Notice of Special General Meeting
The Sydney Mechanics’ School of Arts (SMSA) will be holding a Special General Meeting commencing at 4:00pm, on Thursday 1st December in the Mitchell Theatre, Level 1, 280 Pitt Street, Sydney NSW 2000.
The meeting is called to consider changes to the current By-laws. Firstly, the removal of those clauses that are covered in the Act, are inconsistent with the Act or cover a range of relatively minor administrative alterations. Secondly, structural changes to increase the term of office for Directors, the election process to allow for pre-polling by members and the length of the qualification period for members to be eligible to stand for election as a director.
The wording of the recommendations follows:
- The insertion of a preamble (marked in blue) is to link the By-laws with the Act of Incorporation as amended. It is not controversial as it introduces no new provisions.
- Removal of those clauses that are covered in the Act, inconsistent with the Act or cover a range of relatively minor administrative issues (marked in green); and
- Changes in processes (marked in red).
|By-laws showing all proposed changes|
(Board 14 November 2016)
|Summary of proposed changes|
The Board unanimously commends all the proposed changes to the members and recommends the meeting approve:
- those changes to the By-laws that remove those clauses deemed unnecessary as they are included in the Act of Incorporation or are inconsistent with the Act and to give effect to a range of relatively minor administrative alterations.
- the change in the term of office for Directors from two to three years.
- the change in the voting process for the election of Directors to allow for casting of votes for seven days up to an annual general meeting.
- the reduction in the qualifying period for members to be eligible to stand for election as a Director from two to one year
- subject to the meeting approving the new terms of office for Directors, the transitional arrangements for the election of Directors to apply are:
- Prior service as a Director will not be taken into account when determining time served as a Director under the new By-law provision;
- All Directors whose current terms expire at the 2017 Annual General Meeting may submit themselves for re-election;
- Following completion of the election process the Board will determine the length of the term for each Director by the drawing of lots, unless otherwise agreed by Directors. In the drawing of lots those names drawn first to be elected for the longer period until approximately a one third quota is achieved, subject to the acceptance of each Director. This process is to continue until each quota is filled, recognising this will take several years.
- the new election process coming into effect with the election of directors at the 2017 Annual General Meeting;
- all other changes to the current By-laws to apply immediately following the conclusion of the Special General Meeting
15 November 2016