Admin Posted April 5, 2016 Share Posted April 5, 2016 I have always said that in my opinion the board should be made up of a mix of subject matter experts and member elected representatives. So a board of say 9 would have 4 specialist elected by the greater membership to board posts of say finance, operations, marketing and ??? plus 1 representative from Vic, NSW/ACT, Qld, SA/NT and WA or in the case of a 7 member board, 3 specialists and 4 representatives. Each representative is supported by non board member regional reps making a team of a board member plus a couple of regional reps who link up electronically each month. I believe we must maintain OUR ASSOCIATION, emphasis on ASSOCIATION, rather than a corporate business. The above I believe is a good compromise having the best of both worlds that will benefit RAAus and its members. Shite, I just realised I haven't renewed my membership...must do that this morning if I am lucky enough that they will accept my renewal without me having to get on my hands and knees begging them because of some misconstrued idea of me bringing the RAAus into disrepute because I strongly believe in and are passionate about OUR ORGANISATION UPDATE...just renewed my membership over the phone...phew 2 3 1 Link to comment Share on other sites More sharing options...
TK58 Posted April 5, 2016 Share Posted April 5, 2016 I keep getting the feeling that you lot think that you, yourselves, are collectively incompetent. Not sure why you would think that. The current board is the most capable we've had for a number of years, but that's by luck rather than design. What we're trying to do now is put in place a system to take the luck element out and ensure that future boards will always have teh required capabilities. Of course the performance and capability of individuals varies - it's rare indeed to find someone who is strong in all the areas a board needs, which is why boards are made up of several individuals. The proposition that the entire board should step down suggests you don't see any value in maintaining stability and continuity in the leadership of the organisation. Such a view is misguided. There is absolutely a need for stability and continuity on the Board. Gradual turnover of the board, as proposed in the new Constitution, addresses that need whilst still delivering renewal over time. The members have already populated the board with people to lead RAA forward. That's what the current board is - 13 people elected by the members to lead the organisation. Apart from compeltely undermining any possibiity of an orderly transition, how would what you've suggested be any different from what the current board has been doing? Link to comment Share on other sites More sharing options...
kasper Posted April 5, 2016 Share Posted April 5, 2016 That is without a doubt the silliest thing I've heard anyone say in this whole debate. RAAus is a member services organisation with a multi-million dollar turnover and significant qausi-regulatory responsibilities. To suggest that the group responsible for strategy, policy and governance of that organisation doesn't need "basic business skills" displays an almost incomprehensible level of ignorance of both the responsibilities of directors and the requirements of the organisation.Sorry Kasper but I can't take you seriously anymore. Sorry - what I intended is that the need for basic business skills for operational delivery should not be required in the board. My issue is that the initial draft and the current redraft both talk about calling for directors with particular skills and the materials describing that intent have focused on the need for business skills. My issue is that if we are employing a professional CEO, a professional Tech Manager and a professional Ops Manager and a professional safety officer and we are using a professional editor for our magazine. I am not seeing the particular need for key skills in operational areas that are not already likely to be inherent in many if not all of the members who put themselves forward for election to the board. And if we do need these operational skills to actually manage the employees thats a different issue of having the wrong employees. I see the board of this proposed company as being the policy and direction setting body in relation to the sphere of recreational flying ... how and what our aims and goals are, what our stance is in relation to the future directions and changes we would like to see in the regulation of the pastime called recreational flying. The skills needed for this are not business skills and I hold to my earlier comment that I would be just as happy with a road sweeper who went no further than year 10 as a multi degree holding manager of a company in the city ... what I am interested in before voting is what do they think the future should be, what are the current and upcoming issues faced by RAAus and the pastime of rec flying, how passionate are they for the flying. 2 Link to comment Share on other sites More sharing options...
