Changes to KAC Rule Book

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Changes to KAC Rule Book

he Updated KAC Rule Book – approved 8 Oct 2020 – has been published and is now in effect.

The changes are summarised below:

  • Attendees at general meetings must comply with the corporation’s code of conduct
  • Any person who was a director of the corporation during the period 1 July 2018 to 23 September 2019 is not eligible to be appointed as a director of KAC or its subsidiaries for a period of four years from 9 October 2020.
  • Every director of KAC and its subsidiaries is to represent all Kokatha common law holders.
  • KAC directors are appointed on rotation for a two-year period so that half the directors’ appointments expire each year. Directors are eligible for re-election. All directors appointed at the end of the special administration on 9 October 2020 are appointed until the 2022 AGM, at which time half of the board appointments will be presented to the AGM for election. Thereafter, half of the board will be elected at each AGM: The KAC board will be skills-based with a commercial focus. KAC directors will be required to appoint two independent specialist directors.
  • The KAC board will comprise eight directors— six Kokatha members and two independent specialists.
  • Directors will need to be nominated for a directorship in advance of the AGM. All members will be sent a brief summary of nominees
  • The board may no longer delegate all its powers to a committee.
  • Sub-committees of the board will be
    advisory, not decision-making. They will make recommendations for consideration by the full KAC board.
  • The corporation will facilitate a meeting of common law holders twice per year (subject to Covid-19 restrictions).
  • There will no longer be a requirement for alternate directors.
  • Directors of KAC will be ineligible to be a director of any subsidiary.
  • KAC subsidiaries must:

i. include on the board:

  • at least one independent specialist director
  • three Kokatha common law holders—note that they need not be members of KAC

ii. offer a four-year term for directorships. After four years there must be a selection process along the lines of the KAC recruitment policy, but decided by the KAC board. Directors may be re-appointed.

iii.require the directors to report to the KAC board on the performance of the subsidiary including but not limited to quarterly reports on budget variance;

iv. in June each year, present a budget for the next financial year to the KAC board for approval

v. without a resolution of the KAC board, prohibit directors from spending corporation funds on any item not in the agreed budget

  • The corporation must establish and maintain a Culture and Heritage Committee (CHC). Members of the CHC will be appointed in accordance with Kokatha lore by each family group at each AGM. The CHC’s terms of reference will be part of the rules of the corporation. They will not prescribe activities of the committee in terms of culture and heritage; they will set out the administrative function of the committee and its role in advising the KAC board.
  • KAC membership applications will involve a three-stage process.

1. In the first instance, membership applications are reviewed by the KAC board. Applicants passing that review are accepted as members.

2. Applicants not recognised by the board go to the CHC for consideration and recommendation to the Board. Applicants passing this second review are accepted as members.

3. Applicants unrecognised by the first two steps are given the opportunity to present their application at the next meeting of common law holders. At that meeting, the decision to accept or reject an application is final.

54321
(1 vote. Average 5 of 5)