Merry Christmas to Peter Wilson. When it was suggested that Peter Wilson should be independent of the old board so that we can have a fresh start Peter responded with "That's your issue". Summary of the meeting here: viewtopic.php?f=23&t=594
A good summary of where we are up to by Joe Aston of the AFR, linked to from here: viewtopic.php?f=5&p=4137#p4137
If you are new to this website read the story so far: viewtopic.php?t=321#p1793
Check out some of the AFR articles, too many to list and check out some of the ABC reports: http://www.afr.com/business/accounting/ ... 215-h055ej http://www.afr.com/business/accounting/ ... 211-h02x1d http://www.abc.net.au/news/programs/the ... s,/8626662
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Constitutional Changes

Discussions about the constitution and how CPA Australia is run
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Brett Stevenson
Posts: 450
Joined: Fri Mar 24, 2017 10:43 am

Constitutional Changes

Post by Brett Stevenson » Thu Mar 30, 2017 2:19 pm

What really happened with the constitutional changes in 2008, 2009, 2012 and 2014?
Were we members really aware of the consequences of those changes?

Whistleblower
Posts: 1
Joined: Thu Mar 30, 2017 9:07 pm

Re: Constitutional Changes

Post by Whistleblower » Thu Mar 30, 2017 9:11 pm

I suspect there was some form of communication to members but of course members were unaware of the close relationship between Alex Malley and ex-associates from the University where he worked, this cohort of individuals being conspicuous by both their tenure over the years, and their rapidly increasing remuneration from a virtual zero base around 2005 to allegedly several millions today. A precise comment cannot be made because of the high level of assumed confidentiality in relation to which the board conceals this data from members.

CloudNine
Posts: 1
Joined: Thu Mar 30, 2017 3:49 pm

Re: Constitutional Changes

Post by CloudNine » Tue Apr 11, 2017 3:46 pm

How these changes were achieved is not memorable. I have no recollection.

However, it is clear that the constitution in its current format does not in anyway allow the company to operate in the way envisaged by the Corporations Act. Every member is a minority member without even a squeak of a voice to choose the board.

Following Brett's request to CPA for the register of members to be made available, I would see the key changes to the Constitution include:
- board of directors voted in directly by the members;
- remuneration subject to non-binding vote of members at the AGM, with a 3?-strikes policy (yes, transparency required) whereby the remuneration committee must be replaced thereafter (considering there is conjecture about level of remuneration and level of effort required for the roles, perhaps what the role of directors could be clarified);
- the objects of the company restated. The 2008 constitution, while very long on this point, considers the roles and responsibilities of the organisation and is perhaps a starting point for a discussion as to how the objects be communicated.

I hope that the register can be obtained without further ado so that there is a hope of obtaining the 5% of members required to enable an EGM to achieve constitutional change as it is this document that undermines all efforts currently to bring the directors and CEO to account.

CG9999
Posts: 26
Joined: Thu Mar 30, 2017 3:37 pm

Re: Constitutional Changes

Post by CG9999 » Mon May 08, 2017 12:22 pm

Can anybody explain what purpose the Divisional Councils play?

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nakedadmin
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Location: Iceland

Re: Constitutional Changes

Post by nakedadmin » Mon May 08, 2017 2:19 pm

That's a very good question. Because I have heard that some divisional councils/divisions support us. But what are they doing? I intend to set up a forum specifically for calling the divisional councils to action. I get the impression that they are insiders quite frankly and saying they support us is just hedging their bets. But let's see what they are prepared to actually do.
The Naked Webmaster

CG9999
Posts: 26
Joined: Thu Mar 30, 2017 3:37 pm

Re: Constitutional Changes

Post by CG9999 » Mon May 08, 2017 5:21 pm

Indeed, there wasn't much in the by-laws see Part 8) apart from having powers granted by the Board!!!!

"Powers of Divisional Councils
8.1 Each Divisional Council:
(a) may (in addition to any meetings called under By-Laws 8.8(a)(vi) and 8.8(b)), once every
year, hold a meeting of Members attached to the Division which the Divisional Council
represents (of which not less than 21 clear days notice has been given), the purpose of
which shall be to discuss any matters affecting the affairs of the Division; and
(b) shall otherwise have such powers and duties as determined by the Board from time to
time."

and meeting
8.3 Meetings of Divisional Councils
(a) Subject to these By-Laws, a Divisional Council may meet, adjourn and otherwise regulate
its meetings as it thinks fit provided that each Divisional Council must meet at least once
every 3 months.
(b) A Divisional General Manager must call a Divisional Council meeting on the request of
the following person(s) from that Division:
(i) the Divisional President;
(ii) a Divisional Deputy President; or
CPA Australia Limited – By-Laws
37
(iii) the number of Divisional Councillors which is sufficient to form of quorum under
By-Law 8.3(i).

and resolutions

8.5 Divisional Council resolutions
(a) A resolution of a Divisional Council is passed if more votes are cast by Divisional
Councillors entitled to vote in favour of the resolution than against it.
(b) Subject to this By-Law 8.5, each Divisional Councillor present in person has one vote on
a matter arising at that Divisional Council meeting.
(c) Subject to By-Law 8.9, in case of an equality of votes on a resolution at a Divisional
Council meeting, the chair of that meeting has a casting vote on that resolution in addition
to any vote the chair has in his or her capacity as a Divisional Councillor in respect of that
resolution, provided that the chair is entitled to vote on the resolution and that a quorum
of Divisional Councillors is present and entitled to vote on the resolution.

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R2D2
Posts: 24
Joined: Sun Apr 02, 2017 10:58 am
Location: Reykjavík

Re: Constitutional Changes

Post by R2D2 » Mon May 08, 2017 7:36 pm

nakedadmin wrote:
Mon May 08, 2017 2:19 pm
Because I have heard that some divisional councils/divisions support us
From the outside, the circle of beneficiaries and key players seems quite small (i.e. receiving large executive salaries, the remuneration committee members, the members with extended board terms, the apparent key decision makers). Seems plausible some councillors and board members will be mulling over their role ... maybe the work you’re doing here to wake up the membership is what they need to back them??

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nakedadmin
Site Admin
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Location: Iceland

Re: Constitutional Changes

Post by nakedadmin » Mon May 08, 2017 8:53 pm

I doubt any Directors are mulling their position. Seems like they have dug in a bit. Councillors maybe. Anyway I think it's time to start a conversation with these councillors.
The Naked Webmaster

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