Statutory Rules 1993
No. 144 1
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Australian Dried Fruits Board (AGM) Regulations
I, The Governor-General of the Commonwealth of Australia, acting with the advice of the
Federal Executive Council, make the following Regulations under the Australian
Horticultural Corporation Act 1987.
Dated 22 June 1993.
BILL
HAYDEN
Governor-General
By His Excellency’s Command,
R.
KELLY
Minister
for the Environment, Sport
and
Territories for the Minister for
Primary Industries and Energy
____________
Citation
1. These Regulations may be cited as the
Australian Dried Fruits Board (AGM) Regulations.
[NOTE:
These
Regulations commence on gazettal: see Acts Interpretation Act 1901, s. 48.]
Interpretation
2. In these Regulations, unless the contrary
intention appears:
“Act” means the Australian Horticultural Corporation Act
1987;
“ADFB” means the Australian Dried Fruits Board;
“AGM” means an annual general meeting of the ADFB held under
section 115G of the Act;
“Chairperson” means the Chairperson of the ADFB;
“dried fruit” means currants, raisins and sultanas;
“formal poll” means a poll conducted in accordance with
regulation 22 ;
“grower registration number” means the number appearing in
the register in accordance with paragraph 14 (e);
“levy or export charge payer”, in relationto an AGM
to be held in the current financial year, means a person who became liable to
pay levy or export charge in relation to the ADFB during the financial year
immediately preceding the current financial year or during the first 3 months
of the current financial year;
“packer”, in relation to dried fruit, means the owner of the
packing house into which dried fruit is received for packing;
“register” means a register kept by the ADFB under section
115H of the Act;
“special motion” means a motion of no confidence in the ADFB
members or the Chairperson;
“statement of voter details” means a statement made in
accordance with paragraph 8 (2) (a);
“visitor’s admittance card” means a card entitling a person
other than a levy or export charge payer or proxy to attend a general meeting;
“voting card” means a card issued to a registered levy payer
or that payer’s proxy under regulation 20.
Authorised representatives—body corporate
3.(1) If
a body corporate has the right to participate in an AGM, the right may be
exercised by a natural person appointed in writing for the purpose by the body
corporate.
(2) The instrument of appointment must contain:
- (a)
the name of the body corporate; and
- (b)
the name of the authorised person; and
- (c)
the grower registration number of the body
corporate.
(3) The instrument must be sealed with the seal
of the body corporate in accordance with its Articles of Association.
(4) The form of appointment must be given to the
ADFB at least 7 days before the AGM is held.
Packers to provide information to ADFB
4.(1) On
or before 30 November in each year, a packer must prepare and give to the ADFB
the following information:
- (a)
the full name and postal address of the
persons who have, during the financial year immediately preceding the current
financial year or during the first 3 months of the current financial year,
supplied the packer with dried fruit for packing;
- (b)
the grower registration number for each of
those persons;
- (c)
the number of tonnes of dried fruit supplied
by each of those persons in that period.
Penalty: 5 penalty units
(2) The information must be given in a format
approved by the ADFB.
(3)This regulation does not apply in
relation to the first AGM held after the commencement of these Regulations.
Notice to packers
5.(1) On
or before 31 October in each year, the ADFB must give each packer known to the
Board a notice setting out the packer’s obligations under regulation 4 and the
penalty payable if those obligations are not met.
(2) The notice must include details of the format
approved by the ADFB.
(3) A notice given to a packer before the
commencement of these Regulations, containing the matters referred to in
subregulation (1) and (2), is taken to have been given to the packer under this
regulation in relation to the first AGM to be held after the commencement of
these Regulations.
Information to remain confidential
6.A person who receives or has access to
information knowing that it is information that has been provided by packers
under regulation 4, must not use the information except for the purposes of
these Regulations.
Penalty:10 penalty units
Preparation of agenda for AGM
7.(1) The
ADFB must prepare an agenda for the AGM in each financial year.
(2) The Chairperson must determine the procedures
for conducting the meeting.
Notice of AGM
8.(1) The
ADFB must, at least 70 days before the day on which an AGM is to be held, give
each levy or export charge payer written notice of the place, date and time of
the meeting.
