Gumala Aboriginal Corporation (ICN 2744) NOTICE OF ANNUAL

Transcription

Gumala Aboriginal Corporation (ICN 2744)
NOTICE OF ANNUAL GENERAL MEETING
TO BE HELD AT ASHBURTON HALL, PARABURDOO
on Saturday 24 November 2012 at 11:00 am
Gumala Aboriginal Corporation (“GAC”) GIVES NOTICE to all Members of GAC including all
Banyjima, Innawonga and Nyiyaparli People that an Annual General Meeting (“AGM”) will be
held at 11:00 am on Saturday 24 November 2012.
AGENDA
The general nature of business to be conducted at the AGM will be:
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
Welcome by Chairperson.
Confirm Chair of Meeting.
Apologies.
Acceptance of proxy votes (*see below).
Minutes of previous general meetings and matters arising:
a. Minutes of the re-convened 2010 GAC AGM held on 25 June 2011;
b. Minutes of the Special General Meeting held on 31 March 2012; and
c. Minutes of the 2011 GAC AGM held on 31 March 2012.
Reports of the Corporation for the financial year ending 30 June 2012 (CEO,
Directors’, Financial and Auditor’s).
Appointment and remuneration of GAC’s auditor for financial year ending 30 June
2013.
Consider and vote upon a resolution ratifying “related party financial benefits”, as
set out in the attached Explanatory Statement.
Consider and vote upon a resolution for the GAC Board to increase from nine
elected Directors to twelve elected Directors.
Possible election of Directors to fill three vacancies on the GAC Board.
Any other business.
*PROXIES
A member has a right to appoint someone (a proxy) to attend the meeting and vote on his or
her behalf. A proxy does not need to be a member of GAC. A person must not exercise proxies
for more than three (3) members.
To appoint a proxy, please complete the attached proxy form and mail or deliver it to GAC so
that it is received at GAC’s office at least 48 hours before the meeting, that is, by 11.00 am on
Thursday 22 November 2012.
In accordance with the GAC’s Rule Book, any proxies received after that date/time including
proxies received on the day will be invalid. A Proxy Form is attached to this Notice.
In accordance with the CATSI Act, if elections for Directors to the GAC Board are held (Agenda
item 10) all nominating members will be required to complete the attached Consent to
Become a Director Form to enable the member to stand in the election.
Members are asked to please check their details on the Register of Members at registration, to
ensure all details are up to date and accurate. Members are also asked to bring appropriate
identification to assist with the registration process.
NO FEES: There are NO sitting fees, camping fees or travel allowance for the AGM (this is in
accordance with the GAC Rule Book).
Dated this 22nd day of October 2012
Stephen Peterson
Chairman
Gumala Aboriginal Corporation
Explanatory Statement
Related Party Financial Benefits
Dear Members
Under the Corporations (Aboriginal and Torres Strait Islander) Act 2006 (Cth) (“CATSI Act”):
•
a Director of the GAC Board is a ‘related party’ of GAC; and
•
a corporation must obtain member approval to give a financial benefit to a related
party of the corporation, unless the benefit falls within a certain specific exemption.
As required under the CATSI Act, the current levels of remuneration for GAC Directors
(directorship fees) were determined by a resolution of members at a Special General Meeting
held on 23 May 2009.
Since the Special General Meeting on 23 May 2009, GAC has, from time to time, provided
special assistance to individual Directors by giving the Directors an advance in their
directorship fees. GAC has also, from time to time, paid meeting allowances to Directors prior
to their attendance at meetings.
GAC has provided this special assistance to help Directors in difficult personal circumstances,
to help them to be able to participate in important meetings and to ensure the smooth running
of the expanding corporation.
The payment of directorship fees and allowances in advance has not resulted in an individual
Director receiving more remuneration than the total amount of annual remuneration the
Director is entitled to. It has also not caused any adverse taxation consequences to GAC.
The Office of the Registrar of Indigenous Corporations (“ORIC”) has advised that payment of
directorship fees or meeting allowances in advance, even by only one or two days, to individual
Directors can be considered as GAC giving a financial benefit to a related party. As such,
member approval is required for GAC to comply with the CATSI Act.
As you are aware, this matter was brought to the attention of the GAC membership at the
Special General Meeting held at Karijini on 31 March 2012. At this Meeting, the members
agreed that the practice of paying wages or meeting allowances to directors in advance must
not continue. Since the Special General Meeting on 31 March 2012 no advancements in wages
or meeting allowances have been paid.
Following ORIC’s examination of GAC conducted during December 2011 and January 2012,
ORIC issued a Compliance Notice dated 29 March 2012. Paragraph 6 of the Compliance Notice
required full written disclosure of all financial benefits given to related parties by the
corporation between 1 July 2010 and the date of the Notice (29 March 2012). Paragraph 6 also
requires GAC to seek ratification from the members at its next general meeting of all financial
benefits given to related parties by the corporation between 1 July 2012 and 29 March 2012.
GAC has undertaken a thorough and detailed review of all payments made to past and present
Directors and a list of the related party payments, as approved by ORIC, is contained in the
attachment to his Explanatory Statement entitled “GAC Financial Benefits Given to Related
Parties”.
The financial benefits identified in the attachment comprise advanced payments of
directorship fees, travel allowances and meeting fees made to present and past Directors of
GAC. In the interests of open and transparent communication, and in order to keep the
members fully informed, this information was placed on the GAC website member’s notice
area on 31 May 2012 and was also sent in hardcopy to all members. These financial benefits
identified are the only payments that ORIC has identified as “related party benefit payments”
made by GAC to its former and current Directors between 1 July 2010 and 29 March 2012.
The GAC Board proposes that the following resolution is considered by the members at the
Annual General Meeting on 24 November 2012:
“That the membership ratifies the related party benefit payments made to current and
former Directors of the Board of Gumala Aboriginal Corporation between 1 July 2010 and
29 March 2012 as described in the attachment entitled “GAC Financial Benefits Given to
Related Parties”.
GAC Financial Benefits Given to Related Parties
Amount of
benefit
Date
Nature of benefit
Director
21/06/2011
Sitting Fee in Advance GIPL meeting
Archie Tucker
$309.09
21/06/2011
25/03/2011
21/06/2011
Sitting Fee in advance GIPL meeting
Pay Advance - Elders Meeting
Sit Fee in advance GIPL meeting
Cecil Parker
Churchill Jones
Churchill Jones
$500.00
$750.00
$500.00
21/06/2011
Sitting Fees in advance GIPL meeting
Gordon Yuiline
$500.00
21/06/2011
Karen Tommy
$500.00
28/07/2011
Advance Payment of Director''s Fees
Keith Lethbridge
$500.00
10/10/2011
Advance Payment of Director''s Fees
Keith Lethbridge
$500.00
27/10/2011
Keith Lethbridge advance for PPE 28/10/11
Keith Lethbridge
$500.00
21/06/2011
May Byrne
$500.00
21/06/2011
Natalie Parker
$500.00
21/06/2011
Stephen Peterson
$500.00
21/06/2011
Stuart Ingie (Snr)
$500.00
17/08/2011
Advance on Director''s salary PPE 22/08/11
Stuart Ingie (Snr)
$500.00
7/10/2011
Advance for Stuart Ingie for PPE 14/10/11
Stuart Ingie (Snr)
$200.00
20/07/2011
Advance for K Hall
Keith Hall
$500.00
29/07/2011
Advance - K Hall for PPE 08/08/2011
Keith Hall
$1,000.00
15/08/2011
Keith Hall Advance for PPE 22/8/11
Keith Hall
$500.00
17/08/2011
Advance to Keith Hall for PPE 22/08/11
Keith Hall
$600.00
23/08/2011
Advance - Keith Hall for PPE 5-9-11
Keith Hall
$500.00
16/09/2011
Pay Advance
Keith Hall
$995.85
3/10/2011
Advance Keith Hall PPE 14/10/11
Keith Hall
$500.00
6/10/2011
Advance Keith Hall PPE 14/10/11
Keith Hall
$500.00
19/10/2011
K Hall Advance for PPE 11/11/11
Keith Hall
$100.00
7/11/2011
Pay Advance
Keith Hall
$500.00
11/11/2011
Advance for pay period ending 11 Nov 2011
Keith Hall
$500.00
21/12/2011
23/12/2011
Advance to Keith Hall for PPE 30/12/11
Advance out of future allowance
Keith Hall
Keith Hall
$600.00
$500.00
16/01/2012
9/02/2012
Advance against PPE 27.01.12 & 03.02.12
Keith Hall - Salary advance
Keith Hall
Keith Hall
$100.00
$200.00
10/02/2012
Salary advance to keith hall
Keith Hall
$200.00
21/02/2012
Salary Advance to Keith Hall
Keith Hall
$30.00
Director
Archie Tucker
Cecil Parker
Churchill Jones
Darren Injie
David Stock
Doreen James
Gordon Yuline
Guy Parker
Julie Walker
Karen Tommy
Keith Hall
Keith Lethbridge
Lisa Coffin
May Byrne
Melanie Condon
Natalie Parker
Sally Anne Johnson
Stephen Peterson
Stuart Ingie Snr
Warren Ingie
TOTAL
Related Party
Benefit
309
500
1,250
500
500
500
500
500
1,100
5,659
FY 2010/2011
309
500
1,250
500
500
500
500
500
1,100
5,659
Related
Party
Benefit
7,826
1,500
700
10,026
FY 2011/2012
7,826
1,500
700
10,026
TOTAL
$
309
$
500
$ 1,250
$
$
$
$
500
$
$
$
500
$ 7,826
$ 1,500
$
$
500
$
$
500
$
$
500
$ 1,800
$
$ 15,685
Page 1 of 15
GAC Re-Convened AGM Minutes 25.06.11
RE-CONVENED ANNUAL GENERAL MEETING
GUMALA ABORIGINAL CORPORATION
held on 25 June 2011 at Kings Lake, Tom Price
Present:
:
:
:
:
:
:
:
:
:
Present:
Guests:
Apologies:
GAC Directors
Stuart Ingie Snr (GAC Chairman & meeting Chair)
Gordon Yuline
Archie Tucker (GAC Deputy Chairman)
May Byrne
Churchill Jones
Stephen Peterson (GAC Secretary)
Natalie Parker
Cecil Parker
Karen Tommy
See Attendance Lists at Attachment A
:
Anthony Bevan (ORIC Registrar)
:
:
:
:
Steve Mav (GAC Chief Executive)
Francois Langlois (GAC General Manager & Foundation Executive Officer)
Jenny Viviers (GAC Executive Assistant & Minute Taker)
Beneficiaries / Traditional Owners as per Attendance Register
:
Kerry Narrier, Stephen Narrier, Christopher McPhee, Frank Bell, Deborah Edwards,
Frederick Edwards, Karen Derschow, Dallas Bell, Rona Bell, Phillip Bell, Rodney
Little, Adonica Little, Tracey Dhu, Sharmaine Dhu, Rosemary Dhu, Robert Dhu (Jnr),
Nikita Celima, Matthew Celima, Sandra Derschow, Kieralee Derschow, Jason Fisher,
Halijah Bin Issa, Nina Bin Issa, Mervyn Derschow, Jacki Hall, Sheneise Hall, Albert
Lockyer, Rhonda Lockyer, Shalene Lockyer, Shandell Smith, Kalsyn Smith, Shenora
Smith, George Ali, Jan Cowan, Cassandra Jevdenyivic, Jason Fisher, Evelyn
Robinson, Jimayne Dowden, Sandy McEwan, Stephen Hayter, Jennifer Cox, Ricky
Robinson
The meeting was opened at 4:06pm
1.
