities of the Executive Chair in this area has
impeded their efforts, but not their progress. Mana Whenua as collectives, and individually
with their own specific claims, are currently engaged in direct negotiations with the Crown. Te
Kauhanganui is poised to receive ongoing progress reports, beginning with the February
General Meeting. (Refer Meeting Package: Progress Report).

WEST COAST HARBOUR CLAIMS

According to correspondence received in November 2010 (copied to the Executive), Mana

Whenua of the West Coast Harbours (i.e. Kaawhia, Aotea & Whaingaroa) have formed a
Collective aptly named “Ngaa Tai o Te Uru.”

The correspondence provided a brief history of progress to date, but expressed major concern
regarding Members of Te Kauhanganui, who received a letter from Te Arataura. The letter
implied that these Members are to be removed immediately from Te Kauhanganui due to their
direct involvement in ‘hapuu claims on the Coast’.

This is an issue that Te Kauhanganui must deal with in the context that ‘some hapuu’ on the
Coast have also been ‘affected by Waikato Raupatu’ so they’re entitled to benefits under the
Waikato Raupatu Lands Trust. Other hapuu are not.

For this reason, it is argued that further claims essentially concerned with the interests of all
hapuu on the Coast, is immaterial to the entitlements of those marae currently represented on
Te Kauhanganui. Progress to date include hui of Ngaa Tai o Te Uru, and an ecompassing
resolution that endorses “further work on the formation and operation of a Coastal Collective.”

TE MOTU A HIAROA (PUKETUTU ISLAND)

In September 2010, as discussed in previous Report, the Executive Chair signed a Settlement
with Watercare Services Ltd on behalf of Te Kauhanganui. This allows resource consent for the
dumping of bio-solids (i.e. byproduct of sewage & industrial waste) on Puketutu Island, which is
considered by Manawhenua groups as ‘waahi tapu’ of great cultural significance.

The failure of Te Arataura to consult with Mana Whenua has resulted in an appeal by Te
Kauhanganui Marae2 for Watercare Services Ltd to have meaningful consultation with Mana
Whenua, NOT Waikato Tainui Te Kauhanganui Inc. The ‘Case’ is currently being considered in
the Environment Court. (Refer Meeting Package: Progress Report).

The issue for Te Kauhanganui is that Te Arataura signed a Settlement, which supports the
dumping of bio-solids on “waahi tapu” in the absence of any consultation with Mana Whenua
(i.e. the iwi of 6 Te Kauhanganui Marae), and indeed an approval to sign-off a settlement.

1
Ngaati Te Ata, Te Akitai, Ngaati Tamaoho, Ngai Tai & Others
2
Makaurau, Mangatangi, Ngaa Hau e Whaa, Puukaki, Umupuia & Whaataapaka
RANGIMARIE TE HORANGANUI

As highlighted in previous Chair Reports, a brief summary of discussions regarding our

relationship with Rangimarie Te Horanganui (RTH), is as follows:

1. RTH requested to be included on the Agenda for the General Meeting in November. I
declined their request on the basis that Te Kauhanganui had already made a decision
regarding their proposal to build a marae on the Collins Rd Land in Melville, Hamilton.

2. A subsequent meeting between RTH, myself and Kaumaatua Advisors of Te Kauhanganui in

October 2010, heard the dramatic changes RTH has made to their proposed Option for
utilising the Collins Rd Land. (Refer Meeting Package: Progress Report).

3. Because RTH is now proposing a much different Option, which does NOT include building a
marae, I agreed on behalf of Te Kauhanganui, to include a Report from them on the Agenda
for the first General Meeting in 2011.

Rangimarie Te Horanganui have encountered very difficult times just to get a fair hearing from
Te Kauhanganui. They’re also working hard to research the viability of building a Community
Centre, which will enable them to continue providing particular educational and social services,
to meet the needs of their local community, and our own neighbouring marae and happu
located in close proximity to Collins Rd.

Given their limited resources, a full proposal from RTH, with all the appropriate details is not
likely to be ready for presentation at the February General Meeting. In this context, I’ve invited
RTH to submit a brief overview of their intent i.e. Vision, Goals & Objectives and a Conceptual
Framework as to how they plan to produce a full proposal for our consideration.

It’s timely to look seriously at the means for resolving this long-standing issue. Te Kauhanganui
has an opportunity to assist with the development of a self-funding initiative that can provide
services back to the community, and to our people. In this context, the Recommendation to
participate in such a development by working with Rangimarie Te Horanganui, is worthy of our
consideration.
 APPENDIX A
WAIKATO TAINUI TE KAUHANGANUI INC.

