Minutes of New Zealand Croatia Cricket Incorporated Annual General Meeting held at the New Zealand Cricket Players Association offices, Mt Eden, Auckland on Friday 16 September 2016
Present: John Arnerich (Treasurer), Anthony Govorko (Secretary), Joseph Yovich (Committee Member), Daniel Marsic (Committee Member), Margot Butcher (Committee Member), John Vujnovich (Committee Member), Frank Vujnovich (Patron), Craig Borich, Leanne Piskulic and James Piskulic.
1.0 Welcome
Treasurer John Arnerich welcomed everyone to the meeting and confirmed there was a quorum present and the meeting met all constitutional requirements to proceed. Joseph Yovich nominated John Arnerich to Chair the AGM which was seconded by Daniel Marsic and motion carried.
Meeting called to order at 6.42pm by Chair John Arnerich. John thanked our Patron Frank Vujnovich for coming along and supporting us.
2.0 Apologies
Apologies were received from Paul Vujnovich, Russell Bennetto, Brad Bennetto, Jason Brajkovic and Grant Jackson. Moved that the Apologies be accepted.
Moved by Margot Butcher
Seconded by John Vujnovich
Vote: 10 in favour
Resolved: Motion carried
3.0 Confirmation of Minutes of the previous Annual General Meeting
No items arising from the minutes of the previous AGM. Moved that the minutes from last year’s AGM be accepted as tabled.
Moved by Joseph Yovich
Seconded by Daniel Marsic
Vote: 10 in favour
Resolved: Motion carried
John Arnerich advised that we needed to Waive Clause 9 in our constitution for the AGM date to be held no later than 31st August each year so we could proceed with holding it on Friday 16th September.
Moved by Frank Vujnovich
Seconded by Margot Butcher
Vote: 10 in favour
Resolved: Motion carried
4.0 Reports
4.1 Committee Report
Secretary Anthony Govorko reported to the members on a governance front that we had a shortage of Office Bearers currently for the committee leading into the AGM which this evening will address this matter with the Election of Officer Bearers and Proposed Rule charges to help streamline our ability to function. None of this has proven fatal in how the incorporated society has been run.
On a cricket perspective the 2015/2016 season was very successful with wins over the Cobham Club (Northland), and Northern Maori (2) a Rained Off result against the Auckland DFA and a loss to NZCPA. Already for the upcoming season we have the Auckland DFA game confirmed for the 1st of December at an Auckland venue to be confirmed and the Northern Maori confirmed for Sunday 12th March in Whangarei with the in coming committee to confirm other fixtures including our regular match against the NZCPA.
We will be working on a 2017 preseason tour to Samoa with initial enquiries made to Samoa Cricket Association.
As Moved that the report be accepted as tabled
Moved by Leanne Piskulic
Seconded by Craig Borich
Vote: 10 in favour
Resolved: Motion carried
4.2 Treasurer's Report
Treasurer John Arnerich read and tabled the Statement of Income & Expenditure and Balance Sheet to 31 March 2016. John commented that the accounts were looking good. Refer to attached document.
Incoming committee to consider this year’s donation/membership fees process for 2016/2017. The Society has been successful in securing grant funding of $1500 from 4winz trust for the purchase of cricket match balls.
Moved that the report be accepted as tabled
Moved by Anthony Govorko
Seconded by Daniel Marsic
Vote: 10 in favour
Resolved: Motion carried
5.0 Election of Officers
John Arnerich informed the members that we have vacancies for the position of President and Secretary; Nominations had been received for both positions as listed below:
President: Anthony Govorko – Nominated by Joseph Yovich – Seconded by John Arnerich
Secretary: Leanne Piskulic – Nominated by Anthony Govorko – Seconded by John Arnerich
No other nominations were received.
John Arnerich then declared that Anthony Govorko and Leanne Piskulic were the new President and Secretary respectively and congratulated them on their new positions.
All the other Officers were declared elected on block:
Patron: Frank Vujnovich
Treasurer: John Arnerich
Executive Committee: John Vujnovich, Margot Butcher, Joseph Yovich, Daniel Marsic
6.0 Proposed Rule Changes
John Arnerich informed the members that as an incorporated Society we have learnt a lot over the past 12-24 months from our initial set-up and constitution. Prior to the AGM, John met with Peter Webb, a senior Solicitor at the companies office to discuss our organisation and our current constitution to better reflect the size of our club and to provide for a more streamlined operating process.