Welcome and Apologies
The meeting was chaired by GAC Chairman, Stuart Ingie snr. The apologies were noted as per above.
2.
Ratification of minutes from previous meeting
The minutes of the previous Annual General Meeting held on 2 April 2011 were mailed to all present and
it was resolved
“that the Minutes from the GAC AGM held on Saturday, 2 April 2011, with noted changes, be accepted
Moved:
Seconded:
Motion:
Keith (Joog) Lethbridge
June Ingie
Carried.”
Page 2 of 15
3.
Election of GAC Board Language Group Directors
It was noted that only 2 directors each from Banyjima, Innawonga and Nyiyaparli Language Group were to
be elected by the meeting.
At this point the members broke into their Language Groups to discuss and elect two members each for a
2 year term.
The Returning Officer for the voting process was the GAC Chief Executive, Steve Mav. Two names were
put to the meeting by each language group and it was resolved
"that
a)
The terms of the Directors elected by the membership at the meeting would not end at the AGM to
be held later in 2011, but would end at the 2012 AGM; and
b)
Banyjima Directors - Keith (Joog) Lethbridge and Karen Tommy
Innawonga Directors - Warren Ingie and Julie Walker
Nyiyaparli Directors - Keith Hall and Lisa Coffin
be appointed to the GAC Board for a two year term.
Moved:
Seconded:
Motion:
Robert Dhu
David Dhu
Carried.”
At this point the meeting was adjourned in order for the new new GAC Board to elect office bearers.
The meeting was re-convened and the GAC Board office bearers were announced to the meeting as
follows:
Chairman:
Deputy Chair:
Secretary:
4.
Keith Hall (Innawonga)
Karen Tommy (Banyjima)
Stephen Peterson (Nyiyaparli)
General Business
None.
There being no further business to discuss, the Meeting Closed at 5:07pm
Page 3 of 15
ATTACHMENT A
Surname
Aitchison
Aitchison
Aitchison
Alone
Ashburton
AshburtonParker
Bellotti
Bellotti
Bin Issa
Bin Issa
Black
Black
Black
Black
Black
Black
Black
Black
Bobby
Bobby
Byrne
Byrne
Cameron
Carey
Carey
Carey
Carey
Carey
Carey
Cashen
Cashen
Cassidy
Cassidy
Cassidy
Celima
Chubby
Coffin
Conway
Corpus
Corpus
Councillor
First
Name
Middle
Name
Bradly
Doreen
Michael
Vivienne
Leandra
Jon
Banyjima
Banyjima
Banyjima
Maree
Banyjima
Banyjima
Fiona
Laurence
Raphael
Hamidah
Zaidin
Eva
Jarrod
Jocelyn
Samantha
Sandra
Sharon
Sharona
Yvette
Cara
Laurissa
May
Pine
Patrick
Andrea
Derrelyn
Lorraine
Phillip
Sheila
Wesley
Eunice
Shirleen
Brayden
Renine
Ryan
Patricia
Kyle
Jasmine
Petrina
Anthea
Rodney
Anthony
Jnr
Lang
/
Group
Snr
Banyjima
Allan
Banyjima
Kevin
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Annie
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
John
Banyjima
Faye
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Eric
Banyjima
Banyjima
Banyjima
James
Banyjima
Banyjima
Banyjima
June
Banyjima
Banyjima
Banyjima
Jodie Joy
Banyjima
Banyjima
James
Banyjima
Banyjima
Page 4 of 15
Councillor
Councillor
Councillor
Councillor
Councillor
Cox
Cox
Cox
Dann
Dann
Dann
Dann
Dann
Dann
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Derschow
Dewing
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Ashley
Drusilla
Jason
June
Rebecca
Claudine
Jamas
Sandra
Daniel
Denise
Gemma
Georgina
Kenzie
Michael
Christian
David
Deborah
Edward
Elaine
Gary
George
Hardy
Janice
Jody
Kerry
Lorraine
Mark
Michelle
Nora
Noreen
Patricia
Paula
Peta
Shane
Sharyn
Adrian
Andrew
Darrelle
David
Debra
Edward
Jarryn
Jayden
Jeffrey
Jeffrey
Joshua
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
James
Banyjima
Banyjima
Leigh
Banyjima
Marion
Banyjima
Banyjima
Banyjima
Helen
Banyjima
Banyjima
Banyjima
Claude
Banyjima
Banyjima
Banyjima
Banyjima
Gregory
Jnr
Banyjima
Banyjima
May
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Esther
Banyjima
Livy
Banyjima
Anne
Banyjima
Banyjima
Monique
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Lisa
Banyjima
Snr
Banyjima
Banyjima
Nigel
Banyjima
Allan
Jnr
Banyjima
Brian
Snr
Banyjima
Edwin
Banyjima
Page 5 of 15
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dhu
Dodd
Dodd
Dodd
Dodd
Dorrington
Dowden
Dowden
Dowton
Drummond
Dunstan
Eaton
Eckerman
Eckerman
Eckerman
Eckerman
Eckerman
Fakasiieiki
Farrell
Farrell
Fisher
Fisher
Fisher
Fisher
Gibson
Godfrey
Gust
Hall
Hall
Hansen
Hayes
Hayter
Hicks
Hicks
Hicks
Faye
Kara
Anne
Katrina
Allan
Keith
James
Murray
Leslie
Phillip
William
Phillip
Leslie
Raeleen
Lawrence
Robert
Luisa
Servanna
Lesley
Siobhann
Brian
Stephen
Allison
Vicky
Maxwell
Brian
Eric
Graham
Jane
Gina
Louise
Alisha
Adrian
Nathaniel
Violet
Stellena
Elizabeth
Desmond
Gordon
Rosalind
David
Troy
Kevin
Edward
Mark
Judith
Rachel
Lorraine
Raylene
Tracy
Jennifer
Arthur
Jason
Robert
Richard
Joharri
Ann
Judith
John
Rahman
Richelle
Richard
Louise
Veronica
Joyce
Peter
Ronald
Stephanie
Blake
Jayden
Dallas
Charmaine
Violet
Kathleen
Kevin
Maree
Leah
Banyjima
Banyjima
Banyjima
Banyjima
Jnr
Banyjima
Banyjima
Banyjima
Snr
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Page 6 of 15
Hicks
Hicks
Hicks
Hicks
Hicks
Hicks
Hicks
Hicks
Hicks
Hubert
Hubert
Hubert
Hubert
Hubert
Hubert
Hubert
Hunter
Ingram
Ingram
Jacobs
James
James
James
James
Johansen
Johnny
Jones
Jones
Lapthorne
Lee
Lethbridge
Lethbridge
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lockyer
Lucas
Maclean
Leonie
Paula
Rebecca
Revis
Roberta
Ronnelle
Sacha
Trevina
Tristan
Denise
Karen
Leonard
Malcolm
Michelle
Simon
Thomasina
Ann
Kristy
Michelle
Joanne
Dorothy
Elaine
Mary
Tessa
Allana
Kathleen
Kaye
Terrance
Margaret
Caroline
Keith
Paul
Adrian
Brenda
Brian
Emily
Hazel
Henry
James
Janeen
Joyce
Lance
Michelle
Tanya
Julie
David
Banyjima
Banyjima
May
Banyjima
Banyjima
Dawn
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Margaret
Banyjima
Annika
Banyjima
Dawn
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Geraldine
Banyjima
Banyjima
Lorraine
Banyjima
Donald
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Lesley
Banyjima
Peter
Banyjima
Banyjima
Banyjima
Alfred
Banyjima
Banyjima
Banyjima
Banyjima
Charles
Banyjima
Banyjima
Marie
Banyjima
Ann
Banyjima
William
Banyjima
Page 7 of 15
McEwan
Mills
Mills
Mills
Mills
Mills
Mills
Mills
Mills
Mitchell
Mitchell
Mitchell
Mongoo
Mongoo
Mongoo
Narrier
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Pearce-Tucker
Phillips
Phillips
Phillips
Phillips
Quartermaine
(nee Conway)
Robinson
Gladys
Brayden
Brenton
Pansy
Rehaan
Ronald
Ruben
Sudan
Terrence
Karen
Monty
Roddesa
Felicia
Norma
Terry
Rebecca
Alastair
Brendon
Derek
Eric
Guy
Horace
Johnnell
Kelly
Keval
Leedham
Linda
Marbaleen
Margaret
Narelle
Philomena
Quinton
Rachel
Rex
Shavarne
Slim
Thelma
Trevor
Juliette
Danny
Jacqueline
Judy
Lydia
Banyjima
Rodney
Banyjima
Banyjima
Banyjima
Kimberely
Banyjima
Anthony
Banyjima
Banyjima
Egypt
Banyjima
Banyjima
Banyjima
Banyjima
Lynne
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Wayne
Banyjima
Banyjima
Banyjima
Dean
Banyjima
Banyjima
Banyjima
Banyjima
Rodney
Jnr
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Winston
Banyjima
Banyjima
Banyjima
Anthony
Banyjima
Banyjima
Wayne
Banyjima
Louise
Banyjima
Anne
Banyjima
Joyce
Banyjima
Jo-Anne
Lee
Banyjima
Carmen
Michelle
Banyjima
Page 8 of 15
Robinson
Roy
Ryder
Ryder
Saegusa
Salmon
Simmonds
Smith
Smith
Smith
Smith
Smith
Smith
Smith
Smith
Smith
Smith
Smith
Starr
Starr
Stevens
Stevens
Thomas
Toby
Todd
Todd
Todd
Tommy
Tucker
Tucker
Tucker
Tucker
Tucker
Tucker
Tucker
Walters
Walters
Warr
Warr
Wedge
Weedon
Whitby
Whitby
White
White
White
Laura
Ronnie
Nola
Samual
Miki
Louanne
Laurie
Andrew
Angus
Charlie
Denise
Dianne
Dwayne
Garren
Helen
Marshall
Natasha
Susan
John
Krystal
Jarren
Telica
Rachel
Rhiannon
Corbin
George
Travis
Karen
Alec
Anne
Archie
Carol
Gladys
Marianne
Oliver
Courtney
Wade
Gregory
Nicholas
Lisa
Merrinika
Bevan
Shonni
Carlee
Chantelle
David
Lee
Banyjima
Banyjima
Anne
Banyjima
Solomon
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Bernard
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Roberta
Banyjima
James
Banyjima
Banyjima
Banyjima
Banyjima
Banyjima
Marie
Banyjima
Banyjima
Lee
Banyjima
Banyjima
Banyjima
Banyjima
Thomas
