Make your vote count in the 2016 RAA Board Election. See inside for directions on how to vote in the 2016 RAA Board Election.

Transcription

1 Information Pack Make your vote count in the 2016 RAA Board Election See inside for directions on how to vote in the 2016 RAA Board Election RAA Annual General Meeting This Information Pack also contains directions on how you can participate in the 2016 Annual General Meeting. RAA is your Association and it is important that you have a say in how it is governed. Discover more: raa.com.au

2 113th AGM of RAA 113th AGM of RAA USE THIS FORM ONLY IF you are unable to attend the RAA Annual General Meeting at 2:15pm on Monday 21 November 2016, and you want another person (your proxy) to attend and vote on your behalf. You can choose any person who is an Eligible Member of RAA as your proxy or you may choose the Chair of the Meeting to act on your behalf. NOTE: The appointment of a proxy relates solely to any vote taken at the AGM or any adjournment of that meeting. Appointing a proxy to attend the AGM and vote on your behalf DOES NOT relate to or affect your right to vote in the 2016 RAA Board Election. The completed Proxy Form should be mailed to RAA in the enclosed reply paid AGM Proxy Envelope, or otherwise addressed as follows: AGM Proxy Managing Director RAA of SA Inc. 101 Richmond Road MILE END SOUTH, SA 5031 Proxy Form I, RAA membership No. of Postcode (Name in BLOCK letters) being an Eligible Member of the Royal Automobile Association of SA Inc., entitled to vote at a meeting of the Association, HEREBY APPOINT EITHER (Please mark only one box to indicate your intention) RAA membership No. (Please insert the name and membership number of the person you wish to appoint as your proxy.) of Postcode (Please insert this person s address.) OR THE CHAIR OF THE MEETING as my proxy, to vote on my behalf in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the above meeting and at any adjournment of this meeting. MEMBER DECLARATION In the absence of the person nominated above, OR if I fail to make a legally effective choice, I appoint the Chair of the Meeting as my proxy, to vote on my behalf in accordance with the above directions (or if no directions have been given, as the proxy sees fit) at the above meeting and at any adjournment of the meeting. Dated this day of Delivery Address: Richmond Rd MILE END SOUTH SA 5031 AGM Proxy Managing Director, RAA of SA Inc Reply Paid MILE END SOUTH SA 5031 Sign here X (Signature of the member wishing to appoint the proxy.) In accordance with Clause 10.3 of RAA s Constitution, completed Proxy Forms must be received by the Managing Director by 5:00pm on Tuesday 15 November CUT HERE 2

3 113th AGM of RAA Notice of Annual General Meeting NOTICE is hereby given that the ONE HUNDRED AND THIRTEENTH ANNUAL GENERAL MEETING of the Royal Automobile Association of South Australia Incorporated will be held at the RAA Head Office, 101 Richmond Road, Mile End on Monday, 21 November 2016 at 2:15pm. Business 1. To confirm the minutes of the Annual General Meeting held on 23 November To receive the President s Report, Managing Director s Report and Accounts for the year ended 30 June To declare elected to the Board the successful candidates in accordance with the results of the ballot held between 17 August and 14 October The following nominations for election to the Board have been received, with FOUR (4) candidates to be elected: Karen THOMAS* Jim McDOWELL* George HOBBS Geoff ROHRSHEIM* Ron READ David MOFFATT Victoria ANGOVE* Peter PANAGARIS *denotes retiring Director standing for re-election Voting at the Annual General Meeting In accordance with Clause 10.1 of RAA s Constitution, only Eligible Members of the Association are entitled to vote at meetings of the Association. Clause 10.2 allows Eligible Members to appoint another Eligible Member of RAA, who must be a natural person, to attend the meeting as a proxy and vote on their behalf. The appointment of a proxy must be in writing using the prescribed Proxy Form, and relates solely to any vote taken at the Annual General Meeting (AGM) or any adjournment of that meeting. Appointing a proxy to attend the AGM and vote on your behalf DOES NOT relate to or affect your right to vote in the 2016 RAA Board Election. The prescribed Proxy Form for the 113th AGM of RAA appears on page 2 of the AGM Notice of Meeting insert and copies are available from all RAA Shops, from RAA s website or by calling RAA on (08) Members wishing to appoint a proxy for the AGM must complete the prescribed Proxy Form and mail it to RAA in the enclosed reply paid AGM Proxy envelope, or otherwise addressed as follows: AGM Proxy Managing Director RAA of SA Inc. 101 Richmond Road MILE END SOUTH, SA 5031 In accordance with Clause 10.3 of RAA s Constitution, completed Proxy Forms must be received by the Managing Director by 5:00pm on Tuesday, 15 November By order of the Board of Directors. 3

