Explanatory memorandum for proposed amendments to the Richmond Football Club Limited Constitution
INTRODUCTION
The directors of the Richmond Football Club Limited (“Club”) recommend that the proposed amendments to the Constitution of the Club as set out below be adopted at the Annual General Meeting to be held on 10 December, 2014.
Generally, the proposed amendments:
• Remove references to the Richmond Cricket Club, Cricket Committee Member, Cricket Member, and Director Responsible for Cricket as a result of the relocation of the Richmond Cricket Club;
• Introduce a clause whereby all VFL / AFL multiple premiership players and single VFL / AFL premiership players who have played a minimum of 100 senior VFL / AFL matches for the Club become eligible for life membership; and
• Clarify the election process for President and Vice President.
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PROPOSED CHANGES
CLAUSE 2.1 DEFINITIONS
Remove the following definitions:
“Cricket Committee Member” means any member appointed in accordance with Clause 11.4 to the Cricket Committee referred to in that Clause.
“Cricket Member” means any person who has been admitted as a Cricket Member in accordance with Clause 3.5.
“Director Responsible for Cricket” means the director referred to in Clause 11.4.3.
“a reference to a Cricket Member” within the definition of “Ordinary Member”.
These terms will be removed wherever appearing in the Constitution.
CLAUSE 3.3 LIFE MEMBERS
Add clauses 3.3.2 (b) and (c) as follows:
(b) a VFL / AFL multiple premiership player for the Club;
(c) single VFL / AFL premiership player who has played a minimum of 100 senior VFL / AFL matches for the Club;”
Because of the addition of (b) and (c) above the subsequent clauses are correspondingly renumbered.
CLAUSE 3.5 CRICKET MEMBER
Clause 3.5 (as set out below) is deleted entirely but the subsequent clauses are not renumbered.
3.5.1 Any person shall be eligible to be a Cricket Member of the Club provided he or she shall comply with the conditions required under Clause 3.5.2.
3.5.2 To apply for Cricket Membership an applicant shall comply with such requirements as determined by the Board from time to time. Notwithstanding anything to the contrary contained in this Clause 3.5 the Board may in its absolute discretion refuse any application for Cricket Membership.
3.5.3 Notwithstanding anything to the contrary contained in Clause 3.5.2 no application for Cricket Membership must be accepted if it appears from the application that, or if in the opinion of the Board, the applicant for membership is a nominee of another person or is acting as trustee for any other person in relation to the application.
3.5.4 Only Cricket Members can:
(a) participate in the cricket activities of the Club; and
(b) appoint members of the Cricket Committee.
3.5.5 Notwithstanding anything to the contrary contained in this Constitution the number of Cricket Members must not exceed twenty per cent of the total number of members of the Club entitled to vote.
CLAUSE 4.2 AMOUNT OF SUBSCRIPTION
Clauses 4.2.2 and 4.2.3 (as set out below) are removed entirely:
4.2.2 The annual subscription of the Club for Cricket Members may in the Board’s absolute discretion differ from the annual subscription for Ordinary Members.
4.2.3 In the event that the Board fails in any year to exercise the discretion referred to in Clause 4.2.2 the annual subscription for Cricket Members in that year shall be identical with the annual subscription for Ordinary Members in that year.
CLAUSE 11 COMMITTEES
Clause 11.4 (as set out below) is deleted entirely:
Cricket Committee
Whilst and so long as the Club conducts cricket activities, the Board shall appoint a Cricket Committee.
The Cricket Committee shall comprise:
(a) the Director Responsible for Cricket; and
(b) two Cricket Members each appointed by a majority of not less than 75% of Cricket Members.
The Cricket Committee shall:
(a) report to the Board on the operation of cricket activities;
(b) subject to the approval of the Board, establish and maintain budgets in respect of the cricket activities of the Club;
(c) submit to the Board candidates for appointment as delegates to the Victorian Cricket Association; and
(d) perform such other functions in relation to the cricket activities of the Club as the Board may determine from time to time.
The Director Responsible for Cricket shall be the director appointed to that role by the Board from time to time.
The Director Responsible for Cricket shall:
(a) be responsible for the cricket activities of the Club; and
(b) be the chairman of the Cricket Committee.
CLAUSE 15 OFFICE BEARERS
Clause 15.2 (as set out immediately below) is deleted entirely:
President
The President shall be an Ordinary Member of the Club and shall be chosen by the Board from amongst the directors at the first Board meeting following the Annual General Meeting of each year if there is a vacancy in the position of President. Any President so elected shall hold office (unless otherwise removed by the Board) for the lesser of:
(a) a period of three years from the date of his or her election as President; or
(b) the remainder of his or her current term as a director.
The President shall (except where a chairman has been appointed pursuant to Clause 6.7) take the chair at all Annual General and Extraordinary General Meetings. In the event of the appointment of a director or directors pursuant to Clause 14.1, such director (or if more than one, a director chosen by the Board) shall during his or her tenure of office take the chair at all Meetings.
is replaced with the following:
President
The President shall be an Ordinary Member and, when elected, shall hold office (unless otherwise removed by the Board) for the lesser of three years from the date of his or her election as President, or for the remainder of his or her current term as a director. If there is a vacancy in the position of President, the President shall be chosen by the Board from amongst the directors at the first Board meeting following such vacancy.
The President shall (except where a chairman has been appointed pursuant to Clause 6.7) take the chair at all Annual General Meetings and at any Extraordinary General Meeting that might be called. In the event of the appointment of a director or directors pursuant to Clause 14.1, such director (or if more than one, a director chosen by the Board) shall during his or her tenure of office take the chair at all Meetings.
Clause 15.3 (as set out immediately below) is deleted entirely:
Vice President
The Vice President shall be an Ordinary Member of the Club and shall be chosen by the Board from amongst the directors at the first Board meeting following the Annual General Meeting of each year. The Vice President shall hold office from year to year but he or she shall be eligible to serve as Vice President in one or more successive or non-successive years as the case may be, if so chosen by the Board.
is replaced with the following:
Vice President
The Vice President shall be an Ordinary Member and shall be chosen by the Board from amongst the directors at the first Board meeting following the Annual General Meeting in each year or in the event of a vacancy in the position of Vice President at the first Board meeting following such vacancy. The Vice President shall hold office from year to year (unless removed from the Board) but he or she shall be eligible to serve as Vice President in one or more successive or non-successive years as the case may be, if so chosen by the Board.