Banyjima
Peter
Banyjima
Banyjima
Banyjima
Banyjima
Marjetta
Banyjima
Banyjima
Sherma
Banyjima
Jane
Banyjima
Banyjima
Stanley
Banyjima
Page 9 of 15
White
White
White
White
White
White
White
Wilfert
Glen
Harold
Kimberley
Myomie
Paula
Peter
Sally
Felix
Reginald
Banyjima
Robert
Banyjima
Anne
Banyjima
Banyjima
Marie
Banyjima
Banyjima
Banyjima
Amoy
Banyjima
Page 10 of 15
Surname
First
Name
Allen
Allen
Allen
Ansey
Ashburton
Brooking
Butcher
Carey
Carey
Chadd
Chadd
Coffin
Coffin
Coffin
Condon
Condon
Condon
Condon
Condon
Condon
Condon
Condon
Cook
Cook
Cook
Cook
Cook
Cook
Cook
Cooke
Cooke
Cooke
Cooke
Cox
Cox
Cox
Cox
Cox
Cox
Dooler
Dooley
Drummond
Augustine
Carol
Rebecca
Patricia
Nancy
Nathan
Roma
Ingrid
Vaughan
Krystal
Raymond
David
Jason
Stacey
Adrian
Barry
Dulcie
Germaine
Kathleen
Matthew
Michael
Pamela
Aziz
Brendon
Desmond
Douglas
Leroy
Nicholas
Tyrone
Clinton
Colin
Coralie
Vivienne
David
Debbie
Gail
James
Shirleen
Thomas
Tarwonia
Christine
Karis
Middle
Name
Jnr
/
Snr
Lang
Group
Innawonga
Innawonga
Innawonga
Gail
Innawonga
Innawonga
Innawonga
Jean
Innawonga
Rose
Innawonga
Innawonga
Joy
Innawonga
Innawonga
Dwayne
Jnr
Paul
Innawonga
Innawonga
Innawonga
Garet
Innawonga
Michael
Innawonga
Innawonga
Lisa
Innawonga
Innawonga
Joel
Innawonga
Innawonga
Innawonga
Dwayne
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Lee
Innawonga
D
Innawonga
Daniel
Jnr
Innawonga
Jane
Innawonga
Rose
Innawonga
Innawonga
Ann
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Toni
Innawonga
Glenys
Innawonga
Innawonga
Page 11 of 15
Ferguson
Fisher
Flatfoot
Foley
Galby
Galby
Galby
Galby
Grabenhofer
Hall
Hicks
Hubert
Hughes
Ingie
Ingie
Ingie
Ingie
Injie
Injie
Injie
Injie
Injie
Injie
Injie
Injie
James
James
James
James
Johnson
Jones
Jones
Jones
Jones
Limerick
Limerick
Limerick
Limerick
Limerick
Limerick
Limerick
Limerick
Limerick
Lyndon
Lyndon
Lyndon
Rabia
Regina
Mark
Roberta
Caitlin
Dillon
Eric
Lynette
Lia
Patria
Delvene
Leteisha
Cynthia
Stuart
Stuart
Tina
Tracey
Jordan
Joyce
June
Ken
Kenneth
Kenneth
Lorraine
Warren
Doreen
Norma
Ronwyn
Scott
Sally
Churchill
Francine
Todd
Tyrone
Allissa
Ben
Daniel
Dianne
Joseph
Kellman
Mathew
Nellita
Tadgie
Gloria
Juanita
Kiefer
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Anne
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Suziette
Innawonga
Jnr
Innawonga
Snr
Innawonga
Innawonga
Innawonga
Lloyd
Innawonga
Innawonga
Innawonga
Snr
Innawonga
James
Innawonga
Joseph
Innawonga
Innawonga
Innawonga
Innawonga
Patricia
Innawonga
Cherene
Innawonga
Thomas
Innawonga
Anne
Innawonga
Innawonga
Innawonga
Rhys
Innawonga
Innawonga
Innawonga
Innawonga
Peter
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Maye
Innawonga
Innawonga
Innawonga
Page 12 of 15
Lyndon
Lyndon
Mills
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Parker
Ranger
Smirke
Smith
Smith
Smith
Smith
Taylor
Taylor
Taylor
Tommy
Tommy
Walker
Ward
Ward
Ward
Ward
Wortham
(nee Gilba)
Timothy
Vanessa
Marion
Cecil
Dominic
Dwight
Dylan
Gemma
Miranda
Reece
Rhonda
Rodney
Devina
Kieran
Ashley
Fabian
Glenys
Tyrone
Beverly
Teneille
Tynarra
Robyn
Roy
Julie
Courtney
David
Lesley
Mervyn
Nick
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Craig
Innawonga
Innawonga
Innawonga
Cecil
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Lynette
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Innawonga
Anne
Innawonga
Innawonga
Innawonga
Page 13 of 15
Surname
First Name
Brenton
Brenton
Bung
Bung
Cedar
Clifford
Clifford
Coffin
Coffin
Coffin
Coffin
Coffin
Coffin
Coffin
Crispin
Crispin
Crispin
Crispin
Crispin
Crispin
Crowe
Derschow
Derschow
Dickerson
Drage
Drage
Drage
Drage
Drage
Drage
Flann
Groves
Groves
Groves
Hall
Hall
Hall
Hall
Hall
Herbert
Herbert
Hirini
Joanne
Storme
Bruce
Susan
Jahna
James
Marie
Brandie
Danika
Ernie
Kean
Lisa
Lorrae
Sharlene
Alexsandria
Damien
Desarae
Lawrence
Lawrence
Leslie
Adrian
Dwaine
Peter
Cinta
Ethel
Lexi
Marjorie
Rikki
Stewart
Tanya
Hilda
Denise
Dylan
Joan
Bradley
Erica
Karissa
Keith
Rodney
Conway
Lorena
Ratehi
Middle
Name
Jnr
Lang
/
Group
Snr
Nyiyaparli
Nyiyaparli
Jnr
Nyiyaparli
Nyiyaparli
Louise
Nyiyaparli
Angus
Nyiyaparli
Beth
Nyiyaparli
Nyiyaparli
Blaise
Nyiyaparli
Jnr
Nyiyaparli
Nyiyaparli
Elizabeth
Nyiyaparli
Amy
Nyiyaparli
Azimah
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Jnr
Nyiyaparli
Snr
Nyiyaparli
Nyiyaparli
Mark
Nyiyaparli
William
Nyiyaparli
Henry
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
John
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Lyndsay
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Craig
Nyiyaparli
Adrian
Nyiyaparli
Jean
Nyiyaparli
Rua
Nyiyaparli
Page 14 of 15
Kroczek
Kroczek
Kroczek
Mamid
Martin
Martin
Martin
McCann
McDonald
McDonald
McDonald
McKay
McKay
Monaghan
Moses
Moses
Narrier
Narrier
Parker
Parker
Parker
Perry (nee
Coffin)
Peterson
Peterson
Peterson
Quince
Quince
Rowland
Roy
Sampi
Sampi
Sampi
Stock
Stone (nee
Cade)
Stream
Stream
Tucker
Tucker
Tucker
Tucker
Tucker
Tucker
Tucker
Tucker
Yuline
Evelyn
Peter
Wayne
Charmaine
Rebecca
Reynold
Timeesha
Suzanne
Dale
Darrell
Robert
Christine
Jessica
Susan
Ingrid
Jessie
Mark
Wayne
Leedham
Natalie
Suzanne
Nyiyaparli
Brian
Nyiyaparli
Blake
Nyiyaparli
Louise
Nyiyaparli
Nyiyaparli
Charles
Nyiyaparli
Lee
Nyiyaparli
Mary
Nyiyaparli
Phyllis
Nyiyaparli
John
Nyiyaparli
Dean
Nyiyaparli
Nyiyaparli
Janine
Nyiyaparli
Rose
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Victor
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Charlotte
Margaret
Betty
Kylie
Stephen
Jamie-Lee
Kristi-Lee
Jonathon
Ailsa
Jenny
Sheila
Winnie
David
Violet
Nyiyaparli
Dawn
Nyiyaparli
John
Nyiyaparli
Christina
Robyn
Geraldine
Veronica
Beverly
Bonny
Brian
Carol
Charles
Kimicka
Terina
Weston
Denise
Rose
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Jnr
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Anne
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Nyiyaparli
Page 15 of 15
Yuline
Yuline
Yuline
Gordon
Suzie
Tyron
Nyiyaparli
Nyiyaparli
Ashley
Nyiyaparli
Page 1 of 16
GAC SGM Minutes 31.03.2012
SPECIAL GENERAL MEETING
held on 31 March 2012 at Karijini National Park (Gravel Pit near Joffre Falls)
Present:
GAC Board:
Director Keith Hall (GAC Chairman)
Director Stuart Ingie Snr (GAC Deputy Chair)
Director Julie Walker
Director Lisa Coffin
Director Karen Tommy
Director May Byrne
Director Archie Tucker
Director Stephen Peterson (GAC Secretary)
Director David Stock
Director Doreen James
Director Keith Lethbridge
Banyjima Members: Cara Black, Eva Black, Jocelyn Black, Yvette Black, Bradley Boddington,
Rodney Butler, Pine Byrne, Robert Djiriwin Byrne, Phillip Carey, Deborah Cassidy,
Coral Charles, Kyle Charles, June Councillor, Sandra Curley, Edward Derschow,
George Derschow, Janice Derschow, Shane Derschow, Brian Dhu Jnr,
Brian Maxwell Dhu, David Henry Dhu Snr, Edward Dhu Snr, Jarryn Dhu,
Jayden Nigel Fredric Dhu, Jeffrey Brian Dhu Snr, Phillip Leslie Dhu Jnr,
Phillip William Dhu Snr, Raeleen Dhu, Robert Lawrence Dhu Snr, Stephen Brian Dhu,
Tracey Dhu, Trevor Dhu Snr, Trevor Edwin Dhu Snr, Vicky Dhu, William Dhu,
Elizabeth Dowton, Kevin Eckerman, Jennifer Fakasiieiki, Robert Farrell, Joyce Gust,
Jayden Hansen, Kevin Hicks, Kim Hicks, Roberta Dawn Hicks, Ronnelle Hicks,
Beverley Hubert, Georgina Hubert, Karen Hubert, Leonard Hubert, Thomasina Hubert,
Eileen James, Allana Johansen, Kaye Jones, Margaret Lapthorne, Rikesha Lapthorne,
Mr S Lauder, Paul Lethbridge, Aaron Lewis, Susan Lewis, Hazel Lockyer,
Henry Lockyer, Janeen Lockyer, David MacLean, Krystal Mills, Terrance Mills,
Roddesa Lynne Mitchell, Felicia Mongoo, Norma Mongoo, Coreen Parker, Eric Parker,
Guy Parker, Kelvistan (Kelly) Parker, Linda Parker, Maitland Parker, Marbaleen Parker,
Margaret Parker, Slim Parker, Thelma Parker, Trevor Parker Snr, Jacqueline Phillips,
Rueben Michael Robinson, Paul Ryan, Jason Smith, Rosanna Smith, Marnmu Smyth,
Kerin Stevens, Telicia Stevens, John Todd, Kevin James Todd Snr, Laurence Todd,
Peter Richard Todd, Travis Todd, Alec Tucker, Gladys Tucker, Marianne Tucker,
Glen White, Paula White, Sally White.
