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Report to General Manager Attachments: 1 ITEM CLS01 REPORTS 20/11/17 NORTH SYDNEY COUNCIL REPORTS Report to General Manager Attachments: 1. May Gibbs Nutcote JPoM 2017-19 2. Nutcote Pty Ltd Constitution 2017 3. Nutcote AGM 24/10/17 4. Nutcote Annual Report and Audited Statements 2016-17 SUBJECT: May Gibbs’ Nutcote Joint Plan of Management 2017-19 and new Constitution AUTHOR: Martin Ellis, Director, Community and Library Services ENDORSED BY: Adrian Panuccio, A/General Manager EXECUTIVE SUMMARY: Council’s policy for aligning the activities of its community facilities with Council’s overall purposes is for the development of Joint Plans of Management (JPoMs). Following public exhibition of its Strategic Plan 2017-19 in September 2017, the Nutcote Trust Board has provided the plan to Council now to be included in the JPoM. Concurrently with this, Council has been guiding the Board in updating the Nutcote Trust Pty Ltd’s 1990 Constitution. The Constitution of Nutcote Trust Pty Ltd (ACN 003 963 148) was approved by the shareholders at the Annual General Meeting on 24 October 2017. FINANCIAL IMPLICATIONS: Nil RECOMMENDATION: 1. THAT the draft May Gibbs’ Nutcote Plan of Management 2017-2019 be placed on Public Exhibition for 28 days. 2. THAT should Council receive substantive submissions a further report be prepared. Should Council receive no substantive submissions it considers the May Gibbs’ Nutcote Plan of Management 2017-2019 as adopted after the period closes. 3. THAT Council notes the Constitution of Nutcote Trust Pty Ltd (ACN 003 963 148) is in force. 4. THAT Council resolves to have the A/General Manager’s share in Nutcote Trust Pty Ltd (ACN 003 963 148) be transferred to North Sydney Council. 5. THAT in the event either or both the General Manager and Director, Community and Library Services are unable to attend general meetings of the Nutcote Trust, the Manager Library Services and the Council Historian be granted delegation to vote on Council’s behalf. Report of Martin Ellis, Director, Community and Library Services Re: May Gibbs’ Nutcote Joint Plan of Management 2017-19 and new Constitution (2) LINK TO COMMUNITY STRATEGIC PLAN The relationship with the Community Strategic Plan is as follows: Direction: 4. Our Social Vitality Outcome: 4.3 Enhanced arts and cultural programs and facilities 4.4 North Sydney's history is preserved and recognized BACKGROUND Community Facilities’ Joint Plans of Management are generally renewed in line with the Centre’s own Strategic Plans, and reported on annually to Council. They form part of the leases Council grants the Community Centre entities. May Gibb’s Nutcote’s lease extends to 30/4/2023 CONSULTATION REQUIREMENTS Community engagement will be undertaken in accordance with Council’s Community Engagement Protocol. SUSTAINABILITY STATEMENT The sustainability implications were considered and reported on during the initiation phase of this project. DETAIL Council’s policy for aligning the activities of its community facilities with Council’s overall purposes is for the development of Joint Plans of Management (JPoMs). These documents include the centres’ own Strategic Plan, developed in conjunction with the community and with Council staff (Community Development, Library Services and Property Services). Following public exhibition of its Strategic Plan 2017-19 in September 2017, the Nutcote Trust Board has provided the plan to Council now to be included in the JPoM. Concurrently with this, Council has been guiding the Board in updating the Nutcote Trust Pty Ltd’s 1990 Constitution. Under the old Constitution the only shares held in the Company were held by (i) Council (as a legal person), and (ii) the then General Manager (in a personal capacity). While this allowed that the share could continue to be held by the General Manager even after leaving Council’s employment, the second share is currently held by the A/General Manager. The new Constitution removes this danger and provides the opportunity for both shares to be held by Council (as a legal person). Council’s voting powers at general meetings of the Trust can then be employed (through proxy or Council resolution) by its delegates, in this case the A/General Manager and the Director, Community and Library Services The Constitution of Nutcote Trust Pty Ltd (ACN 003 963 148) was approved by the shareholders at the Annual General Meeting on 24 October 2017. ATTACHMENT TO CLS01 - 20/11/17 Page 3 ATTACHMENT TO CLS01 - 20/11/17 Page 4 ATTACHMENT TO CLS01 - 20/11/17 Page 5 ATTACHMENT TO CLS01 - 20/11/17 Page 6 ATTACHMENT TO CLS01 - 20/11/17 Page 7 ATTACHMENT TO CLS01 - 20/11/17 Page 8 ATTACHMENT TO CLS01 - 20/11/17 Page 9 ATTACHMENT TO CLS01 - 20/11/17 Page 10 ATTACHMENT TO CLS01 - 20/11/17 Page 11 ATTACHMENT TO CLS01 - 20/11/17 Page 12 ATTACHMENT