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AGM 2012

Eastwood Members and Supporters The Annual General Meeting of the Club will be held on Monday November 19 at Eastwood Rugby Club  commencing at  7.00 If you have any questions about the Club’s operations that you would like to ask, this is a great opportunity.  If you require any detailed information, we’d appreciate prior notice so we can collate all the information you require.

Constitution amendments The Board has recently spent time considering the current operation of the Rules and categories of membership. A marked-up copy of the amended Rules for the Club is here.

The key changes are

1. Voting rights – Definition and Clause 30(2) – “Voting Members means all financial Members except Associate Members who at the time of determining eligibility to vote have not been an Associate Member for the previous three Membership Years.”

The Board has considered the current restriction on ‘Associate Members’ which prohibits them from voting at any meeting of Members.  Following that consideration, the Board has determined that it is appropriate for all current Associate Members who have been an Associate Member for the past three Membership Years to be entitled to vote and to be entitled to all other rights afforded to an Ordinary Member.

2. Retirement of Directors – Clause  16A(3) – “An election of Directors must be held at each annual general meeting.  In odd numbered years -four Directors, and in even numbered years – three Directors, must retire from office at the annual general meeting.  The Directors who must retire under this Rule 16A are the Directors who have held office the longest since last re-election.  If two or more Directors have been in office for the same period, those Directors may agree which of them will retire.  If they do not agree, they must draw lots to decide which of them must retire.”

This is to ensure that the loss of all corporate knowledge on the Board does not occur in any one year. Currently all Directors are up for reelection each year. This is not considered good practice from a corporate governance perspective.

The words “since last re-election”  have been included otherwise every year the same group of directors would retire because they are the same group of longest serving directors.

The effect of the change is that at the first AGM this rule is applied, all 7 directors are equally longest serving (having been elected at the last AGM), and the directors can either agree between themselves who is up for election or draw lots.

You will also see that the Board is taking this opportunity to make some other, more minor changes to align the Rules with the current operation of the Club. In accordance with Rule 29 these changes will only be approved if at least three quarters of the Voting Members of the Club who are present at the AGM vote in favour of the changes. Board Nominations A Board Nomination form is here.  A further details form is also available which you may wish to complete. Voting Your attention is drawn to the following rules about voting: (3) Votes may be given:

(a) personally;

(b) by post (for election of Directors only);

(c) by electronic mail (for election of Directors only); or

(d) by fax (for election of Directors only).

(4) A valid postal or fax vote must arrive at the office of the Club or be given to the General Manager no later than 24 hours before the meeting is to be held.

(5) A valid electronic mail vote must arrive at the registered electronic mail address of the Club no later than 24 hours before the meeting is to be held.

Robert Frost General Manager Eastwood Rugby Mobile: 0412 489 694 Phone: 02 8014 0288 Email

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