Innawonga Members: Roma Jean Butcher, Ingrid Rose Carey, Asten Condon,
Kathleen Condon, Nicholas Cook, Bradley John Cox, David Cox, Debbie Ann Cox,
Thomas Cox, Mrs J Ingie, June Ingie, Kenneth Ingie Snr, Kenneth Joseph Ingie Jnr,
Leigh Ingie, Tracey Ingie, Ronwyn James, Dawn Lyndon, Katie Lyndon, Cecil Parker,
Page 2 of 16
Dwight Parker, Reece Parker, Lincoln James Thomas, Kurston Roy Tommy,
Nancy Tommy, Robyn Tommy, Roy Tommy, Gladys Walker.
Nyiyaparli Members: Brandie Coffin, Danika Blaise Coffin, Lisa Elizabeth Coffin,
Lorrae Amy Coffin, Sharlene Coffin, Leslie Crispin, Peter Henry Derschaw,
Marjorie Drage, Baemas Hicks, Dennis Long, Natalie Parker, Betty Peterson,
Kristi-Lee Quince, Geraldine Rose Stream Snr, Veronica Stream, Beverley Tucker,
Bonny Tucker, Brian Tucker, Carol Anne Tucker, Charles Edward Tucker,
Kimicka Tucker, Weston Tucker.
GAC Staff including:
Steve Mav (GAC Chief Executive Officer)
Francois Langlois (GAC General Manager Innovation and Services)
Emma Kerslake (GAC General Manager Governance: Minute Taker)
Guests:
Lawyers: Sally Raine (Principal, Hammond Legal) and
Robert Grayden (Robert Grayden Legal)
Auditor: Leanne Oliver (Byfields)
Non-member proxy holders: Marjorie Hughes, Delores Parker
Apologies: Director Warren Ingie, Scott Black, Eunice Cashen, Richard Cashen, Shirleen Cashen,
James Clifford, Marie Clifford, Donna Curley, Erica Curley, Gary Curley, Phillip Curley,
Kevin Derschow, Patricia Derschow, Robert Dhu Jr, Jimayne Dowden, Nathaniel Dowden,
Stellena Dowden, Benson Dowton, Arthur Farrell, Shausa Farrell, Andrea Fisher, Colleen Fisher,
Regina Fisher, Rohan Fisher, Donnelle Hayden, Kerri Anne Hubert, Tina Ingie, Darren Injie,
Estelle Injie, Jordan Injie, Kristian Ingie, Michael Injie, Chris Jackamarra, Kathleen Johnny,
Vanessa Lyndon, Wade Lyndon, Ann- Marie Mack–Tucker, Brayden Mills, Clarence Mills,
Kiara Mills, Pansy Mills, Rehaan Mills, Ronald James Mills, Ruben Mills, Karen Mitchell,
Stuart Monaghan, Carmen Murdock, Ainsley Parker, Carmel Parker, Cecilia Parker,
Coreen Parker, Daliah Parker, Gary Parker, Haines Parker, Horace Dean Parker,
Jaiden Parker, Johnnell Parker, Latonya Parker, Leedham Parker, Mervyn Parker,
Rachel Parker, Renira Parker, Tim Parker, Victor Parker, Kylie Peterson, Danny Phillips,
Lydia Phillips, Judy Phillips, Connellia Robinson, Darryl Robinson, Debbie Robinson,
Evelyn Robinson, Franzis Robinson, Naydene Mynnette Robinson, Ricky Robinson,
Teeharnee Robinson, Thomas Robinson, Nola Ryder, Louanne Salmon, Lindsay Simmonds,
Anne Stock, Bobena Stock, Joan Stock, Renee Smyth, Therese Smyth, Beverly Tucker,
Carol Tucker, Payden Tucker, Gerrick Weedon, Kersley Weedon, Merrinika Weedon,
Harold White and David White,
Page 3 of 16
The meeting was opened at 11.55am
1. Welcome
The meeting was opened by Deputy Chair Stuart Ingie Snr. The CEO informed the meeting that GAC
staff were in attendance to assist with the orderly running of the meeting as well as GAC’s lawyers.
The CEO also provided OH&S information in the event of an emergency at the meeting location.
Director May Byrne and Alec Tucker welcomed attendees onto Banyjima country.
A minutes silence was held for those members recently departed.
2. Appointment of Chair for the Meeting
Deputy Chair Stuart Ingie Snr proposed that Mr Slim Parker Chair the meeting, given the absence of
the GAC Chairman Keith Hall. Peter Todd queried whether the membership was required to approve
who would Chair the meeting. GAC Lawyer Sally Raine advised the meeting that in accordance with
GAC Rulebook Rule 7.8.1 and 7.8.2 in the absence of the Chairman the Directors may elect any
person present to chair a general meeting. The Directors took a short recess and returned to advise
the meeting that a majority of the Directors had elected Mr Slim Parker to chair the meeting.
Mr Slim Parker assumed the Chair of the meeting.
The SGM Chair noted a recent sad loss and requested that it be recorded in the minutes that one of
the recently departed, the late Mrs A Smith, was an original signatory of the Yandi Land Use
Agreement. Brian Tucker addressed the meeting and noted the sad loss and also acknowledged, on
behalf of the Nyiyaparli the warm welcome to Banyjima country.
3. Apologies
The apologies were noted as per the list provided above.
4. Registration Reminder
The SGM Chair made an announcement to remind those members that had just arrived that in order
to vote at the meeting they were required to go to the registration tent to register for the meeting
and to collect their armband. Also, if anyone in the meeting was a nominated proxy holder that was
yet to collect their proxy card, once they were registered they were required to go to the proxy desk
to collect their proxy card.
5. Non Member Proxy holders
Director Julie Walker asked why non-members had been allowed to be proxy holders at this meeting.
Sally Raine advised the meeting that in accordance with GAC Rulebook Rule 7.14.1(a) a member that
is entitled to attend and vote may appoint “any person” as proxy to attend and vote for them at a
meeting. The SGM Chair noted that there were a number of non-members present with proxy voting
rights and these would be added to the attendance register as per the proxy registration forms.
Page 4 of 16
6. Attendance of Guests
Director May Byrne asked why ORIC was not represented at the meeting. Peter Todd queried why
Rio Tinto was not represented at the meeting. CEO Steve Mav advised the meeting that both ORIC
and Rio Tinto had been invited to attend as observers and had been unable to accept the invitation.
7. Proxy request from the floor
Bradley Boddington sought agreement from the SGM Chair for him to be appointed a proxy on behalf
of his brother who is an elder. He added that his brother was terminally ill and in these
circumstances he was unable to attend the meeting. Sally Raine advised the meeting that in
accordance with the CATSI Act and GAC Rulebook Rule 7.14.4 (a) that to be valid a proxy must be
received at least 48 hours before the meeting. Director Keith Lethbridge sympathised with Mr
Boddington and his circumstances, but noted that the corporation was bound by the procedures set
out in the CATSI Act and the Rulebook.
8. Agenda Item Three: Acceptance of Proxy Votes
The SGM Chair advised the meeting that in accordance with the procedures set out in the CATSI Act
and the GAC Rulebook (Rule 7.11.3 (c)), 89 valid proxies had been accepted for this meeting:
67 from the Banyjima language group, 11 from Nyiyaparli and 11 from Innawonga.
Director May Byrne questioned the validity of the proxy process, noting that ORIC in its recent
compliance notice had questioned GAC’s proxy procedures. CEO Steve Mav assured the meeting
that, in accordance with the GAC Rulebook and the proxy procedures put in place for the meeting, no
person attending the meeting could exercise more than three proxy votes. All members would see
that no proxy card handed out at the SGM or held up during voting would have a number greater
than three on it.