(2) The notice must be accompanied by the
following documents:
- (a)
a statement of voter details setting out, to
the best of the ADFB’s knowledge:
- (i)
the full name of the levy or export charge
payer; and
- (ii)
the levy or export charge payer’s postal
address; and
- (iii)
the number of tonnes of dried fruit on which
the levy or export charge payer became liable to pay levy or export charge
during the preceding financial year or the first three months of the current
financial year; and
- (iv)
the voting entitlement of the levy or export
charge payer and the method by which the voting entitlement is calculated; and
- (v)
the levy or export charge payer’s grower
registration number;
- (b)
a copy of a report from the Chairperson
commenting on the activities of the ADFB during the preceding financial year;
- (c)
a copy of the ADFB’s audited financial
statements for the preceding financial year given to the Corporation under
subsection 115f (3) of the
Act; and
- (d)
a statement setting out the procedures for
conducting the meeting.
(3) The notice must state the procedures for
correcting the statement of voter details.
(4) The notice must state that unless the levy or
export charge payer notifies the ADFB of corrections to the statement of voter
details, the details contained in that statement will be entered on the
register.
(5) The notice must state the procedures for
giving the ADFB notice of a proposed motion.
(6)A notice given to a levy or export charge
payer before the commencement of these Regulations, containing the documents
referred to in subregulation (2) , and stating the matters referred to in
subregulations (3), (4) and (5), is regarded as having been given to the levy
or export charge payer under subregulation (1) in relation to the first AGM to
be held after the commencement of these Regulations.
Correcting the statement of voter details
9.(1)If
any of the particulars on the statement of voter details, other than the levy
or export charge payer’s address, are not correct, the levy or export charge
payer may correct the particulars on the statement of voter details and give
the statement and copies of any supporting documentation to the ADFB not later
than 42 days before the date on which the AGM is to be held.
(2) If the levy or export charge payer’s address
stated on the statement of voter details is not correct, the levy or export
charge payer may correct the address on the statement and return the statement
to the ADFB not later than 7 days before the date on which the AGM is to be
held.
Notice of motion by eligible person
10.(1) If
a levy or export charge payer proposes to move a motion at an AGM, he or she
must give notice of this intention to the ADFB at least 42 days before the date
on which the AGM is to be held.
(2) The levy or export charge payer may include
with the notice of the motion:
- (a)
a written statement of no more than 300
words; and
- (b)
the
names, addresses and signatures of at least 10 other levy or export charge
payers who support the motion.
(3)No motion is binding on the ADFB unless
notice of the motion is given to the ADFB in accordance with this regulation.
Further notices
11. (1) At
least 21 days before the day on which the AGM is to be held, the ADFB must send
to each levy or export charge payer:
- (a)
a notice setting out each motion of which the
ADFB has been given notice; and
- (b)
a form of appointment for a proxy approved
under subregulation 18 (2); and
- (c)
a copy of the proposed agenda of the meeting;
and
- (d)
an invitation to apply for a visitor’s
admittance card.
(2) The ADFB is not required to include details
of a motion in a notice unless the motion is supported by at least 10 levy or
export charge payers in addition to the levy or export charge payer who gave
notice of the motion.
Manner in which register is to be maintained
12. For the purposes of section 115h (1), the register must be
maintained in a written or electronic form.
Application to be placed on the register
13.For the purposes of the first AGM held
after the commencement of these regulations, all levy and export charge payers
are taken to have applied to be placed on the register.
What particulars are to be entered in the register?
14. For the purposes of subsection 115h (2) of the Act, the particulars to
be entered in the register by the Board in relation to a levy or export charge
payer who has applied to be registered are:
- (a)
the full name of the levy or export charge
payer; and
- (b)
the levy or export charge payer’s postal
address; and
- (c)
the number of tonnes of dried fruit on which
the levy or export charge payer became liable to pay levy or export charge
during the preceding financial year or the first three months of the current
financial year; and
- (d)
the voting entitlement of the levy or export
charge payer and the method by which the voting entitlement is calculated; and
- (e)
a number distinguishing that levy or export
charge payer from all others.
Notification of entry on register
15. The ADFB must notify a person that his or her
name has been entered on the register at least 7 days before the date on which
the AGM is to be held.
Correcting the register
16.(1)The
ADFB may correct the register if it is satisfied that there is a mistake on the
register.
(2) If the ADFB receives notice of an error on
the register, other than an incorrect address, and the notice is received less
than 42 days before a general meeting, the ADFB is not obliged to correct the
register before the meeting.
(3) If the ADFB receives notice of an incorrect
address and the notice is received less than 7 days before a general meeting,
the ADFB is not obliged to correct the register before the meeting.