INTERNAL REVIEW OF GOVERNANCE

Te Kauhanganui Review Committee Meeting

DATE: Wed 02 February 2011

TIME: 11.00am – 02.30pm
PLACE: Kawariki Boardroom, Hopuhopu

AGENDA

SCHEDULED
10.30am Morning Tea
11.00am Commencement of Meeting
12.30pm Lunch
02.30pm Conclusion of Meeting

KARAKIA

ORDER OF BUSINESS

1. RESOLVE to accept Apologies.

2. RESOLVE to confirm the Status of the Agenda.

3. RESOLVE to approve the Terms of Reference.

4. RECOMMENDED EXTERNAL AGENCIES:

4.1 Rodewald Hart Brown, Tauranga
4.2 Dennis Parsons & Team, Hamilton
4.3 KPMG, Hamilton
4.4 Deloitte, Hamilton

NOTE: Above agencies will submit tenders and the best agency, as determined by the
Chairperson, will be enlisted.

ADDITIONAL BUSINESS

5. General Matters
 APPENDIX A

WAIKATO TAINUI TE KAUHANGANUI INC.

INTERNAL REVIEW OF GOVERNANCE

Te Kauhanganui Review Standing Committee

TERMS OF REFERENCE
1. BACKGROUND

1.1 At a General Meeting of Waikato Tainui Te Kauhanganui Incorporated (hereafter

referred to as ‘Te Kauhanganui’), held on the 27th of November 2010, the majority of
Members present voted in favour of an Internal Review of Governance to be
undertaken by a select Standing Committee (hereafter referred to as the ‘Review
Committee’).

1.2 In this context, Te Kauhanganui resolved the following:

o THAT Te Kauhanganui agree to the establishment of a Review Committee to

conduct an Internal Review of Governance;

o THAT the Review Committee be headed by the Chairperson of Te Kauhanganui

comprising 3 Te Kauhanganui Members, and 3 Te Arataura Members.

o THAT the parameters for the review will centre on areas of goverance in relation to
the activities and performance of Te Arataura, and the Officers of Te Kauhanganui.

o THAT a Review Report be distributed prior to, and discussed at, the first General
Meeting of Waikato Tainui Te Kauhanganui Inc. in 2011.

2. REVIEW COMMITTEE

2.1 Meetings

2.1.1 Number and frequency of meetings will be determined by the Chairperson in

consultation with Committee Members according to progress, and completion
of reports to be presented back to the Committee.

2.2 Quorum

2.2.1 50% of Committee Members will be recognised as a sufficient quorum.

2.3 Resources

2.3.1 All information and resources required for meetings pertaining to the review in
accordance with these Terms of Reference, will be provided by the Waikato
Raupatu Lands Trust (WRLT), via request of the Chairperson of the Review
Committee.

2.4 Remuneration

2.4.1 Non Te Arataura Committee Members are entitled to claim for meeting fees in
accordance with the daily rate for Members of Te Kauhanganui, but Te Arataura
Members are not elligible, in accordance with the Governance Fees & Expenses
Policy.
3. OBJECTIVE

3.1 The objective of the review is two-fold:

3.1.1 To provide independent expert advice.

3.1.2 To provide to the Review Committee via the Chairperson of Te Kauhanganui,

comprehensive and independent reports on all matters pertaining to these
Terms of Reference.

4. TERMS

4.1 External Agencies

The appointed External Agency will be engaged to investigate and report on the
following:

4.1.1 Activities and performance of Te Arataura and Officers of Te Kauhanganui in

each of the following areas, from 2009 to 2011:

o Financial Management
o Policy Development & Implementation
o Due Diligence and Decision Making
o Reporting & Accountability
o Governance Representation (Internal & External)

4.1.2 The Chairperson reserves the right to engage any other external agency s/he
considers necessary to assist with the Review, and will advise the Committee
prior to any such engagement.

4.2 Terms of Engagement for External Agencies

All external agencies engaged under this Terms of Reference shall observe the
following:

4.2.1 Requests for information must be directed to the Chairperson.

4.2.2 Communications essentially concerned with all matters pertaining to this review
will be directly to the Chairperson.
4.2.3 All information received must be treated with the utmost confidence.
4.2.4 Media ban.
4.2.5 Any other matter deemed appropriate by the Chairperson.
 APPENDIX A

WAIKATO TAINUI TE KAUHANGANUI INC.

INTERNAL REVIEW OF GOVERNANCE

Te Kauhanganui Review Committee Meeting

DATE: Wed 02 February 2011

TIME: 11.30am – 02.30pm
PLACE: Kawariki Boardroom, Hopuhopu

MINUTES

PRESENT: Matua Meto, Tania, Carmen, Huhaana, Maxine,

Rukumoana, Eru, Haki, Pania
APOLOGIES: Patience
LEAVE OF ABSENCE: Maxine (2.00pm)

SUMMARY OF RESOLUTIONS:

1. THAT the Review Committee accept Apologies.

Moved by: Rukumoana Seconded by: Maxine CARRIED

2. THAT the Review Committee confirm the Status of the Agenda.

Moved by: Maxine Seconded by: Carmen CARRIED

3. THAT the Review Committee approve the Terms of Reference.

Moved by: Huhaana Seconded by: Carmen CARRIED
Against: Rukumoana

KEY POINTS OF DISCUSSION:

(Kei ā Pania Paekau tonu ngā whakaaro i puta mai, arā, he whakapūakitanga e pā ana ki ngā
mōtini ō runga ake.)