TO CLS01 - 20/11/17 Page 13 ATTACHMENT TO CLS01 - 20/11/17 Page 14 ATTACHMENT TO CLS01 - 20/11/17 Page 15 ATTACHMENT TO CLS01 - 20/11/17 Page 16 ATTACHMENT TO CLS01 - 20/11/17 Page 17 ATTACHMENT TO CLS01 - 20/11/17 Page 18 ATTACHMENT TO CLS01 - 20/11/17 Page 19 ATTACHMENT TO CLS01 - 20/11/17 Page 20 ATTACHMENT TO CLS01 - 20/11/17 Page 21 ATTACHMENT TO CLS01 - 20/11/17 Page 22 ATTACHMENT TO CLS01 - 20/11/17 Page 23 ATTACHMENT TO CLS01 - 20/11/17 Page 24 ATTACHMENT TO CLS01 - 20/11/17 Page 25 ATTACHMENT TO CLS01 - 20/11/17 Page 26 Constitution of Nutcote Trust Pty Ltd (ACN 003 963 148) Level 16, MLC Centre, 19 Martin Place Sydney NSW 2000 Tel: 61 2 9228 9200 Fax: 61 2 9228 9299 Level 9, 469 La Trobe Street Melbourne VIC 3000 Tel: 61 3 9602 9444 Fax: 61 3 9642 0382 Level 4, 40 Creek Street Brisbane QLD 4000 Tel: 61 7 3004 3500 Fax: 61 7 3004 3599 Unit 2, 37 Canberra Avenue Forrest ACT 2603 Tel: 61 2 6156 4332 Fax: 61 2 9228 9299 ATTACHMENT TO CLS01 - 20/11/17 Page 27 Constitution of Nutcote Trust Pty Ltd Contents 1. Preliminary 1 2. Objects and purpose 4 3. Income and property of Company 5 4. Winding up 6 5. Takeovers provisions in Chapter 6 inapplicable 7 6. Share capital and members 7 7. Transfer of shares 8 8. Maintenance of Register 9 9. Single Shareholder Company 10 10. Circulating resolutions of members 10 11. Meetings of members 11 12. Representation at meetings 13 13. Proceedings at meetings of members 16 14. Voting at meetings of members 19 15. Appointment and removal of directors 22 16. Powers and duties of directors 24 17. Proceedings of directors 25 18. Minutes 27 19. Alternate directors 27 20. Director’s interests 29 21. Secretary 29 22. Seal 30 23. Notices 30 24. Indemnity 31 25. Modification or repeal of this Constitution 32 s3947528_7.DOCX/CC Page i ATTACHMENT TO CLS01 - 20/11/17 Page 28 Constitution Nutcote Trust Pty Ltd (ACN 003 963 148) 1. Preliminary 1.1. ACNC Act and the Act (a) All of the replaceable rules set out in the Act which the Company is entitled to displace, are displaced by the rules set out in this Constitution. (b) Part 1.6 of the Act applies to the Company if it is registered as a charity under the ACNC Act. 1.2. Definitions The following expressions in this Constitution have the meaning below: (a) ACNC Act means the Australian Charities and Not-for-profits Commission Act 2012 (Cth); (b) Act means the Corporations Act 2001 (Cth) or any statutory modification, amendment or re-enactment in force and any reference to any section, part or division is to that provision as so modified, amended or enacted; (c) at any time means at any time or times and from time to time; (d) ATO means the Australian Taxation Office; (e) ATO Endorsed Entity means an entity which is charitable at law and which is endorsed by the ATO as a deductible gift recipient in accordance with Division 30 of the Tax Act; (f) Board means the directors and alternates present at a meeting, duly convened as a Board meeting, at which a quorum is present; (g) common seal means the common seal of the Company and includes any duplicate seal of the Company; (h) Company means the company named at the beginning of this Constitution; (i) Constitution means the rules that comprise the constitution of the Company in force for the time being; s3947528_7.DOCX/CC Page 1 ATTACHMENT TO CLS01 - 20/11/17 Page 29 Constitution of Nutcote Trust Pty Ltd TressCox LAWYERS (j) corporate representative means a natural person appointed by a member which is a body corporate to be that body’s representative to exercise all or any of the powers the body may exercise at meetings of members of the Company; (k) Council means the North Sydney Council; (l) Deductible Contribution means a contribution of money or property as described in item 7 or item 8 of the table in Section 30-15 of the Tax Act; (m) director means a director of the Company and directors means more than one of them; (n) Gift means a gift as described in item 1 or item 2 of the table in Section 30-15 of the Tax Act to the Company; (o) Gift Fund means the fund referred to in rule 3.2; (p) meeting of members or general meeting means a meeting of members duly called and constituted in accordance with this Constitution and any adjourned holding of it; (q) member, shareholder or holder means any person entered in the register as a member for the time being of the Company; (r) member present means a member present at any meeting of members, in person or by proxy or attorney or, in the case of a body corporate, by its corporate representative; (s) objects has the meaning set out in rule 2.1; (t) ordinary resolution means: (i) while the Company is not a Single Shareholder Company, a resolution of a meeting of members where more than one half of the total votes cast on the resolution are in favour of the resolution;
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