TK58 Posted April 5, 2016 Share Posted April 5, 2016 Sorry - what I intended is that the need for basic business skills for operational delivery should not be required in the board. Agree completely. We DO NOT want the Board getting hands on in the business - we've seen how that turns out. But directors do need to have a sound understanding of the functions that are performed by the business and how an organisation should operate - how else can they effectively oversee the CEO and the senior managers? That doesn't mean all directors need to have years of university and multiple degrees. A post-graduate education doesn't guarantee someone will be an effective director, although it does increase the likelihood. Similarly, a lack of education doesn't mean someone won't be an effective director. But all directors do need to have acquired the necessary skills in some manner, and the corporations law doesn't distunguish between those with and those without any particular training or qualification when it comes to assigning liability in the event of problems. All directors are equally and individually liable if things turn bad. Vision for the future is important, but it's not sufficient. Like it or not, RAAus is a business - a not for profit business that exists for the purpose of furthering the members' interest in flying for fun. Sound business management at all levels of the organisation is necessary to ensure long term viability of the enterprise, and that means having people who know what they're doing - including at director level. 4 Link to comment Share on other sites More sharing options...
cooperplace Posted April 6, 2016 Share Posted April 6, 2016 The arguments for changing the form of incorporation are basically that there is administrative duplication in the current (incorporated association) approach and, since the Constitution needed a complete rewrite in any case (to address multiple issues - size of the board, disciplinary process, increased flexibility in a number of areas, etc.), it was decided to seek legal advice on the most appropriate form of incorporation as part of the exercise. That advice was that a company limited by guarantee is a better fit for the nature of RAAus' activities. the argument around administrative duplication sounds reasonable. That legal advice suggested it isn't reassuring. It's nice to know the reasons behind the legal advice. Link to comment Share on other sites More sharing options...
DonRamsay Posted April 9, 2016 Share Posted April 9, 2016 Hi Don,I've just successfully worked through the process of constitution reform for another body, a national professional society, of which I'm secretary. I quite like the Associations Incorporation Reform Act 2012, which is Victorian legislation. The location of the office is immaterial: you can incorporate in Vic and have an office somewhere else. I agree that the ACT regulator is useless. The process of moving incorporation from one state to another is simple and I could advise on it. I'm aware of the alternative models for incorporation, such as a limited liability company, but I have no experience with these. Like the Victorian Act, the NSW version of Incorporated Associations is also better than the ACT legislation and would be easy to relocate to NSW (Queanbeyan). However, after much consultation we arrived at the Company limited by guarantee as the best form of incorporation for a national body like RAAus. In a post above you mention that there will be expert legal scrutiny of the final draft so that it will be a valid, robust document. I have 3 comments on this:1. I hope you have a trustworthy, competent lawyer who specializes in this stuff, because just getting legal advice guarantees v little, in my experience, apart from large bills; 2. There is no substitute for many pairs of careful eyes scrutinizing the draft, and 3. whatever constitution is voted in, treat it as a step in an evolutionary process. It may need further work in the future and this should not be seen as a criticism of the people currently working on the reform process. In assembling the draft we've had considerable assistance from a very senior aviation lawyer and it is his recommendations, like yours, that we have a Corporations Law specialist lawyer do a close check of the final draft. I agree it is not hard to find an incompetent lawyer. In my inexpert view RAAus had such a firm on retainer for some years. As you may know I got pretty familiar with the Special Resolution process over the last few years, forcing through changes to the old Constitution to get more power to the members and tighten the control of the Board. In the end, in some things, I went too far. A good example was forcing the Board to hold a second General Meeting each year. That was good but, not trusting the then Board, I went a bit too far and dictated to that it had to be held at NATFLY, commencing at 11 a.m. on the Saturday. I later put a further amendment giving timing of the meeting to the Board. Just as well as we haven't done NATFLY for a couple of years. Link to comment Share on other sites More sharing options...
shags_j Posted April 9, 2016 Author Share Posted April 9, 2016 However, after much consultation we arrived at the Company limited by guarantee as the best form of incorporation for a national body like RAAus. Hi Don Sorry i may have missed this elsewhere but what are the main specific reasons that coy better than incorporating on another state? That may make it easier to sell if we had that specific information instead of vaguaries like "it will be easier to manage" 1 1 Link to comment Share on other sites More sharing options...
