SUMMARY OF MEMBER FEEDBACK The proposed new reflects the principles outlined in a special resolution for reform at the 2017 annual general meeting. Since then we have continued to develop the proposed reforms, building on independent expert advice and extensive ongoing member research and feedback to ensure we re heading in the right direction. Members shared their views on the new constitution and legal structure throughout March and April, with 10 member forums across South Australia (including one live streamed for all members) allowing members to ask questions, and to discuss the reform. We also created an online feedback tool, ensuring that all members have been provided with an opportunity to contribute to the reforms being proposed. It s important that members have a constitution that they re happy with, which is why we ve listened closely and thought in detail about each piece of feedback received through the member forums and online feedback tool. As expected with approximately 23,000 eligible voting members, a range of diverse views have been provided. We really want to get this right - so in preparing the version of the draft new to be voted on at the Special General Meeting, we ve made a number of adjustments and revisions based on the feedback members have shared throughout the last 8 months. EXTERNAL RESEARCH To make sure we were heading in the right direction from the start - SACA commissioned a reputable, third party firm to undertake large-scale, statistically relevant member research. The feedback received in this research formed the basis of the draft new SACA that was released for consultation on 7 March 2018. The survey respondents were selected at random from a database of SACA members eligible to vote at the upcoming Special General Meeting and were broadly representative of the SACA membership demographic. The research was comprised of telephone and online surveys, in addition to six focus groups. After receiving the strongest member support in the external research, the following key reforms were included in the draft new constitution released on 7 th March: Introducing tenure limits on SACA board members, to promote board renewal; Establishing a Nominations, comprising at least one independent person, to give recommendations to SACA Members on the skills and experience of SACA Board nominees;
Creating a national legal structure, moving SACA from an incorporated association recognised only in South Australia to a nationally recognised not-for-profit organisation, being a company limited by guarantee. The following reforms were identified as being supported overall by members, but to a lower extent. Noting the 75% special majority required at the upcoming Special General Meeting, they were not included in the draft new released on 7 March: A proposal to allow the SACA Board to independently appoint 1-2 directors (who may not be SACA Members) in order to add specific skill sets to the Board; A proposal to allow the Nominations to extend the tenure of a specific Board member if their expertise was needed for a specific purpose; and A proposal to further reduce the size of the SACA Board to a maximum of 9 Board members. Ultimately, the draft new reflects the value members hold for SACA as a membership-based association, and a strongly held belief that members should continue having the ultimate say on everyone who is elected to the Board and the extent of their tenure. FEEDBACK RECEIVED THROUGH SURVEYS, ONLINE AND MEMBER FORUMS Numerically compared to the Member feedback received prior to 7 March 2018 (including through external research), limited feedback has been received from Members through Member Forums and the online feedback tool on the yoursaca.com.au website. The proposed key reforms (set out on page 4 and 5 of the document entitled SACA s Big Vote securing a brighter future for Cricket in South Australia ) were broadly supported through the online feedback tool. Pleasingly Member feedback was focused on key areas that are either directly included in, or are the core intention of, the proposed key reforms. Feedback received through Member Forums was broadly focused on the importance of: all SACA Full and Country Members being able to stand for election to the SACA Board and SACA Members having the final say on Board elections; transparency in the appointment and operation of the Nominations ; identifying Board candidates from the SACA Membership who have a high level of skills, knowledge and experience;
transparency in how votes in Board elections will be counted; transparency in the selection and appointment of casual vacancies; SACA members being able to continue to access notices of any general meeting of members, including through newspaper advertisements; SACA Board Members appropriately managing conflicts of interest; the Spirit of Cricket being recognised in the pursuit of SACA s purpose of promoting, developing and encouraging the game of cricket in South Australia; the interests of all stakeholders in South Australia being considered by SACA in pursuing its purpose, including Community Clubs and Premier Cricket Clubs; SACA Patrons and Vice Patrons being high profile appointees who promote SACA and cricket generally; and SACA providing information in relation to the proposed new in plain English language, so as not to lose Members attention. SUMMARY OF CHANGES MADE TO DRAFT NEW CONSTITUTION RELEASED ON 7 MARCH 2018 Set out below is a table summarising the substantive changes in the draft new to be voted on by SACA Members on 7 June 2018 from the version of the draft new that was released to Members for consultation on 7 March 2018. The changes have been made in response to feedback received from Members during that consultation period. Additional transitional provisions have also been included to assist in facilitating the transition for SACA from an incorporated association to a company limited by guarantee. # Topic 7 March 2018 Member Consultation Proposed Final Draft New 1. Spirit of Cricket N/a The proposed final draft new states at that start of the document that SACA is committed to Before 1
