NORTH MELBOURNE FOOTBALL CLUB LIMITED
ACN 006 468 962
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that an Annual General Meeting of North Melbourne Football Club Limited (“the Club”) will be held at 204 – 206 Arden Street, North Melbourne, Victoria on Wednesday, 26 February 2020 at 6:00pm (AEDT).
1. Election of Club Directors
In accordance with Rule 10.1(j) of the Club Constitution, at every General Meeting of the Club, one-third of the members of the Board (or, if their number is not an integral multiple of three, the number nearest one-third) shall retire and be eligible for re-election. Directors Mr Glenn Archer and Dr Sonja Hood hold their current positions as Directors of the Club on a casual basis and, in accordance with clause 10.1(g) of the Club Constitution, are eligible to hold office until the day of the Annual General Meeting. Director Mr Ben Buckley must also retire at the Annual General Meeting. Each of Mr Glenn Archer, Dr Sonja Hood and Mr Ben Buckley, being eligible, have offered themselves for re-election as Directors.
In accordance with Rule 10.1(d)(i) of the Club Constitution, nominations were sought for the three (3) Director positions which will become vacant on the day of the 2019 Annual General Meeting. The request for nominations was published in The Age newspaper on 31 December 2019 and via the website of the Club at www.nmfc.com.au.
In response, approved nominations were received from (listed in alphabetical order):
1. Mr Glenn Archer;
2. Mr Ben Buckley;
3. Mr Paul Crapper; and
4. Dr Sonja Hood.
In accordance with clause 10.1(d)(vii) of the Club Constitution, the nomination of Mr Paul Crapper was assessed by the Independent Nominations Committee, who determined that Mr Crapper satisfied the Committee’s nominee suitability requirements. Accordingly, Mr Crapper’s nomination is an approved nomination for the purposes of Rule 10.1(c) of the Club’s Constitution.
Enclosed with this Notice of Annual General Meeting is a candidate statement, presented in alphabetical order, of each of the above nominees for the three (3) available Director positions.
In accordance with Rule 10.1(e) of the Club Constitution, the election of Directors will proceed as follows:
(a) Voting on the election of Directors shall be by secret ballot and on a “first-past-the-post” basis.
(b) Voting Members shall each have 1 vote (notwithstanding that a Voting Member may hold more than one membership of the Club) which they may use to vote for up to three (3) of the nominees. Votes which are cast in favour of more than three (3) nominees shall be deemed invalid and will not be counted.
(c) Voting Members may only vote for nominees by either:
(i) using the electronic voting system which has been established by the Club and is available at www.nmfc.com.au. Voting via the online system will be available between 9:00am on 31 January 2020 and 6:00pm on Monday, 24 February 2020; or
(ii) by requesting and validly completing a prescribed postal ballot form from Computershare as agents for the Returning Officer, and returning a duly completed postal ballot form, in the envelope that will be provided, not later than 48 hours prior to the scheduled commencement of the Annual General Meeting. Postal ballot forms may be requested by calling 1300 526 427.
2. Presentation of 2019 Directors’ Report, Financial Statements and Auditor’s Report
All current Voting Members are entitled to attend and vote in person or by proxy or attorney, except in respect of Director elections. All other categories of Club Members are entitled to attend but not vote. A proxy must be appointed in writing on the form designated for that purpose, a copy which can be downloaded from the Club’s website www.nmfc.com.au or obtained from the Returning Officer, Mr Andrew Harris C/- telephone 1300 526 427 or by email to firstname.lastname@example.org.
Proxy forms must be completed and returned to the Returning Officer, Mr Andrew Harris, C/- Computershare by post at PO Box 2062, Melbourne, Victoria 8060 or by email to email@example.com, no later than 48 hours prior to the holding of the 2019 Annual General Meeting.
In accordance with the Constitution of the Club, voting on the election of Directors will occur via the process summarised at Item 1 above and will be finalised 48 hours prior to the scheduled commencement of the Annual General Meeting. Voting in person or by proxy is not permitted in respect of Director elections.
Any person who intends to exercise the rights of a Member under power of attorney will be required to produce evidence of their appointment by the relevant Member prior to the 2019 Annual General Meeting.
All capitalised terms in this Notice of Meeting have the meaning given to those terms in the Constitution of the Club.
By order of the Board.
31 January 2020