Lithgow & District Workmen’s Club Limited

(A Company Limited by Guarantee)

A.B.N. 66 001 068 408

Notice of Annual General Meeting

 

NOTICE IS HEREBY GIVEN that the Annual General Meeting of LITHGOW & DISTRICT WORKMEN’S CLUB LIMITED will be held at the Club, 3-7 Tank Street, Lithgow, NSW, on Monday 26th May 2025 commencing at 7.30pm.

Business

 

1. To confirm the Minutes of the previous Annual General Meeting, held 27th May 2024.

 

1. To receive, consider and adopt the financial report of the Company for the year ended the 31st of December 2024 together with the report of the Directors and Auditors thereon.

 

1. Pursuant to the Registered Clubs Act to pass the following resolution regarding Director’s Benefits as an ordinary resolution:

“The Members hereby approve and agree to the Members of the Board, during the twelve (12) month period preceding the 2025 Annual General Meeting, receiving the following benefits, and the Members further acknowledge that the benefits outlined in sub-paragraphs (a) to (i) are not available to members generally but only those Members who are elected Directors of the Club:

1. A reasonable meal and refreshments to be associated with each Board meeting of the Club.

2. The reasonable cost of the provision of a meal and refreshments for each Duty Director whilst on duty.

3. The provision of blazers and associated apparel for the use of Club Directors when representing the Club.

4. The reasonable cost of Directors and their partners attending an annual dinner at the Club.

5. The reasonable cost of Directors attending the Clubs NSW Annual General Meeting.

6. The reasonable cost of Directors attending seminars, lectures, trade displays and other similar events as may be determined by the Board from time to time.

7. The reasonable cost of Directors attending other registered clubs for the purpose of viewing and assessing their facilities and the method of operation provided such attendances are approved by the Board as being necessary for the benefit of the Club.

8. The reasonable cost of attendance by Directors and their partners at Club shows or Club functions as required, when representing the Club.

9. The reasonable cost of providing Directors with club industry specific training.”

 

1. To consider and if thought fit, pass the special resolutions contained in the accompanying Notice of Special Resolutions.

 

1. To declare the results of the election of the Board.

 

1. To transact any other business of which due notice has been given.

 

1. To take recommendations from the floor for any consideration by the Board.

 

By Order of the Board

 

G.K. WHEELER,

General Manager

31st March 2025

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NOTICE OF SPECIAL RESOLUTIONS

Notice is hereby given that at the Annual General Meeting of Lithgow & District Workmens Club Ltd (‘the Club’) to be held on Monday 26th May 2025 commencing at 7:30pm in the Club’s premises at 3-7 Tank Street Lithgow NSW 2790, members will be asked to consider and if thought fit, pass the following resolutions which are proposed as Special Resolutions:

First Special Resolution

That the Constitution of Lithgow & District Workmens Club Ltd be amended as follows:

• In rule 15(d) delete the words “Life Members” and insert instead the words “Service Life Members”

• Delete existing rule 17 and insert instead the following new rule 17:

17. (a)   Any Club Member or Club Life Member who has rendered long or meritorious service to the Club may be nominated and elected to Service Life membership in accordance with this rule.  Service to the Club may include service as a member of any of the Club’s subsidiary clubs or committees.  A person’s nomination and election to Service Life membership may be posthumous.

(b)  In addition to paragraph (a) a person will only be eligible for nomination or election to Service Life membership if:

(i)   their long or meritorious service excludes any service as an employee of the Club; and

(ii)  they are not a current member of the Board; and

(iii) they have not been found guilty at any time of a charge under rule 38 or disciplinary provision of a previous Constitution of the Club.

(c)  A nomination for Service Life membership must be in writing on a form provided by the Club, have a proposer and seconder, be endorsed by at least another 20 members, and include a summary of the nominee’s service to the Club.  The proposer, seconder and endorsers must be Service Life Members, Club Life Members or Club Members and must not be current members of the Board.

(d)  The nomination for Service Life membership will be submitted to the Board.  If approved, the Board will refer the nomination to a General Meeting.  If the nomination is approved by resolution passed by a two-thirds majority of members present and voting at that General Meeting, the person nominated will be elected as a Service Life Member.

(e)  The Club will display the names of Service Life Members in the main foyer or another prominent position in the Club’s premises.

(f)   Upon the passing of the special resolution to adopt this rule, all Life Members will be deemed to be Service Life Members.

• In rule 18 delete the words “Life membership” and instead insert the words “Service Life membership”

• Delete existing rule 19 and insert instead the following new rule 19:

19. (a)   A Service Life Member will have all the entitlements, rights and privileges of a Club Member.

(b)  A Service Life Member will be exempt from payment of subscriptions and levies.

(c)  Each Service Life Member (or their next of kin if applicable) and Club Life Member will be presented with a distinctive badge, plaque or similar token of appreciation.

• In rule 34(b) delete the words “Life Members” and insert instead the words “Service Life Members”

• In rule 37(a) delete the words “Life Member” and insert instead the words “Service Life Member”.

