Notice
The Board of Directors of .au Domain Administration Limited (auDA), is pleased to invite you to attend its 2016 Annual General Meeting.
Date: Monday 28 November 2016
Time: 11:00am
Venue: Seminar Room, Level 4, Australian Technology Park, 13 Garden Street, Eveleigh, Sydney
The AGM will be followed by lunch and refreshments with a presentation from Peter Leihn, BD & Commercial Director of Data61, on the National Innovation and Science Agenda.
Purpose
The purpose of this meeting is to:
- Report the activities of auDA
- Elect Directors to the Board of auDA to replace those retiring by rotation.
Agenda for the AGM
- Motion to approve the 2015 AGM minutes.
- Report from the CEO on activities and progress.
- Acceptance of the 2015–2016 audited accounts.
- Appointment of Auditor.
- Fixing of Auditor's Remuneration.
- Special resolution- Clause 18.2(d) Constitution of the Board to increase the number of Independent Directors.
- Resignation from the Board of those Directors retiring by rotation.
- Elections for new Directors to the Board:
a. Supply Class (two Directors) – three nominations received
b. Demand Class (two Directors) – nine nominations received
Ashurst will be present at the AGM to conduct the elections.
9. Other Business.
10. Close of Business.
Candidates Standing for Election
| Candidate | Class | Proposed by | Seconded by |
|---|---|---|---|
| Erhan Karabardak | Supply | Domo Digital Pty Ltd | Mailguard Pty Ltd |
| Angelo Giuffrida | Supply | VentraIP | Domain Syndicates |
| Joe Manariti | Supply | Get Started | Butterfly Internet |
| Timothy Connell | Demand | Chris Burgess | Rodney Seeber |
| Jim Stewart | Demand | Joshua Rowe | Sean Callanan |
| Teresa Mitchell | Demand | Jonathon Lawrence | Luke Grogan |
| Simon Johnson | Demand | Simon Johnson | Big Bang Domains (Brian Lord) |
| Shane Moore | Demand | etrading Pty Ltd (Ned O'Meara) |
Frances O'Meara |
| John Nugent | Demand | John Nugent | Angelo Giuffrida |
| Nicole Murdoch | Demand | David Goldstein | Holly Raiche |
| Christopher Burgess | Demand | Calie Salter | Peter Moon |
| Peter Tonoli | Demand | Peter Tonoli | Leanne O'Donnell |
Agenda Item 6- Special resolution to adjust Clause 18.2(d) of the Constitution
As recommended by the Cameron Ralph report on the governance of auDA which was adopted by the Board of auDA on 10 October 2016, it is proposed to amend clause 18.2(d) of the Constitution to increase the number of Independent Directors permissible on the Board from three to four. This will allow for an expanded mix of skills and diversity on the Board, and improve adherence to good governance principles. The amended clause is below and a marked-up version of the proposed amendment to the Constitution is available here.
18.2 Constitution of the Board
The Board shall comprise:
a. four (4) persons elected by the Supply Class Members;
b. four (4) persons elected by the Demand Class Members;
c. the CEO of auDA as a non-voting member of the board; and
d. not more than three four (3) (4) Independent Directors appointed by the elected Directors, for terms not exceeding two (2) years each.
Voting
You cannot vote at the AGM unless you qualify to vote under clause 16.1 of auDA’s Constitution and your membership fee has been paid.
Proxy
For members who cannot attend the meeting but still wish to vote, a Proxy Form (PDF) with instructions is available. If you have any trouble accessing the proxy form, please email di.parker@auda.org.au.
All qualifying members have the right to appoint a proxy and the proxy does not need to be a member of auDA.
Proxy forms must be received by 5pm AEDST on Thursday 24 November 2016. Late proxy forms will not be accepted. Forms must be emailed to auDA Company Secretary, di.parker@auda.org.au.