Director Karen Tommy questioned the process for accepting proxies. She said that many proxies had
been sent to the GAC Office on time but had been invalidated. She claimed that GAC staff had
advised her that there were significant computer systems issues which did not allow faxes and emails
to be received in the lead-up to the meeting and asked why these issues were not fixed immediately
and why proper processes were not in place given the importance of the issue. The CEO advised the
meeting that all votes had been appropriately examined and validated as per the CATSI Act and
Rulebook.
Director Karen Tommy repeated her view that the proxy process was flawed and would not allow for
a fair outcome at the meeting. The SGM Chair sought advice on the matter from the GAC staff
member who had been responsible for managing the proxy process. Ms Lisa Shields (Manager
Pilbara Operations) advised the meeting that all proxy forms that were sent by members to the GAC
facsimile machine were linked to an email account and also received as scanned copies in an email
inbox (as well as proxies that were received by email). The scanned facsimile process accurately
provided the time that the facsimile was sent from its location, which correlated with the time that
the email was received in the relevant inbox.
Page 5 of 16
Ms Shields advised the meeting that she was not aware of any faxes not being able to be received
and had not received any calls from members around the time of the cut off advising her that there
were issues with faxes and/or emails being delivered to GAC. Director Karen Tommy queried this
advice and stated that she knew that faxes were bouncing back. Ms Shields advised the meeting that
she was not aware of any issues with the fax receipt process.
Director Lisa Coffin sought an assurance from Ms Shields that no emails were blocked from the GAC
server and were being bounced back. Ms Shields advised the meeting that she was unaware of any
email blockages that had affected the proxy receipt process. Director Lisa Coffin asked Ms Shields to
confirm that that no emails were being bounced by GAC. Ms Shields reiterated her earlier statement
that she was not aware of any email blockages that had affected the proxy receipt process. She
further advised that she had all proxy applications with her. She invited any member at the meeting
who had concerns about the proxy process to approach her at the proxy desk to discuss their proxy
issues and she would advise them why their proxy nomination had not been accepted, as she had
done already with a number of members on the proxy desk that morning. Director Julie Walker
asked Ms Shields why the proxies had not been accepted. Ms Shields advised Director Julie Walker
that there were a range of reasons why proxies had been invalidated as they were required to meet
the CATSI Act and Rulebook standards, and if there was a specific proxy form she was referring to she
was happy to discuss that matter with Director Walker in private. The SGM Chair closed the matter
for discussion advising the meeting that he believed that a sufficient explanation had been given
regarding the proxy process.
9. Agenda Item Four: Acceptance of Minutes of the SGM held on 25 June 2011
Bradley Boddington asked if minutes for previous meetings had been sent out to members. The SGM
Chair confirmed that the minutes formed part of the papers sent by the corporation to all members
in accordance with the Rulebook. The SGM Chair sought advice from the meeting as to whether
there was sufficient knowledge of the minutes to proceed to pass the minutes of the meeting or
whether members wished the minutes to be read.
It was resolved:
“that the Minutes from the GAC SGM held on Saturday 25t h June 2011 be read aloud to the
membership at the meeting in order to finalise the minutes at this meeting
Moved:
Seconded:
Margaret Parker
Guy Parker
Motion:
the motion was Carried by a show of hands.”
CEO Steve Mav read the minutes of the SGM of 25 June 2011. The SGM Chair asked if there was any
business arising from the minutes or queries relating to the minutes and there was a nil response.
Page 6 of 16
It was resolved:
“that the Minutes from the GAC SGM held on Saturday 25t h June 2011 that were sent out to all
members be accepted as a true and accurate record of the meeting
Moved:
Seconded:
Director Lethbridge
Margaret Parker
Motion:
members voted and the motion was Carried. (98 in favour and 75 against)”
Director Julie Walker requested that it be minuted that she did not accept the voting process as proxy
votes had been given to non-members who should not be allowed to attend and vote at GAC
meetings. The SGM Chair advised Director Julie Walker that he believed this matter had already been
adequately dealt with earlier.
The Meeting adjourned for Lunch at 1.11pm
The Meeting resumed at 1.38pm (GAC Chairman Keith Hall joined the meeting at this time)
The SGM Chair, Mr Slim Parker, reminded members who had just joined the meeting that they were
required to go to the registration tent to register and receive their armband to be able to participate
in the meeting.
10. Agenda Item Five: Acceptance of Minutes of the reconvened AGM held on 25 June 2011
Shane Derschow questioned this agenda item being considered at the SGM and stated that the AGM
minutes should only be considered at the AGM which was scheduled to follow this meeting. Marymu
Smyth said she also believed that AGM minutes should be on the AGM agenda and not discussed at
the SGM. Director Lisa Coffin proposed to the SGM Chair that the Agenda be amended and item five
of the agenda be removed and added to the AGM agenda. The SGM Chair advised the meeting that,
after discussions with the lawyers, and in accordance with the GAC Rulebook he believed it was
appropriate for the Minutes of the AGM to be considered by the next General Meeting of the
membership, i.e. this SGM. Agenda item five was in the appropriate place on the SGM Agenda and
asked the members to move forward on this issue.
Director Lisa Coffin disagreed and stated that the AGM minutes are required to be considered only at
an AGM and that the lawyers couldn’t provide advice on this matter because they were not impartial
and it was a conflict of interest for them to even be attending the meeting as they were suing her.
The SGM Chair advised the meeting that he had merely received advice to confirm his interpretation
of the Rulebook and he believed that the item should be considered in accordance with the Agenda
sent out to all members. Director Julie Walker interjected stating that the lawyers should not be able
to provide advice, they were not independent lawyers for Gumala they were corrupt and had a
Page 7 of 16
conflict of interest and should not be allowed to speak to the SGM Chair. Director Lisa Coffin
repeated her call for the AGM minutes to be considered at the AGM. The SGM Chair stated that he
wanted to move forward in accordance with the proposed Agenda for the meeting. David MacLean
stated that he did not think consideration of the AGM minutes at this meeting was proper process
and it wasn’t for the SGM Chair to put forward motions to the members.
The SGM Chair asked CEO Steve Mav to read aloud the minutes of the GAC AGM held on Saturday
25th June 2011. The SGM Chair asked if there was any business arising from the minutes or queries
relating to the minutes. Susan Lewis questioned whether the minutes were from the AGM or the
reconvened AGM. She noted that the meeting of 2 April 2011 was reconvened on 25th June and as
such all references should be made to the minutes of the “reconvened” AGM of 25th June. It was
noted that the minutes did refer to the meeting as a “reconvened” AGM.
The following motion was put:
“that the Minutes from the reconvened GAC AGM held on Saturday 25t h June 2011 be accepted as a
true and accurate record of the meeting
Moved:
Seconded:
Guy Parker
Roberta Dawn Hicks
Motion: in accordance with Rules 7.11.3(a) and 7.11.3(b) the SGM Chair exercised division rights.
Members voted and the motion was Not Carried. 86 in favour and 116 against”
Marymu Smyth advised the meeting that she did not vote on the motion as she wasn’t present at the
reconvened AGM and she thought that she was not allowed to vote on the motion. She queried how
anyone could say it was a true and accurate record of the meeting if they didn’t attend that meeting?
The SGM Chair stated that he would discuss the matter with the Board. Director May Byrne asked the
meeting to move on. Robyn Tommy questioned the SGM Chair’s ability to discuss the matter with
the board. Director Karen Tommy added that if there was an issue it should have been raised before
the motion. It could not be considered now the motion had failed. Director Julie Walker stated that
in accordance with Rule7.6 once a resolution was put to the membership that all members must
abide by its decision and it couldn’t be changed.
Guy Parker addressed the meeting and sought advice from those that had voted against the motion
to justify why they had voted against the minutes. He added that ORIC would be expecting the
minutes of the last members meeting to be passed as it was a constitutional requirement and added
that minutes must also be lodged with ORIC. Director Keith Lethbridge agreed. He sought advice
from all that had just voted against the motion to tell everyone else at the meeting what was not
correct in the minutes. He added that the resolution put to members was that the minutes were a
true and accurate record of the meeting. He said GAC had an obligation to ORIC to provide minutes
and those minutes should be finalised at this meeting. He sought advice on what was not accurate so
the minutes could be amended accordingly and then passed. Director Julie Walker stated that the
minutes were being considered in the wrong place and had been put in that position on the Agenda
Page 8 of 16
because the CEO was seeking to remove the board. She added that ORIC had said that all the GAC
minutes were not correct and GAC was not reporting properly, it was in a shambles and needed to be
cleared up. Director Keith Lethbridge said the motion that had just been discussed was about the
minutes being “a true and accurate record of the meeting”, nothing else. He asked those that voted
against the motion to advise the meeting what part of the minutes were not right. He added that the
members should not have voted against the motion just because they thought the minutes were not
in the right spot on the agenda – that was not what the vote was about.
The SGM Chair also addressed the membership asking for advice on why they did not believe the
minutes were a true and accurate record of the meeting of 25 June 2011. Robert Dhu Snr addressed
the meeting and said he voted against the motion because part of the report from ORIC said that the
minutes were not good enough and they were wrong. Director Keith Lethbridge advised the meeting
that ORIC had some administrative issues with the minutes specifically around them being signed in a
timely manner and that the minutes that ORIC had issues with were from 2009 and not 2011.
The SGM Chair again asked the meeting to provide advice, as requested from Director Lethbridge, as
to what concerns they had about the accuracy of the minutes and sought amendments from the
floor. Director May Byrne said that there would not be any amendments and the SGM Chair should
move on. Lawrence Todd added that if the board and GAC couldn’t get minutes right and this
information out properly to members what could they get right. Susan Lewis called on the SGM Chair
to adjourn this matter as it was not going to be resolved and asked that the minutes accurately
record that the matter be closed for discussion. Shane Derschow supported Ms Lewis’ motion. The
SGM Chair agreed that the matter was not going to be resolved and sought agreement from the
membership to move on to the next agenda item. It was so agreed
11. Agenda Item Six: Consider and vote upon a resolution to remove the current Directors on the
Board of GAC whose terms are not expiring at the AGM on 31 March 2012, to enable a full board of
Directors to be elected at the AGM on 31 March 2012
The SGM Chair sought views from members on Agenda item six. Director Lisa Coffin stated that the
motion should not be supported, she and a number of other directors wished to serve their full term
and there should only be elections for the Directors whose terms were expiring. The SGM Chair
noted that Directors Stuart Ingie Snr, May Byrne and Stephen Peterson had served their terms and
elections would be held for these positions regardless of the outcome of this agenda item.