4 2016 Board Election Voting details Requirement for a ballot As the number of valid nominations for election to the Board of Directors of RAA received by the due date exceeds the number of vacancies on the Board, a ballot is required to elect the persons to fill the FOUR (4) vacancies. Right to vote Each person who is an Eligible Member of RAA as at Tuesday 9 August 2016 is eligible to vote. Eligible Members may lodge only ONE Ballot Paper in the election and may vote for UP TO FOUR (4) candidates on the Ballot Paper. Note: Pursuant to RAA s Constitution only Eligible Members of the Association may vote. The result In accordance with RAA s Constitution, the FOUR (4) candidates receiving the highest number of votes in the ballot must be declared as elected to the Board of Directors of RAA at the RAA Annual General Meeting on Monday 21 November Asterisks* In accordance with clause 11.7(b) of RAA s Constitution, an asterisk ( ) appearing alongside a candidate s name in the Notice of AGM (page 3), in the Candidate Profiles (pages 6 to 9) and on the Ballot Paper (page 11) denotes a retiring Director standing for re-election. The candidates Each of the eight candidates has supplied the information that appears on pages 6 to 9 of this Information Pack. The candidates views are their own and do not reflect the views of RAA. The sequence in which candidates names appear on the Ballot Paper and in this Information Pack was determined by lot, drawn by the Returning Officer. Candidates were invited to witness the draw. Ballot period The ballot period opens Wednesday 17 August 2016 and closes Friday 14 October All Ballot Papers must be delivered or posted to the Returning Officer at 101 Richmond Road, Mile End South, SA 5031, so as to be received by 5:00pm on Friday 14 October 2016, using the prescribed reply paid Ballot Envelope enclosed in this Information Pack. Candidate profiles Each of the eight candidates has supplied the information that appears on pages 6 to 9 of this Information Pack. The candidates views are their own and do not reflect the views of RAA. 4

5 2016 Board Election 5

6 Karen THOMAS* Managing Partner, Fisher Jeffries Bachelor of Laws (Honours), University of Adelaide Bachelor of Economics, University of Adelaide NSW College of Law Director, RAA of SA Inc Chair, Helpmann Academy for the Visual and Performing Arts Inc Member, SA Board of Examiners Member, Commonwealth Higher Education Standards Panel Past Member, Commonwealth Tertiary Education Quality Standards Advisory Council Presiding Officer, Third Party Premiums Committee Member, TafeSA Advisory Board Member, Law Society of South Australia Member, Law Council of Australia & Business Law Section Member, Australian Institute of Company Directors Member, Australian Insurance Law Association Since my appointment in 2011, I have brought to the RAA Board my skills and many years of experience as a commercial lawyer, professional board member and private business owner as well as my perspective as a motorist and parent of teenage drivers. I am proud to serve RAA and seek your support for re-election so that I may continue to contribute to setting the organisation s strategic direction and future success. If re-elected, my focus will be to ensure that RAA continues to offer members enhanced value during times of changing business and member needs. In my view, it will also be important for RAA to be forward thinking in its planning and leadership of public debate on future mobility needs and options for infrastructure development in South Australia and I will seek to influence debate on these issues for all members if re-elected. Jim McDOWELL* Non-executive Director Bachelor of Laws (Honours), University of Warwick (UK) Director, RAA of SA Inc Chancellor, University of South Australia Chair, Australian Nuclear Science and Technology Organisation Chair, Total Construction Pty Ltd Director, Codan Ltd Director, Austal Ltd Fellow, International Institute of Complex Project Management After a successful executive career in Australia, Asia, Europe, America and the Middle East, I decided to return to South Australia in 2014 and transition to a non-executive career in public and private enterprise. I am on a number of boards here and interstate and am the Chancellor of the University of South Australia and now the Board of RAA. I am passionate about contributing to the success of South Australia in any way that I can but especially in the areas in which I have experience and expertise - business growth, technology investment, leadership and governance. The role of RAA Board Director brings together my passion and my expertise and I would consider it an honour and privilege to continue to serve the members of RAA as an elected member. *Denotes a retiring Director standing for re-election 6 The candidates views are their own and do not reflect the views of RAA.

