ANNUAL REPORT 2017
View or download the 2017 Club York Annual Report HERE
NOTICE OF THE ANNUAL GENERAL MEETING
(For the year ended 31 May 2017)
NOTICE is hereby given that the Forty-Fifth Annual General Meeting of the members of the Bowlers’ Club of New South Wales Limited will be held at the Registered Office, 95-99 York Street, Sydney on Thursday 28 September 2017, commencing at 6.00p.m.
- To receive and confirm the minutes of the Extraordinary General Meeting held on Monday 19 January 2017.
- To receive and confirm the minutes of the Forty-Fourth Annual General Meeting held on Thursday 22 September 2016.
- To receive and consider the Directors Reports to members and the Annual Report of the Board of Directors for the year ended 31 May 2017.
- To receive and consider the financial report, including Statement of Profit or Loss and Other Comprehensive Income, Statement of Financial Position, Statement of Cash Flows and the Auditor’s report for the year ended 31 May 2017.
- To declare the result of the election of Directors to hold office in accordance with Article 26.3 (4)
- To consider and if thought fit pass the following Ordinary Resolutions:
FIRST ORDINARY RESOLUTION
That pursuant to Section 10 (6)(b) of the Registered Clubs Act 1976, the members hereby approve the following honorarium for Directors of the Club for their services as Directors of the Club until the Annual General Meeting in the year 2018:
a) The President of the Club to be paid an honorarium of $15,000 inclusive of Superannuation Guarantee
b) The Deputy Chairperson of the Club to be paid an honorarium of $10,000 inclusive of Superannuation Guarantee;
c) Each of the three ordinary Directors of the Club to be paid an honorarium of $7,500 inclusive of Superannuation Guarantee;
8. To consider and if thought fit pass the following Ordinary Resolution:
SECOND ORDINARY RESOLUTION
That pursuant to Section 10 (6)(a) and Section 10 (6) (d) of the Registered Clubs Act 1976, the members hereby approve the following benefits for Directors until the Annual General Meeting in 2018:
a) The provision of reasonable refreshments and light supper for Directors at Board Meetings
b) The provision of two dinners per annum for the Board of Directors and invited guests of the Board of Directors;
c) The reasonable cost of Directors and their partners attending the Annual General Meeting of ClubsNSW (Registered Clubs Association) and Club Managers Association of Australia provided such attendances are approved by the Board as being necessary for the betterment of the Club;
d) The reasonable cost of Directors and their partners attending any community or charity function as the representatives of the Club and authorised by the Board to do so;
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e) The reasonable costs of Directors attending Regional ClubsNSW (Registered Clubs Association) meetings, trade displays, seminars and other similar events as approved by the Board as being necessary for the betterment of the Club;
f) The reasonable costs of Directors attending other registered clubs for the purposes of viewing or assessing their facilities and their methods of operations provided such attendances are approved by the Board as being necessary for the betterment of the Club;
g) The reasonable travel costs of Directors attending Board and other meetings of Directors and any incidental accommodation expenses;
Provided that all such costs and expenses are also approved by a current resolution of the Board, and the total cost to the Club of the items referred to does not exceed $60,000.
- To consider and if thought fit pass the following Ordinary Resolution:
THIRD ORDINARY RESOLUTION
That the members hereby approve the expenditure by the Club of a sum not exceeding $65,000 for the cost of Directors attending seminars and trade shows outside of Australia provided that such attendance of any Director has been first approved by a current resolution of the Board as being of substantial benefit to the interests of the Club and the cost of such attendance is in the opinion of the Board reasonable.
- To consider and if thought fit pass the following Special Resolution:
PROCEDURAL MATTERS FOR SPECIAL RESOLUTIONS
1. Only Life members and financial Ordinary members elected to membership before 19 January 2017 are entitled to vote on the Special Resolutions.
2. To be passed, the Special Resolutions must receive votes in favour from at least three quarters (75%) of those members who, being eligible to do so, vote in person on the Special Resolutions at the meeting.
3. Under the Registered Clubs Act:
(a) members who are employees of the Club are not entitled to vote.
(b) proxy voting is prohibited.
4. Amendments to the Special Resolutions (other than minor typographical corrections which do not change the substance or effect of the Special Resolutions) will not be permitted from the floor of the meeting.
[The Special Resolution is to be read in conjunction with the notes to members set out below.]
That the Constitution of the Bowlers Club of New South Wales Limited be amended by:
- inserting in Rule 10.7(c) after “26” “and 27”;
- deleting from Rule 26.1 “Deputy President” and in its place inserting “Deputy Chairperson”.
- deleting from Rule 26.2 and in its place inserting “Deleted”.
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- deleting from Rule 27.1(b) “two (2)” and in their place inserting “three (3)”.
- deleting from Rule 27. (c) “two (2)” and in their place inserting “three (3)”.
- inserting the following new rule 27.1(f):
“Any person who is elected or appointed to the Board, must, unless exempted, complete such mandatory training requirements for directors as required by the Regulations made under the Registered Clubs Act.”
- deleting the last sentence of Rule 27.5.
- deleting Rule 27.8 and in its place inserting the following new Rule 27.8
“If by the close of nominations, there be more than the required number of candidates nominated for the positions on the Board to be filled in accordance with the triennial rule set out in rule 26.3, an election by secret ballot shall take place in respect of those positions.”
- inserting the following at the end of Rule 27.12.
“At the first meeting of the Board following each Annual General Meeting, the Board shall elect one (1) director as President and another director as Deputy Chairperson.”
NOTES TO MEMBERS ON THE SPECIAL RESOLUTION
- The Special Resolution proposes a number of amendments to the Constitution, mainly to take into account changes made to the Constitution earlier this year.
- Paragraph (a) clarifies the voting rights of members elected to membership after 19 January 2017.
- Paragraphs (b) and (c) clarifies the current number of directors being 6.
- Paragraphs (d) and (e) amend the period a member must serve before they can be elected as a director. If the Special Resolution is passed, the Constitution will provide that members must be members for at least 3 years, instead of the current 2 years, before they can be elected to the Board. This will reflect changes made earlier this year, which provide that members must be members for 3 years before they can vote under the Constitution.
- Paragraph (f) will insert a new rule which requires directors to complete training required by the Registered Clubs Act.
- Paragraphs (g), (h) and (i) clarify the procedure for Board elections and for the Board electing a President and Deputy Chairperson of the Club.
- To deal with any other general business of which at least twenty-one (21) days’ notice prior to the Annual General Meeting shall have been given in writing to the Chief Executive Officer.
Dated: 27 July 2017
By direction of the Board
Rocky Massaria ACCM JP
Chief Executive Officer