Kara Bobby asked the board to explain why members were being asked to remove the current
directors when “they are there to represent us”. GAC Chairman Hall responded on behalf of the
board and advised members that he had sent a letter to all members on the matter in December.
GAC Chairman Hall was interrupted several times. The SGM Chair asked for the meeting to quieten
down and to show some respect and allow the GAC Chairman, Mr Keith Hall to respond to the
question. GAC Chairman Hall continued and outlined what he believed were the strong grounds to
put forward the motion including ongoing breaches in the Directors Code of Conduct, releasing
confidential information to third parties and disrespecting elders as a number of issues that had
arisen in the past few months. A number of members said that they did not recall the letter and GAC
Chairman Hall elected to read the letter aloud to the membership (see Attachment A). GAC
Page 9 of 16
Chairman Hall advised the meeting that, as outlined in the letter, he believed that the board could
not continue to function properly in the current circumstances. He said this was the reason why he,
as Chair of the Board, would support all Directors, including himself, going for re-election “to ensure
that the corporation could get a clean slate”.
Lawrence Todd disagreed and said elections weren’t necessary as it was the CEO and other Directors
that were bringing the organisation into disrepute. Director Julie Walker asked GAC Chairman Hall
why he was lying about this issue. She added that on 12 August 2011 a majority of Directors agreed
to advertise the position of CEO, but after this “you and Steve had a secret meeting and you offered
him a three year contract”. GAC Chairman Hall rejected this statement and said that the advertising
of the CEO position was still on the agenda and a special committee was elected by the board to
consider this issue. He added that the CEO Steve Mav was not on a three year contract.
Kara Bobby asked what the breaches were and if they were sufficient to require the re-election of all
Directors as they were elected to represent us. Director Keith Lethbridge responded saying that
Directors were required to conduct the business of the board in a professional manner and there
were a number of instances where some board members had breached confidentiality and acted
without the proper authority of the GAC board and this was mentioned in the ORIC notice. He added
that he was not allowed to represent the GAC Board without the authority and agreement of the
board as a whole and some directors were not operating in accordance with these principles. These
activities were bringing the organisation into disrepute.
Director Julie Walker disagreed and stated that the ORIC notice shouldn’t be trivialised. She said
ORIC says “there is $92,000 unaccounted for” from GAC credit cards and “over 1.3 million” paid to
unknown members. She said “let’s not trivialise what this means”. She added that there was an
audit management letter and that Sally Raine’s advice was the subject of a legal dispute. She said
“you are trying to censor us, and you are trying to silence us”. Director May Byrne interjected and
said “why take us to the Supreme Court – you are trying to stop what we know you are doing”.
Director Julie Walker stated “we know this week that you tried to stop that report from coming out
from ORIC, but you couldn’t”.
Roberta Dawn Hicks said she was disgusted with the behaviour, she said “you are the directors we
elect”, you are here to represent us, you come from us the people. She said we don’t need to hear all
of this here, why not come to us to discuss these issues rather than fight amongst yourselves.
Director Julie Walker added that she was concerned because it was the Foundation’s funds that were
being taken and they would not be there “for our kids”. GAC Chairman Hall responded to this
assertion and asked Director Julie Walker if she was so concerned about the corporation why did she
lodge proceeding against GAC, as it was a lawsuit “against all of the members of the corporation”.
Director Julie Walker responded saying it was a civil claim because she was being denied benefits and
she couldn’t access monies that she was owed. She said she had raised this with the board six times.
Robert Dhu Snr said that the issue had divided the community and this meeting was an example as
half of the members have got nothing while others attending the meeting had been given meals and
food.
Page 10 of 16
Director May Byrne requested that the Directors whose fees were suspended be allowed to respond.
The SGM Chairman agreed. Director Lisa Coffin read a prepared statement from Directors’ Walker,
Byrne, Tommy and Coffin. This statement was a letter in response to the Chairman’s letter of 6
December 2011. Upon conclusion of the statement, she invited members to approach her to read it
for themselves.
Guy Parker asked the members at the meeting to try to be as neutral as possible. He called on all
Directors to remember that they needed evidence before they went around making accusations. He
asked the board why they couldn’t work things out. He said “the biggest mistake you are making is
not working together”. He said it’s part of your roles and responsibilities of the directors “to sort out
your own backyard”. He asked all directors to work together and said if they thought they could
work together, then members would give them the time they needed to work things out and it
wouldn’t be necessary to vote on the resolution.
Director Karen Tommy said that they had tried to resolve the differences. Robert Dhu Snr said that
some people had brought the truth about the money. Susan Lewis said the corporation would not
move forward while there were these negative issues around and directors were not supporting each
other. But she reminded them that their main job was to keep an eye on the spending of the
corporation.
Director Keith Lethbridge acknowledged that there were a number of powerful personalities on the
Board and said at times personal politics and issues from people’s private lives had been involved in
board issues when they shouldn’t be. He said that CEO Steve Mav’s contract was expiring, but
because of it affecting GIPL funding and GIPL requesting a crisis management plan, which members
knew about as it involved cutting funding for lore and culture, they needed the CEO to continue to
finalise funding arrangements with GIPL. He also added that there was a lack of proper respect for
the GAC Chairman and this was not in the interest of the corporation. Director Julie Walker alleged
that Director Keith Lethbridge couldn’t criticise as he had threatened tribal punishment for her and
Director May Byrne. Eva Black said it was obvious that people were not respecting one another in
Gumala. Piné Byrne said that the culture was wrong.
GAC Chairman Keith Hall said that the priority for Directors should be that they are trying to look
after the organisation. This was foremost in his mind when it was agreed to extend the CEO to get
the funding agreement with GIPL finalised and this had been achieved for three years for the first
time. He said a special board committee was established to look at the CEO position and had decided
that it was best to renew the CEO’s contract for 15 months and then start the process of looking for a
new CEO, if necessary. He said that he wanted the corporation to have a clean slate and let the
members elect each of their directors again to break the in-fighting. Susan Lewis said she had lost
confidence in the board to do its job. Director Lisa Coffin said that there was no power to reappoint
the CEO. She said Director Karen Tommy had chaired the board meeting and the CEO had wanted an
answer there and then if his contract was going to be renewed and the board decided no. GAC
Chairman Hall disputed this position.
The SGM Chair intervened stating that it was clear that the board was divided and asked the
membership if they thought this was the best thing for them. He said he was not sure whose
Page 11 of 16
responsibility it was, but a resolution had been proposed as item six and did the membership want it
to be considered. He added that every member of the board was free to stand again in the elections
that would be held at the AGM. Robyn Tommy said that only the directors voted in by the people
should be there and the other directors weren’t proper and shouldn’t be there. Lawrence Todd said
the item shouldn’t be on the agenda and a number of members supported this proposal.
“that Agenda Item six, regarding the consideration and vote on the removal of Directors from the GAC
Board, should be removed from the SGM Agenda
Moved:
Seconded:
Susan Lewis
Shane Derschow
Motion:
Members voted and the motion was Not Carried. 79 in favour and 96 against”
Roberta Dawn Hicks requested that the SGM Chair put the Agenda Item six motion to members.
Shane Derschow said that a special resolution was required to remove Directors and as such it could
not be passed by majority. Director Julie Walker said it was a special general meeting and so a special
resolution was required. The SGM Chair noted that Rule 8.10 outlined the process for removing
Directors. Sally Raine advised the meeting that as the procedures in 8.10 had been followed and it
was a general resolution in line with Rule 7.11.3(a) a simple majority was sufficient for this resolution.
Director Julie Walker disagreed and said she would go to ORIC to have the process questioned as it
required a special resolution and that it required more votes than a simple majority.
Guy Parker called on the members at the meeting to get together and vote properly on the
resolution. He reminded the Directors that they should be there for GAC and the whole membership,
not themselves. He said the Directors on the Board and management should be making decisions as
a united front, and representing these positions to the membership not the infighting that he had
seen. Ken Injie Snr asked why the Directors were so scared to step down as they were all eligible to
be reappointed to the GAC Board if they still enjoyed the support of members. He asked for the
motion to be put to the meeting. The SGM Chair read the motion aloud.
“that the following Directors be removed from office with their removal to take effect immediately
prior to Item 6 of the Agenda for GAC’s Annual General Meeting on
31 March 2012:
Director Karen Tommy - Banyjima
Director Keith (Joog) Lethbridge - Banyjima
Director Keith Hall - Nyiyaparli
Director Lisa Coffin - Nyiyaparli
Director Warren Ingie - Innawonga
Director Julie Walker - Innawonga
Page 12 of 16
Moved:
Seconded:
Roberta Dawn Hicks
Chairman Keith Hall
Motion:
Members voted and the motion was Carried. 112 in favour and 105 against”
12. Agenda Item Seven: Consider and vote upon a non-binding resolution regarding “related party
financial benefits”
The SGM Chair called on the GAC CEO to explain to members what the non-binding resolution was
about. CEO Steve Mav addressed the meeting and read the Explanatory Memorandum that was sent
to members on the issue (see Attachment B). He added that GAC had equally given benefits to
current and former directors, but in accordance with ORIC’s notification this would no longer occur.
The SGM Chair told members that the non-binding resolution was the Board advising members that
they had not complied with related party benefit requirements.
Director Lisa Coffin said that this was why members didn’t get their Christmas bonuses. Director Julie
Walker said ORIC had listed the people given related party benefits and Director Karen Tommy was
not on the list so why was she on the list for the resolution. Her name should not be included or
bandied about in this way it was not right. Roy Tommy said that this mean that loans had been given
without the approval of members and that wasn’t the right thing to do. Director Julie Walker said if it
was a thing of the past, what was the good of the resolution? “Why try to fix it now?” Director Lisa
Coffin called on the CEO to tell the members what he was getting out if it. Susan Lewis said it was
obvious that GAC didn’t know its own rules. Director Walker said ORIC had identified an $18,000 loan
with no name.
