NORTH MELBOURNE FOOTBALL CLUB LIMITED
ACN 006 468 962
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the 2015 Annual General Meeting of North Melbourne Football Club Limited (“Club”) will be held at the Melbourne Convention Centre, 1 Convention Centre Place, South Wharf, Melbourne, Victoria on Tuesday, 29 March 2016 at 7:00pm.
Business:
1. Election of Club Directors
In accordance with Rule 10.1(i) 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. The members so retiring shall be the longest in office and in the case of equal seniority, the order of retirement shall in default of agreement be determined by lot. As such, directors Mr Geoffrey Lewis and Mr Brady Sanlon must retire at the 2015 Annual General Meeting. Each of Mr Geoffrey Lewis and Mr Brady Scanlon, being eligible, have offered themselves for re-election as Directors.
Director Mr Glenn Archer holds his current position as a Director of the Club on a casual basis and, in accordance with clause 10.1(f) of the Club Constitution, is eligible to hold office until the day of the Annual General Meeting. Mr Archer, being eligible, has offered himself for re-election.
In accordance with Rule 10.1(c)(i) of the Club Constitution, nominations were sought for the three (3) Director positions which will become vacant on the day of the 2015 Annual General Meeting. The request for nominations was published in the Herald Sun newspaper on 2 February 2016 and via the website of the Club at www.nmfc.com.au.
In response, complying nominations were received from (listed in alphabetical order):
1. Mr Ashley Admiraal;
2. Mr Glenn Archer;
3. Mr Geoffrey Lewis; and
4. Mr Brady Scanlon.
Enclosed with this Notice of Annual General Meeting is biographical material, presented in alphabetical order, of each of the above nominees for the three (3) available Director positions.
In accordance with Rule 10.1(d) of the NMFC 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 NMFC) which they may use to vote for up to three of the nominees. Votes which are cast in favour of more than three 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 NMFC and is available by clicking on the link at the bottom of the page. Voting via the online system will be available between 9:00am on 4 March 2016 and 7:00pm on Sunday, 27 March 2016; 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 2015 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 membership@nmfc.com.au.
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 membership@nmfc.com.au, no later than 48 hours prior to the holding of the 2015 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 2015 Annual General Meeting.
All capitalised terms in this Notice of Meeting have the meaning given to those terms in the Constitution of Club.
By order of the Board.
Chris Simmonds
Secretary
4 March 2016