7 George HOBBS Managing Director, Strategic Chemistry Pty Ltd Justice of the Peace Bachelor of Technology, Brunel University (UK) Graduate Certificate in Wine Business, University of Adelaide Managing Director, Strategic Chemistry Pty Ltd Council Member, National Trust of South Australia Member, Royal Association of Justices of SA Member, Australasian Corrosion Association Member, Australian Institute of Company Directors Fellow, Royal Society of Chemistry Fellow, Institute of Corrosion Fellow, Energy Institute Member, National Association of Corrosion Engineers I was a car and motorcycle tragic even before I gained my license some 45 years ago and my interest stretches from 4WDs to classic cars. While RAA has been a fantastic institution for South Australia, I think we can do better. Our huge membership base of 655,000 people means we can make a real difference in SA. For example, 40 years in the international energy sector makes me think we can improve petrol security with the right strategy. And more locally, we could influence much needed reviews of SA s public transport, traffic management, road maintenance and CBD parking policies. I would also like to see RAA Members have more input over major works such as the O-Bahn extension. If elected, I would be honoured to use my extensive professional experience to help make life better for SA motorists and motorcyclists. And yes, the moustache is real! Geoff ROHRSHEIM* IT Director, Chamonix Honours in Aerospace Engineering, RMIT Masters in Engineering Science, University of Adelaide Associate Diploma in Computer Applications, TafeSA Director, RAA of SA Inc Director, RAA Insurance Ltd Director, RAA Insurance Holdings Ltd Director, Hatch Creations Pty Ltd Director, Chamonix IT Management Consulting (SA) Pty Ltd Director, Chamonix IT Management Consulting (VIC) Pty Ltd Director, Cevo (NSW) Pty Ltd Director, Cevo (VIC) Pty Ltd Director, Business SA Past Director, Kloud Solutions Pty Ltd Director, Silver Lining Consulting Group Pty Ltd Director, Nimbal Pty Ltd Graduate, Australian Institute of Company Directors It is a great privilege to be a director of both RAA and RAA Insurance. In this era of digital disruption, it is vital that RAA evolve the way they conduct their operations. If re-elected, I will continue to champion RAA s digital transformation in my role as Chair of the Technology and Innovation Committee of the Board. To remain relevant to a younger generation and stay competitive, RAA needs to enable our members to engage with us through their preferred and most convenient forms of communication. Increasingly this is through the internet and on mobile devices so we must continue to innovate in these areas. Technology also helps with the efficiency of service delivery within RAA which helps the organisation deliver to members as cost effectively as possible while attracting a high calibre of staff to a modern workplace. I hereby seek your support for re-election. *Denotes a retiring Director standing for re-election The candidates views are their own and do not reflect the views of RAA. 7

