Notice is given that the next Annual General Meeting of members will be held on Sunday 5 May 2024 at 11.00am in the Club’s Showroom 4 High St, Hornsby 2077
Members attending will be required to present their current membership card on entering the meeting.
AGENDA
1. Announcement of quorum.
2. Apologies.
3. Confirmation of Minutes of Annual General Meeting of members of Hornsby RSL Club Limited held 30 April 2023.
4. To receive and consider the Audited Financial Report of Hornsby RSL Club Limited for year ended 31 December 2023.
5. To receive and consider reports of Board of Directors and Auditor.
6. Declaration of Ballot for the election of Directors.
7. To consider and, if thought fit, to pass the following three (3) ordinary resolutions, namely:
ORDINARY RESOLUTION NUMBER 1
(a) That the President be paid an honorarium in respect of his or her services as a member of the Board of Directors at the monthly rate of $1,416.66 (plus Superannuation Guarantee Levy where applicable). Such honorarium is payable in arrears, and prorated on a daily basis for any broken period of less than a calendar month at the start or end of their term of office commencing on the date of this resolution and ending on the date of the next Annual General Meeting of the Club; and
42ND ANNUAL GENERAL MEETING
Sunday 5th May 2024
(b) That each Director be paid an honorarium in respect of his or her services as a member of the Board of Directors at the monthly rate of $1,083.33 (plus Superannuation Guarantee Levy where applicable) payable in arrears and prorated on a daily basis for any broken period of less than a calendar month at the start or end of their term of office commencing on the date of this resolution and ending on the date of the next Annual General Meeting of the Club.
Explanatory Note –
Ordinary Resolution 1: Honoraria Under the Registered Clubs Act 1976 (NSW) (Registered Clubs Act), honoraria payable to Directors and the President must be approved by ordinary resolution. Members are advised that where required by law, the Club will make superannuation contributions in addition to the honoraria at a level which is sufficient to ensure that the Club is compliant with superannuation guarantee legislation.
The amount of the proposed honorarium for the President is unchanged from last year’s honorarium. The amount of the proposed honoraria for Directors is unchanged from last year’s honorarium.
ORDINARY RESOLUTION NUMBER 2
That until the next Annual General Meeting, members approve members of the Board receiving such of the following benefits and advantages, (being benefits and advantages not offered equally to every Full Member of the Club) as the Board shall from time to time approve:
(a) The provision to each member of the Board, as required from time to time and at the expense of the Club, a Directors Club Uniform, to be worn when attending to or carrying out his or her duties as a member of the Board whether at the premises of the Club or otherwise.
(b) The provision to members of the Board of one car parking space each in that part of the Club’s carpark as the Board shall from time to time resolve to set aside for use by members of the Board.
(c) Reasonable expenditure for Directors to undertake training and education including but not limited to industry related meetings, organised study tours, seminars, trade displays etc as may be determined by the Board provided all expenditure is supported by documentary evidence.
(d) The provision to members of the Board of a free meal and refreshment, at a reasonable cost, on the day of attendance at Board Meetings, Finance Meetings and other Committee Meetings.
(e) The provision of an electronic device (for example a laptop computer, iPad, tablet or other similar device) and internet access being made available to Directors in respect of their duties as directors of the Club.
Explanatory Note –
Ordinary Resolution 2: Director Benefits
Under the Registered Clubs Act, benefits may be given to Directors, which are not also available to every Full Member of the Club, if those benefits are approved by ordinary resolution of the members.
The benefits being authorised under Ordinary Resolution 2 are generally consistent with those benefits authorised at the Club’s AGMs in recent years.
ORDINARY RESOLUTION NUMBER 3
That until the next Annual General Meeting, the members approve that eligible members may receive such of the following benefits (which are not offered equally to every Full Member of the Club) as the Board shall from time to time approve:
(a) The expenditure by the Club of reasonable sums in payment of the costs of holding functions on the club’s premises to celebrate certain occasions, including but not limited to the Life Members’ Dinner.