MEETING CONCLUDED AT 2.45pm

 APPENDIX B
WAIKATO TAINUI TE KAUHANGANUI INC.
Internal Memo
TO: TE ARATAURA
CC: CEO Waikato Raupatu Lands Trust
CEO Tainui Group Holdings Ltd
CFO WRLT/WRRT/TGH
GM Corporate Services
FROM: CHAIRPERSON OF WAIKATO TAINUI TE KAUHANGANUI INC.
DATE: 28 January 2011
RE: Internal Requests

Teenaa koutou

Please accept this Memo with the spirit intended. As a matter of convention, I would like to ask
Te Arataura for unimpeded access to tribal services and resources. I acknowledge the
importance of us all continuing to exercise our roles and responsibilities, and accordingly ‘go
forward’.

Please note the following requests:

SECRETARY OF TE ARATAURA
Timeframe: Effective immediately

1. The Agenda for all Meetings of Te Kauhanganui must be signed off by the Chairperson of Te
Kauhanganui. In this context, the Chairperson of Te Kauhanganui was unaware of the
General Meeting called by Te Arataura for the 22nd of January 2011. I require assurance
from Te Arataura that this will not happen again.

2. Nowhere in the Rules and Role Description of the Secretary of Te Arataura, does it state
that the Secretary can sign-off a Meeting of Te Kauhanganui (22nd of January 2011). I
require assurance from Te Arataura that this will not happen again.

MEETINGS – CHAMBERS
Timeframe: Before February General Meeting

3. Could we please have the entire sound system of the Chambers fixed as soon as practicably
possible, and regularly tested thereafter. Preparations for the January General Meeting
should’ve included attending to the sound system.

4. Could we please replace all microphones on top table, with table stand-up microphones
that can be switched on-off. The table sensitive microphones are no longer appropriate.
5. Could we please replace roaming microphones for our Members in each Section of the
Chambers, perhaps 2 new microphones per Section.

6. Front seating arrangements will be for FIVE (5) people only:

o Chair & Deputy Chair of Te Kauhanganui
o Chair & Secretary of Te Arataura
o Kaahui Ariki Representative

ADMINISTRATION
Timeframe: Effective immediately

7. Turnover of minutes for each meeting of Te Kauhanganui must be reviewed. Could Minutes
please be available within TWO (2) weeks (max.) after each meeting.

8. As discussed with Te Kauhanganui Members in Nov-10 1st Chair Report, there will only be
ONE (1) meeting package for each Te Kauhanganui meeting. This package will be
presented in “indexed” format, similar to the current Executive meeting packages. For
example:

This package will include the following:

o Covering Letter
o Notice of Meeting & Agenda
o Minutes of November 2010 General Meeting
o Minutes of January 2011 General Meeting
o Action Register
o TKH Chair Report
o Executive Report
• Finance Report For Quarter ended 31 December 2010
• Finance Budget 2012
• TGH Management Report
• WRLT Management Report
• WRRT Management Report
o APPENDICES: Supplementary Information
(A) West Coast Harbour Claims
(B) Tamaki Claims & Te Motu a Hiaroa
(C) Rangimarie Te Horanganui

Proposed Index:
(a) Agenda
(b) Minutes
(c) TKH Chair Report
(d) Te Arataura Report
• Finance Report For Quarter ended 31 December 2010
• Budget Report 2012
• TGH Management Report
• WRLT Management Report
• WRRT Management Report
(e) Supplementary Information
OTHER
Timeframe: Effective immediately

9. Through Te Arataura, I would like to request that the CEO immediately address the
anomaiies, spelling and grammatical errors in the STANDING ORDERS, with a view to
distributing ‘amended’ copies to all Members of Te Kauhanganui at the February General
Meeting.

10. The current Charter, adopted by Te Arataura, will need to come back to the House for
ratification. In this context, Te Arataura must resolve outstanding issues regarding this
document, and address them accordingly. I shall leave this to Te Arataura.

11. Could Te Arataura please clarify why the CEO has custody of Saturday’s ballot papers. I had
assumed that these would be shredded. Apparently not. I trust such information will
remain strictly confidential, and I require explanation please, of the process.

12. As requested via email to the Chair, Deputy Chair & Secretary of Te Arataura, I await
approval of access to the following resources: phone, laptop and datacard (see needs
analysis). I have also submitted a claim for fees (at the Te Kauhanganui rate, NOT the
Executive rate) dated back to the 1st of September to the present day, including a claim for
reimbursement of my phone and internet usage for the same period, and await approval by
the Chair of Te Arataura.

If any problems, I trust I will hear from the Secretary of Te Arataura at his earliest convenience.
I appreciate your understanding in all of the above matters.

Ngaa mihi nui

Naa

TANIA MARTIN
CHAIRPERSON
WAIKATO TAINUI TE KAUHANGANUI INC.