The SGM Chair intervened and indicated to specific Directors that they should settle down. He said
that the CEO had outlined the key issues of the matter and it was obvious that it didn’t just happen
for the current board but for previous Directors as well. The issues had been raised by ORIC and
Directors and the Board were on notice that the corporation could not pay Directorship fees in
advance again.
Director Lisa Coffin interjected asserting that this was not the truth of the matter. She accused the
CEO of stealing members’ money and referred to ORIC’s reference to a superannuation payment
stating this was “proof of him stealing our money”. The SGM Chair said that as per the resolution the
matter was about advances to Directors and no-one had received above what they were entitled to.
Director Julie Walker said she disagreed, she said that it wasn’t the Board that was doing these things
but the CEO. She said it was done under the CEO’s instructions. Director May Byrne said she
believed there was lots of corruption and she was happy to step off the Board and to put in an
administrator to stop this corruption.
The SGM Chair asked specific Directors again to settle down and speak on the specifics of the nonbinding motion. He asked the members if they had any further questions on the matter, adding that
Page 13 of 16
the purpose of the non-binding motion was to make the membership aware of the issue and provide
advice that the practice would not occur again. The SGM Chair stated that the practice had to stop
and the Directors had been advised that they could not go down that path and sought agreement
from the membership on this matter through a show of hands. It was agreed and he requested that
it be minuted that the meeting had been duly advised and that the Corporation had agreed to refrain
from the practice of providing directorship fees in advance.
The SGM Chair sought other business from the floor. There was a nil response.
The Meeting was closed at 4.55pm
SGM CHAIRMAN: Mr Slim Parker
DATE:
Page 14 of 16
Text of the letter to members sent on 6 December 2011
as read by GAC Chairman Keith Hall
Attachment A
Dear Gumala Member
As you may be aware, the Board of Gumala Aboriginal Corporation ICN: 2744 (GAC) has lost
confidence in Directors Julie Walker, Karen Tommy, Lisa Coffin and May Byrne (“The Directors”).
The Board believes that “The Directors” have not acted in the best interests of GAC and that their
actions have breached GAC’s Code of Conduct for Directors. The Board seeks the approval of the
Membership to remove all Directors to allow a new Board to be elected. The Board believes it is
appropriate that Directors Julie Walker, Karen Tommy, Lisa Coffin and May Byrne be held
accountable for bringing the organisation into disrepute, which has included the following:
• Making unsubstantiated allegations against the finances of GAC, notwithstanding that GAC has
obtained an unqualified (clean) financial audit for 2011.
• Breaching Board confidentiality and releasing to the media and other third parties confidential
Board documents and materials.
• Breaching the procedures and rules of the Board by not pursuing issues through the Board,
Chairman or Secretary.
• Attacking the credibility and professionalism of the Chief Executive Officer (CEO) and failing to
accept that the CEO does not take instructions from individual Directors, but rather from the Board.
• Disrespecting Elders by attacking their credibility, wisdom and knowledge when they have been
trying to assist the Board to resolve issues as a result of the Directors going to the media and other
third parties.
• Exposing the organisation to Occupation Health & Safety (OH&S) issues including causing staff
complaints to be lodged against the Directors and not following proper procedures through the
Board and the Chairman.
• “The Directors” acting outside of Board approval and attempting to undertake the role of
management, including Acting CEO (Julie Walker) and Assistant to Acting CEO (Karen Tommy).
Accordingly, the Board recommends that the membership vote to remove ALL Directors at the
Special General Meeting to be held on 17 December 2011 in Tom Price to enable a new Board of
Directors to be elected at the 2011 AGM, to be held later the same day.
Page 15 of 16
Attachment B
EXPLANATORY STATEMENT
Related Party Financial Benefits
Dear Members
Under the CATSI Act:
•
•
a Director of GAC is a ‘related party’ of GAC; and
a corporation must obtain member approval to give a financial benefit to a related party of
the corporation, unless the benefit falls within a certain specific exemption.
At the special general meeting of members held on 23 May 2009, the current levels of remuneration
for GAC Directors were determined by the members by resolution, as is required under the CATSI Act.
Since that special general meeting, GAC has from time to time provided special assistance to
individual Directors, by giving the Directors an advance in their wages when they have been faced
with family emergencies, hardship and extraordinary circumstances. Payment of wages in advance to
individual Directors can be considered as GAC giving a financial benefit to a related party, so that
member approval is required to comply with the CATSI Act. Typical advances of wages have been to
purchase or repair vehicles, obtain food, address homelessness, assistance to get to Board meetings,
travelling to funerals and planning for special family events/cultural gatherings.
GAC has provided this special assistance to help Directors in difficult personal circumstances, to help
them to be able to attend GAC Board meetings and to ensure the smooth running of the expanding
corporation. The advances of wages to individual Directors have always been approved by the
current Board or by delegated authority of the Board. Sometimes the advances have only been 1 or 2
days before payment of wages is due, or sometimes weeks in advance. The payment of wages in
advance has not resulted in an individual Director receiving more remuneration than the total
amount of annual remuneration the Director is entitled to. The payment of wages in advance in
advance has not caused any adverse taxation consequences to GAC.
Page 16 of 16
Attachment B (continued)
Most Directors of GAC, past and present, have received an advance in their wages. Current GAC
Directors who have received such advances are:
Karen Tommy
May Byrne
Keith (Joog) Lethbridge
Stuart Ingie (snr)
Archie Tucker
Stephen Peterson
David Stock
Keith Hall
Previous Directors who have received such advances are:
Juliette Pearce-Tucker
Darren Injie
Natalie Parker
Churchill Jones
Melanie Condon
Cecil Parker
Ken Ingie
Sally Anne Condon
Gordon Yuline
In the interests of open and transparent communication, and in order to keep the Members fully
informed, the GAC Board is advising the Members of the circumstances set out in this Explanatory
Statement and proposes that the following non-binding resolution is considered by the Members at
the special general meeting on 31 March 2012:
“Gumala Aboriginal Corporation acknowledges that since Directors’ remuneration was approved
by the Members on 23 May 2009, Directors’ wages have been paid in advance from time to time
in circumstances of personal hardship. The Board of Gumala Aboriginal Corporation recognises
that by doing this, Gumala Aboriginal Corporation may have unintentionally not complied with
the “Related Party Financial Benefits” requirements under the CATSI Act. The Board
acknowledges that Directors’ wages will no longer be paid in advance, a position which is
supported by the Members as shown by them passing this resolution.
Page 1 of 6
GAC AGM Minutes 31.03.2012
ANNUAL GENERAL MEETING
held on 31 March 2012 at Karijini National Park (Gravel Pit near Joffre Falls)
Present:
GAC Board of Directors
Director Keith Hall (GAC Chairman)
Director Stuart Ingie Snr (GAC Deputy Chair)
Director May Byrne
Director Lisa Coffin
Director Doreen James
Director Keith Lethbridge
Director Stephen Peterson (GAC Secretary)
Director Karen Tommy
Director Archie Tucker
Director Julie Walker
Banyjima Members: Cara Black, Eva Black, Jocelyn Black, Yvette Black, Bradley Boddington,
Rodney Butler, Pine Byrne, Robert Djiriwin Byrne, Phillip Carey, Deborah Cassidy,
Coral Charles, Kyle Charles, June Councillor, Sandra Curley, Edward Derschow,
George Derschow, Janice Derschow, Shane Derschow, Brian Dhu Jnr,
Brian Maxwell Dhu, David Henry Dhu Snr, Edward Dhu Snr, Jarryn Dhu,
Jayden Nigel Fredric Dhu, Jeffrey Brian Dhu Snr, Phillip Leslie Dhu Jnr,
Phillip William Dhu Snr, Raeleen Dhu, Robert Lawrence Dhu Snr, Stephen Brian Dhu,
Tracey Dhu, Trevor Dhu Snr, Trevor Edwin Dhu Snr, Vicky Dhu, William Dhu,
Elizabeth Dowton, Kevin Eckerman, Jennifer Fakasiieiki, Robert Farrell, Joyce Gust,
Jayden Hansen, Kevin Hicks, Kim Hicks, Roberta Dawn Hicks, Ronnelle Hicks,
Beverley Hubert, Georgina Hubert, Karen Hubert, Leonard Hubert, Thomasina Hubert,
Eileen James, Allana Johansen, Kaye Jones, Margaret Lapthorne, Rikesha Lapthorne,
Mr S Lauder, Paul Lethbridge, Aaron Lewis, Susan Lewis, Hazel Lockyer, Henry Lockyer,
Janeen Lockyer, David MacLean, Krystal Mills, Terrance Mills, Roddesa Lynne Mitchell,
Felicia Mongoo, Norma Mongoo, Coreen Parker, Eric Parker, Guy Parker,
Kelvistan (Kelly) Parker, Linda Parker, Maitland Parker, Marbaleen Parker,
Margaret Parker, Slim Parker, Thelma Parker, Trevor Parker Snr, Jacqueline Phillips,
Rueben Michael Robinson, Paul Ryan, Jason Smith, Rosanna Smith, Marnmu Smyth,
Kerin Stevens, Telicia Stevens, John Todd, Kevin James Todd Snr, Laurence Todd,
Peter Richard Todd, Travis Todd, Alec Tucker, Gladys Tucker, Marianne Tucker,
Glen White, Paula White, Sally White.
Innawonga Members: Roma Jean Butcher, Ingrid Rose Carey, Asten Condon,
Kathleen Condon, Nicholas Cook, Bradley John Cox, David Cox, Debbie Ann Cox,
Thomas Cox, Mrs J Ingie, June Ingie, Ken Ingie Snr, Kenneth Joseph Ingie, Leigh Ingie,
Tracey Ingie, Ronwyn James, Dawn Lyndon, Katie Lyndon, Cecil Parker, Dwight Parker,
Reece Parker, Lincoln James Thomas, Kurston Roy Tommy, Nancy Tommy,
Robyn Tommy, Roy Tommy, Gladys Walker.
