Friends of the Old Bega Hospital

Notice of 2013 Annual General Meeting

Friends of the Old Bega Hospital Inc will be holding its annual general meeting on Tuesday 17 December 2013 at 3pm at the Old Bega Hospital cottage, 301 Princes Highway, Bega.

Agenda

The agenda for the meeting is:

1. Apologies

2. Confirm the minutes of the last meeting

3. President's report

4. Treasurer's report

5. Election of office bearers and ordinary committee members

6. Special Resolution to adopt a new constitution. The proposed resolution is:

That the Friends of the Old Bega Hospital Inc adopt the constitution at appendix 1 as its constitution.

7. Special Resolution to adopt new objects. The proposed resolution is:

That the Friends of the Old Bega Hospital Inc adopt the objectives at appendix 2 as its objects.

Explanatory notes

Friends of Old Bega Hospital Inc is incorporated under the Associations Incorporation Act 2009 (http://www.austlii.edu.au/au/legis/nsw/consol_act/aia2009307/). The Act requires that the Friends have an annual general meeting (AGM). The current constitution of the Friends of Old Bega Hospital Inc (http://www.obh.org.au/Friends/constitution.htm) requires that the business of the AGM include:

(a) to confirm the minutes of the last preceding annual general meeting and of any special general meeting held since that meeting,

(b) to receive from the committee reports on the activities of the association during the last preceding financial year,

(c) to elect office-bearers of the association and ordinary committee members,

(d) to receive and consider any financial statement or report required to be submitted to members under the Act.

Those matters are to be dealt with under items 2 to 5 respectively of the agenda for this meeting.

Nominations of candidates for election as office-bearers of the association or as ordinary committee members:

(a) must be made in writing, signed by 2 members of the association and accompanied by the written consent of the candidate (which may be endorsed on the form of the nomination), and

(b) must be delivered to the secretary of the association at least 7 days before the date fixed for the holding of the annual general meeting at which the election is to take place.

A person nominated as a candidate for election as an office-bearer or as an ordinary committee member of the association must be a member of the association.

The current constitution and objects of the association are those that were included in the application for incorporation.

The constitution that was adopted in that process was essentially a generic constitution provided by the government, with the addition of two clauses relating to a Public Fund to allow for possible future registration of the association to receive tax deductible donations. It is proposed to:

• add a clause on objectives
• add a clause on the non profit status of the association
• add a clause on eligibility for membership
• provide for corporate bodies to be members
• simplify the provisions for applying for membership
• remove the joining fee
• remove the membership application form from the constitution, so that it may be amended by resolution of the committee
• add a clause to say that a member must pay any dues before they can resign their membership

In addition there are numerous formatting and other minor and consequential changes throughout the document.

Rather than seek to make those changes by a long series of amendments, it is proposed at agenda item 6 that the Friends adopt a replacement constitution, which is set out at Appendix 1. The Act requires that any change to the constitution be adopted by a Special Resolution, which requires 21 days notice and agreement by a three quarters majority of eligible members voting at a general meeting. The changes only take effect when they are registered by the Director General under the Act.

Changes to the objects of the association can also only be made by Special Resolution and only take effect when registered by the Director General under the Act. The current objectives were included in the application for incorporation and, like the constitution were based on generic text. It is proposed to adopt new objectives as part of the new constitution, and agenda item 7 is a Special Resolution to adopt them formally as the objects of the association in accordance with the Act. This item also requires 21 days notice and agreement by a three quarters majority of eligible members voting at a general meeting.

The Minutes of the 2013 AGM are included in the notice for the 2014 AGM.