HADARC Response To The COVID-19 Situation
As at 9 April 2020ALL HADARC MEETINGS AT THE MOUNT COLAH COMMUNITY CENTRE ARE CANCELLED UNTIL FURTHER NOTICE.
In accordance with direction from State and Federal governments and an assessment of public health risks associated with the current COVID-19 situation, Hornsby Shire Council has closed its community centres until the end of June. If the COVID-19 situation does not improve by end June, the closures may be extended. Accordingly, there will be no meeting at Mount Colah until further notice.
Meetings to be held on VK2RNS 2m repeater.
In lieu of Main and Mid-Monthly meetings, an extra 2m net will run on the VK2RNS repeater. The Committee will examine the possibility of using other, Internet based conferencing facilities as an alternative to physical meetings and/or to supplement the meeting held on air and the Committee would like to hear members’ thoughts on this.
In the mean time, we will use the unique communication resources and opportunities made available by our amateur radio licences.
All Meetings, including the AGM, have been suspended for an indefinite, but at least a three month, period in accordance with direction from both State and Federal government. The AGM, however, is a critical event in the running of our Club. We need to be aware of the continuing impact COVID-19 restrictions may have on our ability to hold the HADARC AGM in accordance with the Club’s Constitution and the Associations Act and Regulations.
The current advice from government is that social distancing and restrictions on public gatherings may become tighter and could even be in place for up to six months.
On this basis:
- It is most unlikely we will be able to hold the AGM, as normally scheduled, in May.
- June, July and August are also unlikely AGM dates at this stage
- More likely we may be able to hold the AGM in September or October.
- A worst case scenario is that we might not be able to hold the AGM until the end of the year or into next year.
The Associations Act and Regulations.
The requirements of the Associations Act and Regulations are as follows:
- An association’s committee must ensure that an annual general meeting is held within 6 months after the end of the association’s financial year.
- An association’s constitution must specify the manner of calling an AGM and the manner in which notice of the AGM is given.
- An association’s constitution must specify its financial year.
The HADARC Constitution.
The following extracts from the HADARC Constitution address when the AGM must be held, the notice of an AGM that must be given to members and the closing date of the Club’s financial year as defined in the Constitution. For convenience, key words that will assist us to interpret the Constitution on how we might delay the AGM and still comply with the Constitution and the Act and Regulations are underlined.
- 7 (a)
- An Annual General Meeting of the Association shall be held in the month of May or as near thereto as possible as the Committee shall appoint.
- 7 (d)
- Seven days’ notice in writing of an Annual General Meeting or a Special General Meeting shall be given, personally or by post to each member.
- 3 (p)
- Membership fees shall fall due on the first day of each financial year of the Association. The financial year of the Association shall run from the first day of June to the thirty-first day of May or such period as is determined by the committee.
The Committee’s Determination.In considering what we might do to delay the AGM, the Committee notes:
- The constitution allows the Committee to change the May date to a date as near thereto as possible. Government direction regarding holding (or not holding) of meetings is a valid cause to determine a date as near as possible to the specified May date.
- We may have to give short notice of the AGM. The Constitution requires us only to give seven days’ notice of a meeting and the membership in General Meeting have already agreed that “by post” includes “by email”.
- About thirty years’ ago, the Committee of the day found it was impractical to both close the financial year and hold the AGM in the same month. The Committee at that time determined that the financial year would close on 30 April each year to give time to prepare the books for audit and make ready for presentation to the AGM.
- For the past thirty or so years, we have reported in our annual statements to Fair Trading our financial year runs from 1 May to 30 April each year.
- On this basis, the date on which timing of an AGM pivots is 30 April.
Therefore, we have until 30 November to hold the AGM and still be compliant with the 6 month requirement of the Act and Regulations.
How a meeting is to be convened and conducted can be determined from the Constitution’s clauses addressing voting. The relevant extracts and key words (underlined) are:-
- 7 (f)
- The quorum for a General Meeting shall be fifteen financial members or one third the total number of financial members whichever is the less present in person or where applicable by proxy.
- 7 (g)
- Voting at General Meetings shall be by show of hands unless a secret ballot is demanded. Decisions shall be made by a simple majority vote except for those matters which must be decided by special resolution where a three-quarter majority is required.
- 7 (h)
- All voting shall be given personally and except for those matters which must be decided by special resolution there shall be no voting by proxy.
The words ‘present in person’, ‘show of hands’ and ‘given personally’ collectively indicate the AGM is to be a physical meeting rather than a virtual (by electronic means) meeting. Therefore we need to wait until we are permitted to hold ‘club-meeting-sized’ gatherings before we can schedule the AGM in accordance with the Constitution.
If the COVID-19 restrictions remain in place past 30 November, the provisions of the Act and Regulations enable an association to apply for an extension of time if it cannot hold its annual general meeting within 6 months after the end of its financial year. To be approved, the application must include a valid reason for the delay and Fair Trading have already recognised delays due to COVID-19 restrictions have impacted on associations’ ability to conduct their AGMs.
The Committee’s Plan.
- Holding the AGM.
- In accordance with the Constitution, the AGM needs to be held as physical meeting and cannot be held until COVID-19 restrictions permit holding of meetings.
- At the moment.
- Other than monitoring the situation there is not much we can do but accept there will be a delay in holding the AGM. The delay means:
- The current Committee remains in place (subject to the Constitution’s provisions addressing Committee members) until the AGM is held.
- Our Financial Year will close on 30 April 2020 ( the date as previous Committees have determined) and the process of preparing and auditing the books will proceed as normal.
- A new financial year will open on 1 May 2020.
- From June Onwards.
- At the beginning of each month, the Committee will:
- assess whether the AGM can be held that month or the next,
- if not, for speculative planning purposes, assess the likely hood of when it may be able to hold the AGM
- If the AGM is held by the end of November.
- We will have met the requirements of our Constitution and the Act and Regulations.
- If COVID-19 Restrictions extend beyond end November.
- If we are unlikely or unable to hold the AGM by end November, we will need to apply for an extension of time to hold an AGM in accordance with the provisions of the Act and Regulations.
- Review of this Plan.
- The Committee will review and amend this plan to align with changes to the COVID-19 situation and government restrictions and directions.
John Bishop VK2ZOI