Notification of refusal to register person, alter particulars or remove
registration
17.(1)This
regulation applies to a decision by the ADFB:
- (a)
not to register a person; or
- (b)
not to alter any particular (other than an
address) on the register at the request of a person; or
- (c)
not to remove a person’s name from the
register.
(2) The ADFB must, not later than 28 days after
the date the decision is made, give the person notice in writing stating:
- (a)
the decision; and
- (b)
the reasons for the decision; and
- (c)
that any person whose interests are affected
by the decision may, subject to the Administrative Appeals Tribunal Act
1975, apply to the Administrative Appeals Tribunal for review of the
decision.
(3) Any person whose interests are affected by a
decision of the ADFB listed in subregulation (1), may apply to the
Administrative Appeals Tribunal for a review of the decision .
Voting entitlement
18. For the purposes of paragraph 115P (e) of the Act, a registered levy
payer is entitled to 1 vote for each tonne or part of a tonne of dried fruit on
which levy was paid during the financial year immediately preceding the current
financial year or the first three months of the current financial year.
.Appointment of
proxies
19.(1) A
registered levy payer may appoint a person who is at least 18 years old as his
or her proxy in relation to an AGM.
(2) An appointment must be made in accordance
with a form approved by the Chairperson.
(3) A proxy form must be signed by the registered
levy payer and contain the following information:
- (a)
the name of the registered levy payer
appointing the proxy;
- (b)
the address of the registered levy payer;
- (c)
the grower registration number of the
registered levy payer;
- (d)
the name of the proxy;
- (e)
the address of the proxy.
(4) The registered levy payer:
- (a)
may appoint a person as his or her proxy only
by completing and signing a proxy form; and
- (b)
may, in the form, direct the proxy how to
vote on a matter referred to in an item in the agenda for the AGM; and
- (c)
must give the form to the ADFB at least 7
days before the meeting is held.
(5)The form may be given to the ADFB by
ordinary pre-paid post or by facsimile transmission.
(6)A proxy may, subject to subregulation
(8), vote on all matters arising at a general meeting.
(7) If no proxy is named in a signed proxy form
the Chairperson is the proxy.
(8)The form may direct, in relation to any
motion:
- (a)
that the proxy may vote only on motions that
are specified in the form; or
- (b)
that the proxy must, on a particular motion,
vote in the way set out in the form;
and the proxy must vote in accordance with the relevant direction.
(9) If the form does not direct the proxy how to
vote on a motion, the proxy may exercise the proxy as he or she thinks fit in
relation to the motion.
(10) If a motion of which notice has been given by
the ADFB under regulation 11 is changed at the meeting the proxy may exercise
the proxy as he or she thinks fit in relation to the motion.
(11) A registered levy payer may appoint no more
than 2 proxies, but must nominate the proportion of the payer’s vote
entitlement to be exercised by each proxy.
(12)Subject to any directions to the contrary
in the proxy form, a proxy may vote as he or she thinks fit on motions of which
notice has not been given by the ADFB under regulation 11.
(13)A proxy has the same right as the giver
of the proxy to speak at a meeting.
Voter’s card
20. The ADFB must give each registered levy payer
who attends the AGM, either in person or by proxy, a card indicating:
Method of casting votes
21.(1) A
motion put to the vote at an AGM may, in the first instance, be decided by a
show of hands of persons voting at the AGM, in person or by proxy.
(2) A registered levy payer may ask for a formal
poll on a motion at any time before the results of a vote by a show of hands on
the motion is declared.
(3) A formal poll need not be conducted unless
the request is supported by:
(whichever is the lesser) present and voting in person or by proxy.
Formal poll
22.If a formal poll is taken on a motion,
then each registered levy payer at the meeting, and each proxy with the
authority to vote on that motion for a registered levy payer who is not at the
meeting, must present the voter’s card and indicate his or her vote to any
person appointed by the Chairperson to count the votes.
Voting on motions put to AGM
23.(1) Any
motion, other than a special motion, moved at an AGM is passed if it is passed
by a majority of the votes cast by the registered levy payers voting at the
AGM, in person or by proxy.
(2) A special motion is only passed if it is passed by a majority of
at least two thirds of the votes cast by the registered levy payers voting at
the AGM, in person or by proxy.
Adjournment
24.An AGM may be adjourned from time to time
and place to place by motion passed at the AGM.
____________________________________________________________
NOTE
1. Notified in the Commonwealth
of Australia Gazette on 23 June 1993.