Explanatory Note to First Special Resolution

If passed, this special resolution will rename the class of Life membership as Service Life membership, and tighten the eligibility requirements and procedure for a person’s nomination and election to Service Life membership.

The purpose of renaming the class of Life membership as Service Life membership is to clearly distinguish Service Life Members from Club Life Members.

The purpose of tightening the eligibility requirements and procedure in new rule 17 is to restrict nominations to those persons who meet the additional service and conduct-related requirements in paragraph (b), and have a minimum level of support as required by paragraph (c) (that is, 20 members in addition to the proposer and seconder).

The members in General Meeting (which the Constitution defines as including an Annual General Meeting) will maintain their existing power to decide whether to elect (by two-thirds majority of those present and voting) a nominee as a Service Life Member.

Paragraph (a) in new rule 17 states that any Club Member or Club Life Member who has rendered long or meritorious service to the Club may be nominated and elected to Service Life membership.  Service to the Club may include service as a member of a subsidiary club or committee.  A person’s nomination and election to Service Life membership may be posthumous.

Paragraph (e) in new rule 17 relates to the display of Service Life Members’ names in the Club’s premises.

New rule 19 is similar to existing rule 19 except for paragraph (c), which refers to a Service Life Member’s “next of kin” and adds the word “plaque”.

The amendments to rules 15(d), 18, 34(b) and 37(a) relate to renaming of Life Members as Service Life Members.

For members’ reference, existing rules 17 and 19 read:

17. (a)  Life membership may be conferred upon any Club Member or Club Life Member who has rendered long or meritorious service to the Club.

(b)  Nominations for Life membership must be in writing and made by two financial members other than Junior Sporting Members.

(c)  The nomination will be submitted to the Board for approval. If approved, the Board will refer the nomination to a General Meeting for approval. If the nomination is approved by a two-thirds majority of members present and voting at that General Meeting, the person nominated will be a Life Member of the Club.

19. (a)  A Life Member will have all the entitlements, rights and privileges of a Club Member.

(b)  Life Members will be exempt from payment of subscriptions and levies.

(c)  Life Members and Club Life members will be presented with a distinctive badge or similar token of appreciation.

Second Special Resolution

That the Constitution of Lithgow & District Workmens Club Ltd be amended as follows:

• In rule 66 delete the words “the quorum required for a meeting of the Board” and insert instead the words “four Directors”.

Explanatory Note to Second Special Resolution

The purpose of this special resolution is to correct an error in existing rule 66.  Rule 66 relates to vacancies on the Board and the minimum number of Directors required to be in office in order for the Board to act without filling the vacancies or calling a General Meeting.

Existing rule 66 fails to set a minimum number of Directors required to be in office because “the quorum required for a meeting of the Board” is defined in rule 57 as a ‘floating’ number, being “a majority of Directors who currently hold office”.  The amendment to rule 66 will fix this error and require the Board to maintain a minimum of four Directors.

Notes to members

Members are welcome to contact the Club’s office, to inspect and receive a copy of the Club’s existing Constitution and review the rules which are proposed to be amended.  The Board recommends both special resolutions to members.

Each special resolution will be passed if a three-quarters majority of members who are present and voting at the Meeting vote in favour of the resolution.  The Registered Clubs Act 1976 prohibits proxy voting.  Members are requested to send any questions in writing regarding the special resolutions to the General Manager at least seven days before the date of the Meeting to enable the Club to provide suitably researched replies.

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Lithgow Workmen’s Club

ELECTION OF OFFICERS 2025

 

 

Nominations are invited from eligible Members who may be desirous of standing for the following positions on the Club’s Board of Directors for the ensuing two (2) Years.

 

President: 1 Required

Vice – President: 2 Required

Director: 4 Required

 

Nominations for the position of President and Vice – President close with the Returning Officer at 4.30pm on Monday 5th of May 2025.

 

Nominations for the position of Director close with the Returning Officer at 4.30pm on Monday the 12th of May 2025

 

The candidate must apply for a DIN (Director Identification Number) and are subject to penalties under the Corporations Act if they are not already the holder of a DIN or have not applied for a DIN.

 

A Board pre – nomination information pack can be obtained from the General Manager.

 

The Ballot for President and Vice – President (if required) will be conducted on Friday the 9th of May and Saturday the 10th of May 2025 between the hours of 1.00pm and 8.00pm and on Sunday the 11th of May 2025 between the hours of 5.00pm and 7.00pm

 

 

The Ballot for Directors (if required) will be conducted on Friday the 16th of May 2025 and Saturday the 17th of May 2025 between the hours of 1.00pm and 8.00pm; and Sunday the 18th of May 2025 between the hours of 5.00pm and 7.00pm.

             

The Annual General Meeting will be held in the Show Room at 7.30pm on Monday the 26th of May 2025.

 

Sonya Teerman                                                                                Geoffrey Wheeler

Returning Officer                                                                             General Manager