Keith Page Posted April 10, 2016 Share Posted April 10, 2016 re. Kasper's post. 103.. You are on to it the board members are to be visionary. We are not in a place to have engineered learning/thoughts/views because they are normally someone else's. We need a fresh direction which is formulated ones person vision and thoughts. KP Link to comment Share on other sites More sharing options...
DonRamsay Posted April 11, 2016 Share Posted April 11, 2016 re. Kasper's post. 103..You are on to it the board members are to be visionary. We are not in a place to have engineered learning/thoughts/views because they are normally someone else's. We need a fresh direction which is formulated ones person vision and thoughts. KP Sorry KP, it's probably just me being thick but I didn't understand a single word of that. Anyone assist me? Link to comment Share on other sites More sharing options...
DonRamsay Posted April 11, 2016 Share Posted April 11, 2016 Hi DonSorry i may have missed this elsewhere but what are the main specific reasons that coy better than incorporating on another state? . . . Shags, The incorporated association model served us very poorly during the troubles that lead to the members calling of the extraordinary General Meeting in 2013. Under that model, there is insufficient supervision of Directors by, in the case of the ACT, the Office of Registry Services. Despite numerous formal complaints about the ultra vires activities of the then Board and the failure of the then Board to even do Budgets or provide meaningful financial statements to the Members. the ORS chose to do zip. They were happy to suggest that we fix the problem ourselves via the ballot box. ASIC were not interested even though we were a registered body because they had bigger fish to fry and they were happy to leave "incorporate clubs" to the ORS. I can't see ASIC putting up with that sort of nonsense from a company that they have exclusive responsibility to supervise. The big plus for the members of having RAAus supervised by ASIC is the unlikelihood that a Director would coast along and not make themselves fully aware of matters of the Company or deliberately breach the Constitution thinking they could get away with it as happened under the incorporated associations model. Members should be very pleased with the higher level of supervision imposed on directors a company and the severe (uninsurable) penalties that can be applied to a director who breaches their fiduciary duty, who does not at all times act with good faith and in the best interest of all members or fails to properly manage the affairs of the Company. There is a saving cost and administration because RAAus currently has to supply info to both ASIC and the ORS - in different formats. Moving incorporation to another state, especially to NSW (Queanbeyan) would have been fairly easy but would not have avoided the double reporting nor increased the pressure on directors to be on the ball and provide exemplary good governance. And yes, you may have missed this in earlier posts but worth repeating. 1 Link to comment Share on other sites More sharing options...
shags_j Posted April 11, 2016 Author Share Posted April 11, 2016 Great thanx Don. Link to comment Share on other sites More sharing options...
cooperplace Posted April 11, 2016 Share Posted April 11, 2016 Shags,The incorporated association model served us very poorly during the troubles that lead to the members calling of the extraordinary General Meeting in 2013. Under that model, there is insufficient supervision of Directors by, in the case of the ACT, the Office of Registry Services. Despite numerous formal complaints about the ultra vires activities of the then Board and the failure of the then Board to even do Budgets or provide meaningful financial statements to the Members. the ORS chose to do zip. They were happy to suggest that we fix the problem ourselves via the ballot box. ASIC were not interested even though we were a registered body because they had bigger fish to fry and they were happy to leave "incorporate clubs" to the ORS. I can't see ASIC putting up with that sort of nonsense from a company that they have exclusive responsibility to supervise. The big plus for the members of having RAAus supervised by ASIC is the unlikelihood that a Director would coast along and not make themselves fully aware of matters of the Company or deliberately breach the Constitution thinking they could get away with it as happened under the incorporated associations model. Members should be very pleased with the higher level of supervision imposed on directors a company and the severe (uninsurable) penalties that can be applied to a director who breaches their fiduciary duty, who does not at all times act with good faith and in the best interest of all members or fails to properly manage the affairs of the Company. There is a saving cost and administration because RAAus currently has to supply info to both ASIC and the ORS - in different formats. Moving incorporation to another state, especially to NSW (Queanbeyan) would have been fairly easy but would not have avoided the double reporting nor increased the pressure on directors to be on the ball and provide exemplary good governance. And yes, you may have missed this in earlier posts but worth repeating. hi Don, excellent, thanks, all makes sense. 1 Link to comment Share on other sites More sharing options...
