Annual General Meeting
Wednesday 13 November 2019 9:00am
Conference Room CB10.03.470
University of Technology Sydney
Level 3, 235 Jones Street
BROADWAY NSW 2007
- Election of a chair for the meeting
- Confirmation of previous minutes
- Annual General Meeting on 28/11/2018
- Annual financial report
- Auditor’s report—Members decided not to appoint an auditor
- Report from the Board of Directors
- Election of Office Bearers
- Appointment of an auditor for 2019-20
- Strategic plan
No further items can be considered at the AGM.
Previous meeting minutes
Election of a Chair for the meeting
As there is no Member Council constituted (in which case, the President or a councillor would chair the meeting), then the Full Members present shall elect one of their number to preside as Chair of the meeting.
Confirmation of previous minutes
The draft minutes for the Annual General Meeting on 28/11/2018 are to be considered.
Annual financial report
2017-18 financial statements
Final annual financial statements for 2017-18 were not presented to last year's AGM, as full access to bank accounts and invoices had not been transferred to the Company Secretary from the previous association office holders. Nevertheless, preliminary financial statements were presented.
The differences between the final financial statements for 2017-18 (presented at this AGM) and the preliminary financial statements (presented at last year's AGM) are related to the Love Organic Symposium in February 2018:
- workshop expenses have been revised down by $1,903.40 (from $20,939.81 to $19,033.91)
- ticket sales have been revised down by $79.26 (from $9,800 to $9,720.74)
- sponsorship has been revised down by $318.18 (from $14,681.82 to 14,363.64)
Consequently, the profit (and net equity) for 2017-18 was $5,089 compared with the preliminary estimate of $3,583.04.
2018-19 financial statements
Highlights from the 2018-19 financial statements are:
- income was $7,460.57, comprising almost all membership fees
- 95% of membership fees was derived from foundation memberships
- total expense was $1,797.05, mostly comprising:
- $658 for website hosting
- $582 for fees, mostly related to company registration
- $500 for a Board meeting (most meetings are by teleconference)
- profit was $5,663.52
- cash on hand was $10,292.11
- member equity was $10,752.52
As the company is not legally required to appoint an auditor and the company's revenues were considered not sufficiently large to warrant the expense, members decided not to appoint an auditor for 2018-19.
At 30 June 2019, there were 74 members comprised:
At 8 November 2019, there were 106 members comprised:
|Income Statement 2017-18 and 2018-19||30.26 KB|
|Balance Sheet 2017-18 and 2018-19||30.33 KB|
Report from the Board of Directors
Chair of Board to present verbal report
Need to include a summary
Election of Directors
Nomination of directors
Nominations formally closed on 23 October. As insufficient valid nominations were received to at least fill at least the known vacancies for directors, and it was understood several nominations were still being prepared, further nominations were accepted until COB on Wednesday 6 November.
Nominations must be made and seconded by a financial full member of OIA Ltd—that is, they must be a certified organic operator and not have any membership fees outstanding. Directors do not need to be certified organic operators.
Eight nominations for director were received by the Company Secretary.
The procedure for the election of directors
The AGM will first decide how many directors to appoint. The minimum is 7 and the maximum is 11.
There are currently 4 continuing directors. The remaining director positions will be declared vacant. No candidates will be accepted from the floor of the meeting.
If the number of candidates is less than or equal to the number of vacancies, then all candidates are duly elected as director.
If there are more candidates than the number of vacancies, the Chair will conduct a preferences based secret ballot, assisted by two scrutineers.
Full members are entitled to lodge a direct vote if they cannot attend the meeting, and those members who attend by teleconference cannot participate in a secret ballet.
The Company Secretary distributed ballot papers to all Full members on 8 November with instructions that these be returned by email to firstname.lastname@example.org by no later than 8pm on 12 November.
Election of Councillors
There being no motion to establish a Member Council, no election was conducted for Councillors.
Appointment of an auditor for 2019-20
Corporations law defines small companies limited by guarantee (CLBGs) as having less than $250k revenue.
Small CLBGs are not required to prepare financial accounts or appoint an auditor.
Members will consider strategic planning
Any discussion or motion?
Attended - Full Members (eligible to vote)
|Dalene Wray||Obe Organic|
|Sue Shelton||Bellamy's Organic|
|Janie McClure||Rural Organics|
|Sam Sthatham||Rosnay Wines|
Attended - Associate Members (not eligible to vote)
|Sarah Wheeler||University of Adelaide|
Attended - Others
|Representative||Reason for attending|
|Brock Billing||Candidate for Director|