Proposed Final Draft New promoting and upholding the spirit of the game of cricket. 2. Honorary Members Honorary Members were listed as a class of Membership. 3.1(e) This class is now redundant (it is no longer used by SACA and there are no Members in that class). 3.1 That class will be removed (but all other existing classes, including Honorary Life Members, Honorary Services Rendered Members and Tenured Members will be retained). 3. Advertising General Meetings and Board elections The requirement to advertise calls for nomination for election to the Board and General Meetings in the newspaper had been removed. 7.3 11.3(c) The requirement to advertise calls for nomination for election to the Board and General Meetings in the newspaper would remain. However, Voting Members would be provided with the ability to resolve that SACA need no longer publish such advertisements to reflect that as technology changes members may decide that they no longer require these matters to be advertised in this way. 7.3(c) & 11.3(c) (ii) 4. Election of Member Elected Directors The existing and the draft new do not expressly state which candidates in a Board election will be elected. 11.4 The proposed final draft new clarifies that the candidates with the highest number of votes will be elected. This process, which is currently followed under the existing SACA, is sometimes referred to as a first past the post system. 11.4(f) 5. Premier Cricket Delegate Director alternate The Premier Cricket is able to appoint an alternate for the Premier Cricket Delegate Director by providing 11.12 The notification deadline has been extended to 30 September to recognise that the Premier Cricket may meet to appoint the delegate at any time in September. 11.12
Proposed Final Draft New notice to the Chief Executive by no later than 10 September in the year of appointment. 6. Nominations recommendations /guidance The Nominations was empowered to provide recommendations to the SACA Board and SACA Members about filling vacancies and the election of Directors to the SACA Board. If the Nominations provided any such recommendations on elections, they were to be provided to Voting Members with Board election materials. 13.5(h) 11.4(b) The Nominations s power to provide recommendations has been changed to a power to provide guidance to the SACA Board and SACA Members about filling vacancies and the election of Directors to the SACA Board. This change is intended to make it clear that any guidance provided by the Nominations would be non-binding. Any Full or Country Member who wanted to seek election would be able to have their name on a ballot, and the final decision on the composition of the Board would always be made by SACA Members through open elections. 13.5(i) 11.4(b) If the Nominations provides any guidance on elections (which it is permitted, but not required to do), that guidance is to be provided to Voting Members with Board election materials. In response to a suggestion given at a Member Forum, to assist the Nomination s function, SACA also proposes to include in the Nominations Charter that SACA will create and maintain a register of skills and experience of SACA Members who are interested in serving on the SACA Board and/or SACA Board committees.
Proposed Final Draft New 7. Nominations composition A majority of positions on the Nominations were to be held by Directors. 13.5(b) (ii) The proposed final draft new requires only that at least one Director must sit on the Nominations. Accordingly, it is possible that the could be comprised of a majority of Independent Members. 13.5(b) (ii) To provide more transparency around the function of the Nominations, SACA proposes to include in the Nominations Charter that SACA must call for expressions of interest from SACA Members before appointing the independent Nominations chair. 8. Term of office for Nominations Independent Members The draft new did not impose a limit on the term of appointment for an Independent Member on the Nominations 13.5 Independent Members are appointed for a term of three years. 13.5(c) 9. Transitional Provisions relating to 2018 AGM The draft new did not contain transitional provisions relating to existing Members entitlements to: receive notices of and vote at the 2018 AGM; receive calls for nomination for or vote on the 2018 Board elections; or nominate for and stand for election in the 2018 Board elections. Schedule These matters have now been clarified in the Transitional Provisions. An additional provision has been included to clarify that the Board may have regard to a person s conduct while a member of the existing SACA association or between the transfer date and when they become a member of the CLBG in applications for membership or proceedings involving the person. Schedule paras 5-8 para 9
Proposed Final Draft New A further additional provision has been included to enable the Board to make By-Laws relating to the administration or enjoyment of the rights attaching to membership of the Association during the transitional period (expected to be from 30 June 2018 to 1 September 2018). This is to provide the Board with flexibility for dealing with unforeseen issues that may arise during that period with respect to the enjoyment of existing Members rights. para 10