Yenn Posted April 20, 2016 Share Posted April 20, 2016 Don. What you say makes sense, but as I see it the draft constitution is a real mess and a lot of what should be in the constitution is in the members charter. I have been apalled by the way it is written and then I had a brilliant idea. Look at the existing constitution. Now I have done that and the draft seems to be even worse. We would be better served if the new constitution was just a re write of the old one. Amended as necessary. Have a look yourselves and see if you agree with me. As it stands we would be mad voting yes. Link to comment Share on other sites More sharing options...
shags_j Posted April 20, 2016 Author Share Posted April 20, 2016 I disagree. The old constitution in regards to members rights are worse 2 1 Link to comment Share on other sites More sharing options...
Guest Andys@coffs Posted April 20, 2016 Share Posted April 20, 2016 I have always said that in my opinion the board should be made up of a mix of subject matter experts and member elected representatives. So a board of say 9 would have 4 specialist elected by the greater membership to board posts of say finance, operations, marketing and ??? plus 1 representative from Vic, NSW/ACT, Qld, SA/NT and WA or in the case of a 7 member board, 3 specialists and 4 representatives. Each representative is supported by non board member regional reps making a team of a board member plus a couple of regional reps who link up electronically each month.I believe we must maintain OUR ASSOCIATION, emphasis on ASSOCIATION, rather than a corporate business. The above I believe is a good compromise having the best of both worlds that will benefit RAAus and its members. Shite, I just realised I haven't renewed my membership...must do that this morning if I am lucky enough that they will accept my renewal without me having to get on my hands and knees begging them because of some misconstrued idea of me bringing the RAAus into disrepute because I strongly believe in and are passionate about OUR ORGANISATION UPDATE...just renewed my membership over the phone...phew And the interesting thing here is that while your experience relating to the recent renewal was a good one this time around and was, as I recall all too well, horrendous the time you speak of, the reality is that the underlying constitution and the body for enforcing Committee of Management adherence to the constitution in the ACT being ORS is today exactly the same........ I would never be happy no matter who the current board are with ORS continuing to hold the enforcement role of our organisation. Unless something changes then the reality that the board of the time under the current scenario can exist and do as they please, using your member money to fight you the member wanting better knowing that no one will ever hold up their excesses, or failures to the light of day is unacceptable to me. I believe a move to a Company Limited by Guarantee does nothing to damage the fact that we are a group of likeminded folk bound by the need for RAAus as a result of a CASA'ism, while at the same time moving enforcement and oversight to a body that isn't set up as ORS is to meet a tiny territory's legislative need I very much want to be in a situation as a member that I can call my directors to account for failure to comply with the constitution and or the underlying Company legislation which in the end is there to ensure that we as shareholders aren't duded! The requirement for an EGM last time around, which cost me personally thousands of $, would have been completely not required if I was simply able to show the regulator the failures that had occurred. The investigation and enforcement actions that followed wouldn't have had to cost the organisation as a whole the probable $100k to $200k that the last one did as consolidated member expenses, let alone the organisations expenses as well which would likely have been $50k or more...I cant remember exactly but it was disclosed next GM and it wasn't insignificant! MY point is that today by a bunch of concerned members machinations you have a board that believes the constitution is a B/W line and not something to be considered as "rough guiding principles when it suits" (ie the disrepute clause!!) but unless we change our incorporation there is nothing to say we wont rinse and repeat and find ourselves where we were again.... Link to comment Share on other sites More sharing options...
