1. Present. In attendance: James Austin. 2. Welcome

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1 Minutes of the Inaugural General Meeting of the Include a Charity Trust held in University of Auckland s Grafton Campus, Room 110, Level 1, Building 501, 85 Park Road, Auckland commencing at 3.30pm 1. Present Jim Datson, Lala Gittoes, Gaynor Larsen, Hannah Davies, Lisa Ramsell, Stephanie Maitland, Robyn O Connor, Shelagh Murray, Gwen Pearson, Fenella Humpfreys, Gillian Whitley, Megan Smith, Sarah Nutbrown, Matthew Perry, Dianne Armstrong, Philip Hope, Matt MacDougall, Annabel Lush, David Cole In attendance: James Austin 2. Welcome Dianne welcomed everyone present to this inaugural AGM of the IAC NZ. Thanked Fraser Alexander from Auckland University for making the room available; noted there was coffee available and there will be refreshments at the end of the meeting. She explained that everyone present had equal rights to speak and to participate but only IAC members had voting rights. 3. Apologies Gaynor Larson moved Matt MacDougall seconded That the apologies from Liam Willis, Debra Ashton, Fraser Alexander, Jo Varney, Rosemary Ledingham, Phillipa Green, Katie Martin, Ellen Voller, Clive Pedley and Dennis McKinlay be approved. 4. Minutes Dianne advised that the minutes of the official launch at the FINZ Conference on 8 May 2013 and were presented and approved at the first meeting of the inaugural trustees meeting on 4 th June. A copy was available in the working papers for those attending. Matthew Perry moved Dianne Armstrong seconded Include A Charity AGM Minutes August

2 That the minutes of the launch meeting held on Wednesday 8 th May 2013 as approved by the Trustees be taken as read and confirmed. 5. Report from the interim Board Dianne Armstrong reported on what has happened since the IAC launch at the FINZ Conference. There have been three teleconferences of the trustees There has been one face to face meeting in Auckland The campaign plan and the budget have been completed. The business plan had been agreed to and detailed income and expenditure reports received. They have gone through 4 drafts of the proposed constitution and bylaws and believe they have a workable and effective structure to present at this meeting. They have recruited 30 members and are still aiming to recruit more. They have set up an office inside FINZ with Kirsty Prentice as the IAC administrator /newsletter writer / website administrator and with the FINZ accountant doing the accounts. They have approached Dennis Blank who is the auditor for FINZ and the PFRA to do the IAC audit and offer tax advice (with help from BDO). They have contacted the Trustees Corporations Association and the NZ Law Society and the Ministry of Culture and Heritage. All have expressed support but are not committed to 2013 campaign at this stage. They have resolved not to spend any money that has not been received or committed. This has meant a curtailment in our marketing plans but they are only at the acorn stage of our development. Dianne Armstrong moved Philip Hope seconded That the interim Chair s report on the progress made to date be received and accepted. 6. Approval of the proposed constitution and bylaws Dianne Armstrong refered to the working papers which had the proposed constitution listed in full. Dianne advised that the Bylaws that are approved and administered by the trustees were also listed there as members would need to refer to the Bylaws to understand the constitution. The following key points of the constitution were noted: IAC Members do control the organisation through an elected board of trustees The financial year is the calendar year. Thus this year finishes at 31 December and another AGM will be held in April to coincide, for cost reasons, with the FINZ Conference in Auckland. Only FINZ members can become IAC members and the FINZ president appoints one member to the IAC Board. IAC members elect another 6 board members/trustees Include A Charity AGM Minutes August

3 Copies of both the bylaws and the Constitution have been widely circulated prior to the meeting. After discussion, it was agreed that the full constitution be put to the vote with those present agreeing that if any anomalies appear they can be addressed at the April 1014 AGM. Philip Hope moved Jim Datson seconded That the proposed constitution as circulated and presented at the meeting be approved. Jim Datson moved Matthew Perry seconded That under clause 13.9 of the newly approved constitution the Board s approved bylaws be taken as read and accepted. 7. Election of Trustees Dianne Armstrong advised that in accordance with clause 7.3 of the newly approved constitution there shall be seven trustees, one appointed by the President of FINZ and up to six elected from the floor of the inaugural meeting. She noted in future years it will be by formal written nominations and ballot similar to the FINZ Council elections. Dianne stated that of the four acting Trustees, three are willing to continue if elected. They were Dianne Armstrong, Jim Datson and Philip Hope. The fourth trustee Clive Pedley now the IAC is up and running wishes to retire and the president of FINZ has appointed Lisa Ramsell from NZ Coastguard to be the FINZ representative. Dianne read out the letter from Dennis McKinlay confirming Lisa s appointment. She hoped that the IAC gets a balance of trustees from around the country and that national and regional organisations were represented Dianne stated that a number of expressions of interest for board representation from IAC members have been received and she invited James Austin to call for nominations for the six vacancies. James Austin then called for nominations for the six vacancies which were : Dianne Armstrong (Arthritis New Zealand) Jim Datson (St. John) Philip Hope (Cancer New Zealand) Annabel Lush (Make A Wish) Matt MacDougall (Royal New Zealand Foundation of the Blind) Liam Willis (Auckland City Mission) There being no further nominations James declared the above six duly elected. Include A Charity AGM Minutes August

4 8. Election of officers of the Trust Dianne to advise that the Board will appoint the chair and deputy chair and will also confirm or otherwise the existing administration of the IAC and confirm the auditor Dennis Blank at their first meeting which will be held by telephone conference call next week. 9. Report on the Income and Expenditure for the 2013 year Dianne Armstrong referred to the working papers outlining the budget, the actual amounts received and spent to date and the forecast for the remainder of the year. Dianne invited James as project manager to further elaborate and answer questions. James presented the financial accounts which showed a forecasted income of $115,000 this year and outlined how it was to be spent on the campaign and administration for the remainder of the year. Gaynor Larson moved Jim Datson seconded That the financial report as given by James Austin be received and accepted. 10. Recommend Annual subscriptions for the 2014 year Dianne Armstrong advised that it is too early to be certain but she believed the current levels of subscriptions with additional membership will allow sufficient funds to produce a greater campaign for There are a number of charities that wish to join but it wasn t in their budget for 2013 or they are waiting to see how the IAC performed before joining in Dianne Armstrong moved Philip Hope seconded That the current subscription levels be maintained for 2014 and if it proves necessary to review that figure then a further discussion can be held at the April 2014 AGM. 11. The 2013 campaign report James Austin then explained the planned TV advertisement and schedule and funds permiting a limited newspaper adverting campaign. There will also be free media activity during that week. James report was received by the meeting. 12. Vote of thanks to FINZ Jim Datson moved Annabel Lush seconded Include A Charity AGM Minutes August

5 That this meeting record its appreciation at the considerable work FINZ has put in this year to establish and sponsor the launch of the IAC in New Zealand and thanks FINZ for its continuing association and support. It is acknowledged that without their support this important bequest campaign will not have happened. unanimously 13. Closure Dianne Armstrong stated that the first meeting of the new trustees will be held by teleconference next week (actual date to be advised) where the agenda will be: Appointment of Chair Appointment of Deputy Chair Confirmation of existing administration of IAC Appointment of Auditor Which trustees are elected for one term and which are elected for two Future recruitment of members Campaign launch in September Meeting closed at 4.36pm Confirmed (Chairperson) Date Include A Charity AGM Minutes August