John then read through the proposed Rule Changes which were as follows:
- Rule 6.1 Election of Officers
Proposal: That the number be reduced to Four (4) Committee Members.
Reason: The size of our club is such that together with the Patron, President, Secretary and Treasurer, that Four (4) added Committee Members will fairly represent the composition of our Club Membership.
- Rule 9 Annual General Meeting (“AGM”)
Proposal: That the AGM is not restricted by date and the following wording be inserted:
“The Club shall hold an Annual General Meeting in each year at a date, time and place to be determined by the Management Committee. All other general meetings shall be called Special General Meetings.”
Reason: To allow for flexibility of calling an AGM at a time that works best for NZCC.
- Rule 9.1 AGM.
Proposal: That the words of 9.1 “…audited balance sheet and statement of income and expenditure for the past year” be replaced with: “… a financial report and statement of accounts (including an Income and Expenditure Account and Balance Sheet) at each Annual General Meeting”;
Reason: It is now common place for the financial statements of smaller clubs like NZCC to not have the added expense of an Auditor. In general, auditors were required when there was “cash handling” involved e.g. running of a bar, raffles etc. NZCC do not have such activities with all expenditure requiring two signatures and payment by cheque or transfer through a bank.
- Rule 9.3.2 election of “honorary auditor or auditors”
“The Club shall elect or appoint an accountant to review the annual financial statements of the Club (“The Reviewer”). The Reviewer must be a suitably qualified person, preferably a member of the New Zealand Institute of Chartered Accountants and must not be a member of the Committee or an employee of the Club. The Reviewer may make a report to the Club” at each Annual General Meeting”;
Reason: The Club still needs to have an independent review of its financial statements even though the requirement for an auditor is being voted on to be removed.
- Rule 9.3.3 election of honorary solicitor
Reason: There seems to be no need for such a position. Historically, an honorary solicitor(s) has come from the membership or a club. We do not have any such a member and it saves from the need to “chase one” for the annual election.
- Rule 11.2 members present shall form a quorum
Reason: The current requirement for ten (10) members to be present in person is greater than required for a club of our size, while the need to be present in person can be a challenge for our members who are across New Zealand. It is felt that a smaller quorum does not detract from representing the view of The Club, while being present in a “digital” manner allows for flexibility of attendance.
- New proposed rule 12A “Meetings by audio or audio-visual means”
A meeting of members may be held by a quorum of the members as follows:
(a) being assembled together at the time and place appointed for the meeting; or
(b) participating in the meeting by means of audio, audio and visual, or electronic communication; or
(c) by a combination of both of the methods described in paragraphs (a) and (b).
Reason: NZCC is made up of members across New Zealand. It is not always possible for members to attend meetings in person so providing for “digital” means allows for convenience, greater attendance and flexibility of setting meeting dates. It also means the likelihood of required quorum numbers being met is improved.
John opened the floor up for comments on these. The rules changes need to be voted on in block and approved so they can be incorporated into our existing constitution rules. Upon approval the rules will need to be typed and submitted to the Companies Office.
John Vujnovich commented on how we proceed with the existing Honorary Solicitor we have in Frank Chan and when we need to inform him of this rule change. The other comment made was should we consider keeping him in place.
John then proposed that all the above rule changes except number 5 be passed.
Moved by John Arnerich
Seconded by Joseph Yovich
Vote: 10 in favour
Resolved: Motion carried
Point number 5 will be held over and left for the incoming committee to consider the appropriate process for either retaining or not the position of honorary solicitor. At this point, John Arnerich make the point of offering thanks to the firm of Frank Chan solicitors for their assistance to date.
7.0 Closure
John Arnerich announced that the formal business of the AGM had concluded and asked the floor if there were any other items to discuss. No other items were raised.
After thanking all present for their attendance the Chair declared the meeting closed at 7:11pm.
John Arnerich Anthony Govorko
Chair/Treasurer Secretary