(b) The provision to Life Members of one monthly free meal and refreshment, at a reasonable cost.
(c) The provision to Life Members of car parking spaces in that part of the Club’s carpark as the Board shall from time to time resolve to set aside for use by Life Members.
(d) The provision of membership of the Club to certain classes of person, including but not limited to Life Members of the Club and members of the Hornsby Branch of the Returned and Services League of Australia, for a reduced fee.
Explanatory Note –
Ordinary Resolution 3: Member benefits
Under the Registered Clubs Act, benefits given to certain members (which are not available to every Full Member of the Club) may be given if those benefits are approved by ordinary resolution of the members.
The benefits being authorised under Ordinary Resolution 3 are being conferred on Life Members (who have been elected to this category for their outstanding service to the Club) and certain other members and are generally consistent with such benefits authorised at the Club’s AGMs in recent years.
8. To consider and, if thought fit, to pass the following Ordinary Resolutions for Life Membership.
1. Kerry Vivian
That Life Membership of Hornsby RSL Club Limited be conferred on Kerry Vivian Member 4451.
Moved John Deane
Membership Number 309
Seconded Terry Clarke
Membership Number 3291
2. Wing Kwai Chan
That Life Membership of Hornsby RSL Club Limited be conferred on Wing Kwai Chan Member 10655.
Moved Geoff Barrett
Membership Number 42792
Seconded Wai (Sharon) Ho Membership Number 4628
9. To notify members of any expression of interest in an amalgamation, or any unsolicited merger offer, received by the Club from any other registered club in the previous 12 months before the Annual General Meeting (if any has been received). None have been received.
10.
General Business
The Board advises members that the Club’s Financial Year Period is changing to 1 July to 30 June each year (previously 1 January to 31 December each year). This will align with general taxation year end and allow for budgets and strategic planning meetings taking place around May-June, rather than the busy trading period for the Club in November-December.
Consequently, there will be and additional Annual General Meeting, and Club Director elections in 2024, date to be confirmed in late October, early November.
General Notes for Members
1. Each Ordinary Resolution (including the Ordinary Resolution for Life Membership)will be passed if at least a simple majority of those members who are present and cast their votes on the Ordinary Resolution (being entitled to do so), vote in favour of the Ordinary Resolution. In accordance with Rules 10.5, 10.6A and 10.12 of the Constitution, the following members who attend the meeting are entitled to vote on the Ordinary Resolutions:
(a) all financial Ordinary members who were Ordinary members prior to the Club’s 2017 Annual General Meeting;
(b) all financial Ordinary members who became Ordinary members of the Club after the Club’s 2017 Annual General Meeting and have held at least 1 years’ continuous membership from the date of their admission to the Club’s membership; and
(c) all Life members.
2. Members will be given a reasonable opportunity to speak and ask questions at the meeting.
3. Proxy voting is not permitted and employees are prohibited from voting under the Registered Clubs Act.
Dated: 4 March 2024
By direction of the Board
Mario Machado Chief Executive Officer
Notice of Election
FOR THE BOARD OF DIRECTORS 2024
VOTING FOR BOARD OF DIRECTORS
Nominations for the position of:
Director (2 positions):
Norm Bakker
Rob Kennerley
Nominations for position on the Board of Directors open Tuesday 2 April 2024 and shall close 6.00pm Tuesday 23 April 2024.
Nominations must be in the hands of the CEO by 6.00pm Tuesday 23 April 2024.
Under the Club’s Constitution the following requirements shall be observed in connection with the election of directors.
(a) Every candidate for election as a Director must qualify under Rule 25 of the Club’s Constitution (available on the Club’s website and from the membership office).
(b) Nominations for election must be in writing on the Board Election Nomination Form signed by one ordinary member and or life member as nominator and signed by another ordinary member or life member as seconder and signed by the nominee as indicating his or her consent to the nominations.
Board Election Nomination Forms and Statutory Declaration Forms can be obtained from CEO’s office during office hours: from 9.30am on Tuesday 2 April 2024. Arrangements can also be made to obtain these forms outside office hours. (Contact Jaynie Novotny on 9485 3201 or email jnovotny@ hornsbyrsl.com.au).