8 113th AGM of RAA Ron READ Principal, RSR & Associates Board Member, Regional Development Australia Adelaide Past Chairman, Apollo Technologies Inc. Fellow, Australian Institute of Management RAA is an iconic brand developed over its 113 year history serving South Australians. The current tenure of the 12 board members represents approximately 75 years of service and while all board members should be commended for their service, it is time for suitably qualified new people to replace those retiring. As a member driven organisation RAA must continue to deliver on its core products and services in addition to being an exemplary advocate for all things motoring in South Australia. I am suitably qualified to serve on your board, having spent the past 37 years in business in both Australia and the USA in many senior roles including CEO. I currently serve on the board of Regional Development Australia Adelaide. I ask for your vote to continue the process of delivering member value while simultaneously exploring every opportunity to offer new initiatives and member benefits. David MOFFATT Manager Strategy & Planning, Mental Health Unit, SA Health Bachelor of Economics, University of Adelaide Masters of Business Administration, University of Adelaide Non-Executive Director, Croatian Ukrainian Belarusian Aged Care Association Fellow, Certified Practising Accountant Graduate, Australian Institute of Company Directors Member, City of Prospect Audit Committee Associate, Australasian College of Health Sector Managers I am a highly qualified Manager and Company Director with a diverse background. I would add value to the RAA Board. My qualifications include BEc, Acc (University of Adelaide), GAICD, MBA. I have extensive experience in the fields of risk, finance, auditing, consumer engagement and the not for profit sector. I am an experienced nonexecutive director. I hold the position of treasurer on a successful Non-Government Organisation. I will assist the Board in developing a robust strategic direction whilst being savvy to the risks in the market place. I do foresee opportunities for organisational development. If elected, I will dedicate my time and energy to ensure that RAA provides the best service and value to its membership. I seek your support. *Denotes a retiring Director standing for re-election 8 The candidates views are their own and do not reflect the views of RAA.

9 113th AGM of RAA Victoria ANGOVE* Executive Director, Angove s Pty Ltd Bachelor of Commerce, University of Adelaide Director, RAA of SA Inc Director, Angove s Pty Ltd Alternate Director, Winemakers Federation of Australia Graduate, Australian Institute of Company Directors Member, Winemakers Federation of Australia Member, Industry Leaders Fund Scholars Network It has been a privilege to have served on the RAA Board since July I have been a member of the Association for 20 years, and seek your support in re-election. RAA is one of South Australia s truly great member organisations. Over time, RAA has built in depth and complexity and must be professionally managed, forward thinking, technologically enabled whilst never losing sight of its reason for being; to serve its members. Member services that RAA provides including roadside assistance, insurance, security and travel must continue to be enhanced, whilst remaining affordable. Advocacy around Road Safety, South Australia s Infrastructure and Road/Driving Education must remain a critical priority for RAA. I bring a breadth of business skills, board experience and strong corporate governance to the Board together with both city and regional insights. I ask for your support at this election so I can continue to serve you. Thank you. Peter PANAGARIS Executive Director, Adelaide Car Valuations Advanced Diploma Management, Australian Institute of Technology Transfer Diploma Practice Management, Health First Training Diploma Retail Management, Australian Retail Association Retail Institute Diploma Occupational, Health & Safety, Australian Institute of Technology Transfer Certificate 4 Project Management, Australian Institute of Technology Transfer Certificate 4 Frontline Management, Health First Training Board Member, Lyell McEwin Hospital Regional Volunteer Association Board Member, Lions International District 201 C1 Director, Parkview Motors Member, Society of Auctioneers & Appraisers Member, Federation of Historic Motoring Clubs of SA President, The Wanderers Car Club I am an automotive consultant specialising in vehicle valuations. My vision is to continue the good work of RAA. This includes honesty, accountability and transparency. When dealing with matters of the association and its membership. I will work with the Board of Directors to improve our association s services, growth and future. Being a proud member of RAA for the past 26 years. I will use my current knowledge as a board member of the Lyell McEwin Hospital Regional Volunteer Association and Lions International District 201 C1 to work diligently with my fellow directors in representing RAA. I am very approachable and hands on. I enjoy working as part of a team and look forward to the opportunity and challenge in improving RAA association services and future direction. I welcome your support and look forward to representing you. *Denotes a retiring Director standing for re-election The candidates views are their own and do not reflect the views of RAA. 9

