Notice of Special General Meeting
SOUTH AUSTRALIAN CRICKET ASSOCIATION NOTICE OF SPECIAL GENERAL MEETING
IAN McLACHLAN ROOM, LEVEL 3 WESTERN STAND, ADELAIDE OVAL
THURSDAY 7 JUNE 2018
Notice is hereby given that a Special General Meeting (SGM) of the South Australian Cricket Association Inc. (SACA) will be held in the Ian McLachlan Room, Level 3, Western Stand at Adelaide Oval on Thursday, 7 June 2018 at 6pm (ACST).
All SACA Members are welcome to attend but only eligible members will be entitled to vote or take part in any of the meeting’s proceedings.
To be eligible you must be a Full Member, a Country Member, a Life Member, an Honorary Life Member, a Tenured Member, an Honorary - Services Rendered Member or a member of a Committee of Management (Voting Member).
All Members are asked to bring photo ID to enable them to be marked-off the register upon entry.
Copies of the Order of Business, full details of voting and proxy arrangements and SACA’s Constitution are on display in the reception at SACA’s office on Level 2 of the Riverbank Stand at Adelaide Oval (SACA Reception) and are published on the SACA website at www.YourSACA.com.au
ORDER OF BUSINESS
1. Declaring the Special General Meeting open.
2. Member vote on Special Resolution to authorise the transfer of SACA’s undertaking and the adoption of a new constitution, the details of which are attached to this Order of Business.
3. Transacting such other business as may be brought before the meeting in conformity with the Rules of the Association.
4. Authorising the Minutes of this meeting to be confirmed by the Board of Management after the meeting.
5. Meeting close.
HOW TO VOTE
- Voting in Person
Voting Members (as defined on page 1) can vote on the Special Resolution in person by attending the SGM
- Voting by Direct Vote or Proxy
The SACA Board has determined that, in accordance with rule 68 of the SACA Constitution, a Voting Member shall be entitled to a direct vote on the proposed Special Resolution
Further, Voting Members may appoint any other Member (including the Chairperson) as the Member’s proxy to attend and vote on their behalf at the meeting
Direct votes and proxy appointments may be lodged online or by post, fax or email
- Direct Vote/Proxy Lodgment Online
Direct votes or proxy appointments can be lodged directly through an online portal managed by the Returning Officer for the SGM (CorpVote) at www.netvote2.com.au/754.
- Direct Vote/Proxy Lodgment by Post, Fax or email
Every Voting Member will also receive a voting pack by post. If more convenient, a direct vote or proxy appointment can also be lodged by post to CorpVote Voting Services, Reply Paid 2432, Fitzroy Victoria 3065 (using the Reply Paid envelope), by fax to 03 8677 1712 or by e-mail to email@example.com
THE DEADLINE FOR RECEIPT OF DIRECT VOTES AND PROXIES IS 6PM (ACST) ON MONDAY, 4 JUNE 2018.
To consider and, if thought fit, to pass the following resolution as a special resolution:
(a) South Australian Cricket Association Inc (SACA Inc) cause a public company limited by guarantee to be registered under the Corporations Act 2001 (Cth) to be known as ‘South Australian Cricket Association Limited’ (SACA Limited);
(b) SACA Limited adopt the constitution tabled at the Special General Meeting at which this special resolution is passed and signed by the President of SACA Inc for the purpose of identification to be effective upon its registration;
(c) SACA Inc be authorised to request the Corporate Affairs Commission of the State of South Australia to order the transfer of SACA Inc’s undertaking to SACA Limited in accordance with section 42(2) of the Associations Incorporation Act 1985 (SA); and
(d) SACA Inc and SACA Limited be authorised to do all things necessary to give effect to the transfer of SACA Inc’s undertaking to SACA Limited and this special resolution.”
EXPLANATORY NOTES TO SPECIAL RESOLUTION
For the Special Resolution to be passed, at least 75% of Voting Members that vote on the resolution (in person at the meeting, by direct vote or by proxy) must vote in favour of the resolution.
Accompanying this Notice of Meeting is a document titled “SACA’s Big Vote – Securing a brighter future for cricket in South Australia” that contains information relevant to Members’ decisions as to how to vote on the Special Resolution.
A copy of the proposed constitution for SACA Limited can be accessed at yoursaca.com.au. A summary of the changes to the proposed constitution in comparison to SACA’s current constitution can also be accessed at yoursaca.com.au.
Any Member who would like a paper copy of the proposed constitution or summary of changes should telephone (08) 8300 3232 or write to SACA Member Services at firstname.lastname@example.org. Please contact CorpVote on 1300 147 797 if you have any questions about the voting process.
The SACA Board Members unanimously believe that adopting the new constitution and legal structure is in the best interests of Members and unanimously recommend that Voting Members vote in favour of the Special Resolution.