Candidates must complete the Board Election Nomination Form and also complete the Board Election Nominee Statutory Declaration, and once completed, both forms must be lodged with the CEO’s Office, at which time the candidate must furnish proof of their membership of the Club.
Board Election Nomination Form and Board Election Nominee Statutory Declaration Form, must be lodged with the CEO’s Office no later than by 6.00pm, Tuesday 23 April 2024. Forms will not be accepted after this time.
The CEO will arrange a photographer to take suitable photographs of candidates for the Board of Directors. Candidates may arrange their own suitable photograph for publication and submit same with brief resume to CEO’s office by 6.00pm Tuesday 23 April 2024. All candidates photographs must be the same size. Personal details typed on same size form as photograph with only relevant details pertinent to their interests in the Club.
prior to 6.00pm Tuesday 23 April 2024. Relevant details will be in same order for each candidate:
i.e.
Name
Date of Joining Club
Date of Birth
Occupation
In case of a sitting Director, history of activities whilst a Director of the Club will be included in resume. Candidate’s resumes limited to 200 words.
Nominations including the name of each candidate and his/her proposer and seconder, will be posted on the Club’s notice board by the CEO.
Any person who nominates for election as a Club Director will be required to attend a pre-election mandatory course of instruction for candidates to the Board.
Mandatory course of instruction for candidates to the Board will take place at Monday 22 April 2024 at 6.00pm and Tuesday 23 April 2024 at 6.00pm in the Boardroom. In accordance with the Club’s Constitution in order to be eligible for the election candidates must attend this course on one of these dates.
The Director Identification Number (DIN) regime has been passed by parliament and is now law. To be eligible to become a Director, you will need to obtain a DIN prior to the closing date for Nominations to the Board which is Tuesday 23 April 2024 at 6.00pm.
There are 3 methods to apply for a DIN, all will require various identification documents:
1. Online at the Australian Business Registry Services (ABRS) www.abrs.gov.au.
2. By phoning the ABRS on 13 62 50.
3. Through lodgement of a paper application.
VOTING TIMES
Monday 29th April 2024
12.00pm to 8.00pm
Tuesday 30th April 2024
12.00pm to 8.00pm
Wednesday 1st May 2024
12.00pm to 8.00pm
Thursday 2nd May 2024
12.00pm to 8.00pm
Friday 3rd May 2024
12.00pm to 8.00pm
Saturday 4th May 2024
4.00pm to 8.00pm
At the close of the ballot at 8.00pm on Saturday 4 May 2024, the Chief Executive Officer shall hand all locked ballot boxes, voting tally sheets, and membership register to the Returning Officer.
The Returning Officer shall then be responsible for: i. Counting and collating of all votes in an area as allocated by the Chief Executive Officer, such area to be “out of bounds” to all Directors, Members and Staff, during the period of the count.
ii. Placing in a sealed envelope, the results of his/her count, this envelope is to remain in his/her possession, to be opened by the Returning Officer, when requested to do so by the Chairman at the Annual General Meeting.
All Members in attendance are to produce their current financial membership card and sign the Annual General Meeting attendance book.
All Members in attendance are to receive two (2) drink tickets to the value of a schooner of beer and one (1) Courtyard Voucher to the value of $25.00 which are only valid for the day.
Note: In accordance with the Club’s Constitution eligible Members are Members who have been financial Members for at least 12 months before the date of the AGM.
Showroom Doors close at 11.00am.
- WANTED VOLUNTEER POLLING CLERKS -
Voting for the 2024 Board of Directors will be held at the Club from: Monday 29th April until Saturday 4th May 2024.
Voting begins at 12 noon Monday to Friday & 4.00pm on Saturday.
If you are able to assist as a Clerk, please contact Jaynie on 9485 3201 or jnovotny@hornsbyrsl.com.au
All resumes to be typed by CEO’s EA in same format