10 113th 2016 Board AGM Election of RAA How to vote Voter Declaratio Voter Declaratio I am the Eligible Member named on this envelop I have voted on the Ballot Paper in this envelope I have not voted before in this election. I am the Eligible Member named on this envelope I have voted on the Ballot Paper in this envelope. I have not voted before in this election. Ballot papers The Ballot Paper and reply paid return Ballot Envelope are part of this Information Pack. The Ballot Paper and reply paid return Ballot Envelope are also available at all RAA Shops. Voting If you are an Eligible Member, you are entitled to vote in the 2016 Board Election. You can vote for up to FOUR (4) candidates. Cast your vote by putting a mark in up to FOUR (4) boxes on the Ballot Paper alongside the name/s of the candidate/s you wish to vote for. If you place a mark in more than FOUR (4) boxes your vote will be invalid. The return envelope After you have completed the Ballot Paper, place it in the reply paid Ballot Envelope (pictured right) and seal the small flap (Flap A) of the envelope. Fill in the details on the Voter Declaration (DO NOT DETACH DECLARATION FROM ENVELOPE), fold the large flap (Flap B) containing the Voter Declaration over and seal. Place the reply paid envelope in the post. No postage stamp is required. Please be sure to complete all details on both the Voter Declaration and the Ballot Paper so that your vote is valid. Inquiries If you have any inquiries regarding the election, contact RAA s Company Secretary on Voter must sign here Voter must sign here FLAP A Please put your completed Ballot Paper in this envelope and seal this flap first. Seal this flap first Name Name Address Address Postcode Postcode Membership number Membership number Signature of voter Signature of voter How to use thi How to use thi Fill in the Voter Declaration on FLAP B, above. Fill in the Voter Declaration on FLAP B, above. FLAP B FLAP B After voting, plac in this envelope FLAP A first, th After voting, plac in this envelope FLAP A first, th 2016 RAA BOARD ELECTIO 2015 RAA BOARD ELECTIO Do not use this envelope for paym Do not use this envelope for paym The R RAA Reply P MILE EN 10

11 FLAP A th Board AGM Election of RAA CUT HERE Ballot Paper Put a mark in up to FOUR (4) boxes e... n FLAP B n FLAP B Seal this flap last Important s envelope FLAP B e your folded Ballot Paper and seal the yellow en FLAP B. Seal this flap last Important s envelope FLAP B e your folded Ballot Paper and seal the yellow en FLAP B. FLAP A This Voter Declaration is to validate your vote and it must be completed and signed or your vote will not be counted. Your vote is secret N BALLOT PAPER ONLY This Voter Declaration is to validate your vote and it must be completed and signed or your vote will not be counted. Your vote is secret Please don t tear off this section. This section will be removed before any Ballot Paper is taken out. Please don t tear off this section. This section will be removed before any Ballot Paper is taken out. The Ballot Paper must be received by the Returning Officer by 5:00pm on Friday 16 October Ballot Paper Envelope Fill in the above Voter Declaration. Put your completed Ballot Paper in this envelope and seal the yellow FLAP A first, then FLAP B. Post your Ballot Paper immediately. No stamp required. N BALLOT PAPER ONLY The Ballot Paper must be received by the Returning Officer by 5:00pm on Friday 14 October Ballot Paper Envelope Fill in the above Voter Declaration. Put your completed Ballot Paper in this envelope and seal the yellow FLAP A first, then FLAP B. Post your Ballot Paper immediately. No stamp required. ent of accounts or lodgement of Proxy Forms ent of accounts or lodgement of Proxy Forms Delivery Address: Richmond Road MILE END SOUTH SA 5031 E L E C T I O N O F F O U R ( 4 ) D I R E C T O R S Karen THOMAS* Jim McDOWELL* George HOBBS Geoff ROHRSHEIM* Ron READ David MOFFATT Victoria ANGOVE* Peter PANAGARIS eturning Officer aid D SOUTH SA 5031 Candidate details are on pages 6 to 9. *Denotes a retiring Director standing for re-election. Your Ballot Paper must be received by the Returning Officer by 5:00pm on Friday 14 October Please note that the order of candidates on this Ballot Paper was determined by lot, drawn by the Returning Officer. 11

12 113th AGM of RAA 2016 Board Election Ballot Paper [reverse side] 12