SPA

Security Professionals Australasia – Inaugural AGM 5 Nov 2015

Dear Colleagues,

 I wish to provide formal notification of the inaugural Annual General Meeting of the Security Professionals Australasia.  It will be held at University House, Australian National University, at 1000 am on 5 November 2015 and is expected to finish by 1130 am.  The agenda and other documents of interest are at the bottom of this post.

 I draw to your attention that there will be an election for the Executive Directors of the Board prior to the event and, if all positions are not nominated, nominations may also be taken from the floor.  A nomination form is attached and can be lodged in accordance with the draft constitution, extract below.  Nominations are to be sent to Returning officer, Winston Bucknall, at winston.bucknall@gmail.com and to the records area at the Registry spra.docs@outlook.com .  You are required to submit any nominations within 10 days of 5 November 2015. 

1.           Procedures for election of Directors

1.1 Apart from the initial Directors referred to in clause 39 and directors appointed under clause 25 the members may elect a director by a resolution passed in a general meeting.

1.2 At least 30 days prior to the AGM, the Secretary will, by written notice to all Members, call for nominations to the Board.

1.3 A nomination for the position of Director must be in writing and must be signed by the Member making the nomination and accompanied by a written consent of the nominee.  The Secretary may prepare and provide pro-forma template nomination and consent forms.

1.4 A nomination for the position of Director must be actually received by the Company before 5pm on the date that is 20 days prior to the AGM.  A nomination may be delivered to the Company by:

(a)       hand delivery or courier;

(b)      facsimile; or

(c)       PREFERRED an attachment to an email as a pdf. file or other format that cannot be edited or amended

1.5 The Secretary must promptly, and in all events not later than the date that is 20 days prior to the AGM:

(a)       place details of all valid nominations on the Company website; and

(b)      send all Members a postal ballot form, including “how to vote” instructions for the postal vote and, if so determined by the Board if voting is electronically available, how to exercise an electronic vote. 

1.6 Members may vote for up to 5 of the nominees included in the ballot by placing an “x” in the box alongside a candidate’s name.  For the avoidance of doubt, candidates may vote for themselves.

 All current Registrants and members of the Australasian Council of Security Professionals and the Registry are eligible to vote.  Under the constitution all Registrants, Council and Registry Members are automatically members of SPA on receipt of their confirmation of interest in response to this email or at a later date as they may request.

As a member you may wish to nominate a proxy should you not be able to attend.  Below are the requirements for proxy.  The completed form may be saved as a PDF and passed to me, as current chair, or to Winston Bucknall, the returning officer.

2.           Form of Proxy or attorney

2.1 An instrument appointing a proxy or attorney must be in writing signed by the Member, its Representative or by a duly appointed attorney of the Member.  If the appointer is a Corporation, the instrument may be under its common seal or the hand of a director or of its duly authorised attorney or in a manner permitted by the Act.

2.2 A facsimile of a written appointment of a proxy or a power of attorney is valid, unless the notice of meeting of the Company’s Members to which the appointment relates requires production of the written appointment at the meeting and that requirement is not complied with.

2.3 Every instrument appointing a proxy or attorney whether for a specified meeting or otherwise must comply with the requirements of:

(a)       the Act; and

(b)      this Constitution,

and otherwise shall be in such form as the Board may prescribe or accept.

2.4 Subject to the Act, a decision of the Board or of the Chairperson as to the validity of a proxy or power of attorney or a facsimile thereof will be final and binding.

 Following the AGM the annual Security Seminar will be held at the same venue from 1300 -1700 with a function to follow from 1700 -1900 hours. All members are welcome.

SPA Constitution 2015 11 05

SPA AGM Nomination form 20151105

SPA AGM Agenda 20151105

SPA AGM Resolution form 20151105

SPA AGM Proxy Form 20151105