Page 2 of 6
Nyiyaparli Members: Brandie Coffin, Danika Blaise Coffin, Lisa Elizabeth Coffin,
Lorrae Amy Coffin, Sharlene Coffin, Leslie Crispin, Peter Henry Derschaw,
Marjorie Drage, Baemas Hicks, Dennis Long, Natalie Parker, Betty Peterson,
Kristi-Lee Quince, Geraldine Rose Stream Snr, Veronica Stream, Beverley Tucker,
Bonny Tucker, Brian Tucker, Carol Anne Tucker, Charles Edward Tucker,
Kimicka Tucker, Weston Tucker.
GAC Staff including:
Steve Mav (GAC Chief Executive Officer)
Stephen Scarrott (GAC Chief Financial Officer)
Emma Kerslake (GAC General Manager Governance: Minute Taker)
Guests:
Lawyers: Sally Raine (Principal, Hammond Legal) and
Robert Grayden (Robert Grayden Legal)
Auditor: Leanne Oliver (Byfields)
Non-member proxy holders: Marjorie Hughes, Delores Parker
Apologies: Director Warren Ingie, Director David Stock, Scott Black, Eunice Cashen,
Richard Cashen, Shirleen Cashen, James Clifford, Marie Clifford, Donna Curley,
Erica Curley, Gary Curley, Phillip Curley, Kevin Derschow, Patricia Derschow,
Robert Dhu Jr, Jimayne Dowden, Nathaniel Dowden, Stellena Dowden,
Benson Dowton, Arthur Farrell, Shausa Farrell, Andrea Fisher, Colleen Fisher,
Regina Fisher, Rohan Fisher, Donnelle Hayden, Kerri Anne Hubert, Tina Ingie,
Darren Injie, Estelle Injie, Jordan Injie, Kristian Ingie, Michael Injie, Chris Jackamarra,
Kathleen Johnny, Vanessa Lyndon, Wade Lyndon, Ann- Marie Mack–Tucker,
Brayden Mills, Clarence Mills, Kiara Mills, Pansy Mills, Rehaan Mills,
Ronald James Mills, Ruben Mills, Karen Mitchell, Stuart Monaghan, Carmen Murdock,
Ainsley Parker, Carmel Parker, Cecilia Parker, Coreen Parker, Daliah Parker,
Gary Parker, Haines Parker, Horace Dean Parker, Jaiden Parker, Johnnell Parker,
Latonya Parker, Leedham Parker, Mervyn Parker, Rachel Parker, Renira Parker,
Tim Parker, Victor Parker, Kylie Peterson, Danny Phillips, Lydia Phillips, Judy Phillips,
Connellia Robinson, Darryl Robinson, Debbie Robinson, Evelyn Robinson,
Franzis Robinson, Naydene Mynnette Robinson, Ricky Robinson, Teeharnee Robinson,
Thomas Robinson, Nola Ryder, Louanne Salmon, Lindsay Simmonds, Anne Stock,
Bobena Stock, Joan Stock, Renee Smyth, Therese Smyth, Beverly Tucker, Carol Tucker,
Payden Tucker, Gerrick Weedon, Kersley Weedon, Merrinika Weedon, Harold White
and David White.
The meeting was opened at 17.23pm
1. Welcome
The meeting was opened by GAC Chairman Keith Hall, who also chaired the meeting. The CEO
informed the members that GAC staff were present to support the meeting as well as GAC’s
lawyers.
2. Apologies
The apologies were noted as per the list provided above.
Page 3 of 6
3. Agenda Item Three: Acceptance of Proxy Votes
The Chair advised the meeting that in accordance with the procedures set out in the CATSI Act
and the GAC Rulebook, 71 valid proxies had been accepted for this meeting:
54 from the Banyjima language group, 10 from Nyiyaparli and 7 from Innawonga.
4. Agenda Item Four: Consideration of reports for financial year ending 30 June 2011 –
GAC’s Annual Report for 2010/2011 including financial report and reports by the auditor,
Chairman, Directors and Chief Executive.
The Chair invited GAC CEO Steve Mav to discuss the GAC Annual Report with the members. Mr
Mav outlined the financial and other reporting for the corporation as per the annual report
that had been sent to all members and was being distributed again to members at the meeting
(Mr Mav held up a copy of the report to show the membership). He drew to members
attention that this was the first time GAC had received an unqualified audit which was a
significant outcome for the corporation.
The Chair noted this outcome and invited the auditor to provide a report to the members.
Leanne Oliver, Auditor from Byfields presented the 2010/11 Audited Report as a power point
presentation highlighting the key financial issues that the auditors used to assess GAC. She
advised the membership that after a thorough audit process, there were no qualifications for
GAC. This resulted in GAC, for the financial year ending in 30 June 2011, receiving an
unqualified audit outcome. Leanne Oliver added that this was a true and fair view of GAC and
its financial position as at 30 June 2011. She noted that this was the second year that Byfields
had been involved with GAC and continued to represent GIPL and GEPL.
Director May Byrne interjected, saying that she did not believe that Byfields had been
approved by GIPL. Leanne Oliver said she was not aware that this was the case, but apologised
if she had misinformed or misled anyone on this issue and she would seek advice on the
matter on her return to Perth.
Robert Dhu Snr said he didn’t understand where the money had gone. He said the auditor had
said that there was an increase in the money coming in from GIPL but he couldn’t see where it
was spent. The Chair asked the CEO to respond. CEO Steve Mav stated that GAC had received
more money as a result of more funds going to the General Gumala Foundation.
Susan Lewis asked why the elders Christmas payments had been suspended and wanted to
know where this money had gone.
CEO Steve Mav replied and outlined that the elderly and infirm fund was only operational for
the first five years of the Yandi agreement. GAC had continued this program but GIPL had
requested it be suspended while it investigated tax implications. CEO Steve Mav said that GAC
continued to work with GIPL to reinstate this program. The Chair noted that if there were no
further questions on these matters from the floor the meeting should consider the next
agenda item.
The Chair said that he wanted it noted in the minutes that the audit report had been tabled at
the meeting and noted by the meeting.
Page 4 of 6
5. Agenda Item Five: Appointment and Remuneration of GAC’s Auditor for financial year
ending 30 June 2012
The meeting was advised that GIPL had appointed Byfields to be the auditor for all three
entities and the meeting needed to endorse this appointment. The costs for the 2011/2012
audit would be $35,000.
Susan Lewis questioned whether GIPL had the authority to appoint the auditor. The Chair
sought advice from the lawyers on this matter. Sally Raine advised the meeting that in
accordance with Item 25 of the GGF Trust Fund Deed the “Trustee” was required to appoint
the auditor for the “Trustee, the Manager and the Foundation”. So GIPL appointed the auditor
and the meeting was being asked to accept this appointment.
It was resolved:
“that GAC members accept the recommendation to appoint Byfields as GAC’s auditor for the
financial year ending 30 June 2012
Moved:
Seconded:
Motion:
Guy Parker
Slim Parker
the motion was Carried by majority through a show of hands.”
6. Agenda Item Six: Election of Directors to fill the Vacancies on the GAC board
It was noted that due to the successful motion at the SGM there were nine vacant Director
positions that would be filled until the 2013 AGM (i.e. a two year period). Three people from
the Banyjima, Innawonga and Nyiyaparli Language Groups were to be elected by the meeting.
The Chair asked the CEO to provide advice to the meeting on the requirements for Director
nominations and the voting process.
CEO Steve Mav read out the ORIC requirements for directors and also drew to the attention of
all nominees the requirement for them to fill in a “consent to act as a director form and went
through the seven items on those forms (see Attachment A). He added that it was a
requirement that these forms be filled out by all nominees prior to the elections being held.
The CEO also outlined the voting process.
At this point the members broke into their respective Language Groups to discuss proposed
nominees for the director positions. The nominated persons then filled in the requisite
paperwork. Three nominations were received for the Innawonga and Nyiyaparli language
groups for the three vacant positions. Five were received for Banyjima. Elections were
required for the Director positions for the Banyjima language group.
Page 5 of 6
It was resolved
"that Banyjima Directors David MacLean, Slim Parker and Shane Derschow;
Innawonga Directors Stuart Ingie Snr, Cecil Parker and Nicholas Cook; and
Nyiyaparli Directors Keith Hall, Natalie Parker and Stephen Peterson
be appointed to the GAC Board for a two year term.
Moved:
Seconded:
Motion:
Susan Lewis
Robert Dhu Snr
the motion was Carried by majority through a show of hands.”
At this point the meeting was adjourned in order for the new GAC Board to meet to elect office
bearers.
The meeting was re-convened and the GAC Board office bearers were announced to the
meeting as follows:
Chairman:
Deputy Chair:
Secretary:
Keith Hall (Nyiyaparli)
Stuart Ingie Snr (Innawonga)
Stephen Peterson (Nyiyaparli)
7. Agenda Item Seven: any other business arising
There being no further business to discuss the meeting was Closed at 19.07pm.
CHAIRMAN: Keith Hall
DATE:
Page 6 of 6
Attachment A
Consent to become a director
I, ………………………………………………………………………………………………(first and last name)
of ……………………………………………………………………………………………………(address)
give consent to become a director of …………………………………………………………… (name of corporation).
I acknowledge that I am automatically disqualified from managing corporations if I:
•
have been convicted of an offence under the Corporations (Aboriginal and Torres Strait Islander) Act 2006 (CATSI
Act) that is punishable by imprisonment for more than 12 months
•
have been convicted of an offence involving dishonesty that is punishable by imprisonment for at least three
months
•
have been convicted of an offence against the law of a foreign country that is punishable by imprisonment for more
than 12 months
•
am an undischarged bankrupt
•
have signed a personal insolvency agreement and have not kept to the agreement
•
have been disqualified under the Corporations Act 2001 from managing corporations,
and I will notify the corporation if any of the above events occur after my appointment.
……………………………………………………………
(Signature of person)
……………………………………
(date)
Please sign below that should you be elected as a director of Gumala Aboriginal Corporation, you also consent to the
following :
1.
2.
A Police Check being undertaken by the Corporation
Signing a copy of a Directors’ Deed of Confidentiality currently being prepared by the Corporation, in accordance
with a regulatory instruction received from the Office of the Registrar of Indigenous Corporations (ORIC)
……………………………………………………………
(Signature of person)
……………………………………
(date)
Note: this form should be completed and given to the corporation before the person is appointed as a director — section
246-10(1) of the CATSI Act.

Gumala Aboriginal Corporation (ICN 2744) NOTICE OF ANNUAL

Transcription

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