Notice of Annual General Meeting

Notice of AGM

Notice is given of the virtual Annual General Meeting of the Australian Breastfeeding Association.

Date: Friday, 29 November 2024

Time: 7:00 pm - 8:00 pm AEDT

Location: Via Zoom Webinar.

Zoom registrations open Friday, 8 November 2024

Zoom registrations close Thursday, 28 November 2024, 5:00 pm AEDT.

Agenda

1. Welcome — Cate Uhe, President

2. Acknowledgement of Country — Cate Uhe, President

3. Attendance, apologies and proxies — Leila Forde, Honorary Secretary

4. Acceptance of the Minutes of the Annual General Meeting held on 24 November 2023

5. President’s Report, as published in Annual Report 2023-24 — Cate Uhe, President

Ordinary Resolution to accept the:
5.1 Report of the President

6. Treasurer’s Remarks — Dominique Bougoure, Honorary Treasurer

Ordinary Resolution to accept the:
6.1 Statement of Income and Expenditure, Balance Sheet and reports of the Auditor of the Association for the period ended 30 June 2024

7. Special Resolutions to accept the Constitutional changes as recommended by the Board of Directors:

7.1 Accept the Constitutional changes as recommended by the Board of Directors in Special Resolution 1. (see below)
7.2 Accept the Constitutional changes as recommended by the Board of Directors in Special Resolution 2. (see below)
7.3 Accept the Constitutional changes as recommended by the Board of Directors in Special Resolution 3. (see below)

8. Strategic and Future Directions – Cate Uhe, President and Victoria Marshall-Cerins, Executive Officer

9. General Business

9.1 Questions on Notice
9.2 Question from the floor

10. Meeting Close

Details of Special Resolutions.

Special Resolution 1 is to remove out-dated terminology ‘subscriber’ from the definitions section as this is no longer a category of member in line with the changes to the Constitution in 2010.

7.1 Special resolution 1:

Remove reference to the term ‘subscriber’ from clause 1.1 Definitions in the definition of Member and amend the definition

from:
means a member of the Association in accordance with the Corporations Act who has agreed in writing to abide by the Constitution. For the avoidance of doubt, a member does not include a Subscriber.

to:
means a member of the Association in accordance with the Corporations Act who has agreed in writing to abide by the Constitution.

Special Resolution 2 is to remove out-dated terminology ‘subscription fee’ and replace this with the term ‘membership fee’.

7.2 Special Resolution 2:

Remove reference to the term ‘subscription fee’ and replace with ‘membership fee’ in clauses:
Table of Contents, section 5.5
5.1 b)
5.5 heading
5.5 a) twice
5.5 b)
5.5 c)
7.1 a) twice
7.4 b)

Special Resolution 3 is to:

Firstly, clarify that the requirement for the branch president is to hold the Certificate IV in Breastfeeding Education or equivalent, as a core qualification rather than being an ABA breastfeeding counsellor or breastfeeding educator.
Secondly, increasing the period of time branch president may be appointed or elected to ‘up to three years’, allows for more flexibility in determining the commitment for this role.

7.3 Special Resolution 3:

Change clause 13.1b)

from:

Each Branch, subject to the direction and oversight of the Board, will be led and administered by a Branch President. Unless the Board otherwise determines, the Branch President must be a qualified Breastfeeding Counsellor or Breastfeeding Educator. A Branch President will be elected by a majority of the relevant Branch members and the appointment of the person so elected will take effect upon the appointment being approved by the Board. Should there be no nomination for a Branch President, or a casual vacancy in the position of Branch President, the Board may appoint a person to the position of Branch President. Branch Presidents may be appointed or elected for up to two year terms, provided that no Branch President may hold office for more than six consecutive years.

to:

Each Branch, subject to the direction and oversight of the Board, will be led and administered by a Branch President. Unless the Board otherwise determines, the Branch President must hold the qualification of Certificate IV in Breastfeeding Education or equivalent. A Branch President will be elected by a majority of the relevant Branch members and the appointment of the person so elected will take effect upon the appointment being approved by the Board. Should there be no nomination for a Branch President, or a casual vacancy in the position of Branch President, the Board may appoint a person to the position of Branch President. Branch Presidents may be appointed or elected for up to three years, provided that no Branch President may hold office for more than six consecutive years.

Questions on notice

Questions on notice must be lodged with the Honorary Secretary at Australian Breastfeeding Association by 5:00pm AEDT, Friday 8 November 2024:

By post: Honorary Secretary, Australian Breastfeeding Association, National Support Office, PO Box 33221, Melbourne, VIC, 3004
By email: board@breastfeeding.asn.au

Proxy form

If you are unable to attend the AGM via Zoom webinar, please submit your Proxy form to the Honorary Secretary no later than 7:00 pm AEDT on Wednesday, 27 November 2024:

By post: Honorary Secretary, Australian Breastfeeding Association, National Support Office – AGM Proxy, PO Box 33221, Melbourne, VIC, 3004
By email: board@breastfeeding.asn.au

The proxy form is available for download below.

Not a voting member?

To become a voting member, you must become a financial member of the Association e.g. a Virtual Village Member, Friends of ABA or Volunteer member. To request voting membership, log in to the ABA website and complete the online form here. The deadline for the Board to receive new voting member requests is Friday, 15 November 2024.

Attachment

Size

AGM 2023 Minutes – Draft

252 KB

Approved by

Senior Manager Finance and Operations

Date approved

26 September 2024