frank marriott Posted April 20, 2016 Share Posted April 20, 2016 "but unless we change our incorporation there is nothing to say we wont rinse and repeat and find ourselves where we were again...." Or with a 4 member majority board, the possibilities are endless. Careful consideration of what "you" want (ie. the individual member) and vote accordingly. Too late after to say that is not what I wanted. With such a major change, careful consideration is warranted and then express your opinion by voting according to "your" belief. Many changes proposed on a straight Yes/No vote. Link to comment Share on other sites More sharing options...
Guest Andys@coffs Posted April 20, 2016 Share Posted April 20, 2016 Frank Under our current constitution the Exec, a group of 3 can make decisions which stand until the next scheduled Board meeting........ So if anything, to me that has been strengthened when the board is a group of 7 or the same if less than that so worry's over "endless opportunities" are exactly the same......except that the same can be the same under ASIC where you have a chance of getting inappropriate behaviour looked at and sactioned if wrong, or the same under ORS where we know from experience that the likelihood of investigation is zero, zip, nilch and F%All..... (pick any 3 of those that grab your fancy...if you want the 4th then that will cost extra!) Link to comment Share on other sites More sharing options...
frank marriott Posted April 20, 2016 Share Posted April 20, 2016 FrankUnder our current constitution the Exec, a group of 3 can make decisions which stand until the next scheduled Board meeting........ So if anything, to me that has been strengthened when the board is a group of 7 or the same if less than that so worry's over "endless opportunities" are exactly the same......except that the same can be the same under ASIC where you have a chance of getting inappropriate behaviour looked at and sactioned if wrong, or the same under ORS where we know from experience that the likelihood of investigation is zero, zip, nilch and F%All..... (pick any 3 of those that grab your fancy...if you want the 4th then that will cost extra!) Great ANDY, I also have had dealings with ASIC and wonderful operations of that commission are not held as high by all as you hold them (we have different views, so just leave it at that). 1 Link to comment Share on other sites More sharing options...
DWF Posted April 20, 2016 Share Posted April 20, 2016 What assurance is there that governance oversight by ASIC will be any better than that we have experienced with the ACT ORS? We would be a rather small fish in a much bigger pond. ASIC does not seem to have a particularly good track record pursuing the big boys - why would they worry about us - if they had the time? ASIC is experiencing significant financial constraints. In the news today - ASIC is to become self funding - this means 'user pays' and pays and pays. i.e. the cost will go up. I think there are probably better options than ACT ORS but is ASIC the right one for us? DWF Link to comment Share on other sites More sharing options...
Admin Posted April 20, 2016 Share Posted April 20, 2016 Its 11.30 at night and I can't sleep with all this constituitional change going round and round in my mind especially after several in depth discussions recently with people on both sides of the fence plus all your comments posted here and all the PM's, emails and phone calls I have received. At this stage, date and time, I will be very strongly supporting a NO vote This site will make an editorial comment tomorrow to what I believe are the compelling reasons why, I need time to word it properly 3 Link to comment Share on other sites More sharing options...
DonRamsay Posted April 20, 2016 Share Posted April 20, 2016 Don. What you say makes sense, but as I see it the draft constitution is a real mess and a lot of what should be in the constitution is in the members charter. Yenn, I agree the early drafts looked a bit premature but we were very keen to get the ideas embodied in the new Constitution circulating to all members and to give it an airing at the last AGM in Bundaberg and invite input. The drafting was not brilliant but the key features were there for all to see six months ago. The drafting has since been cleaned up and the cleaned up version reviewed by a very picky corporations law specialist lawyer. We had to fight pretty hard to try and keep the legalese to a minimum and get as much of it as possible in plain English. I have been apalled by the way it is written and then I had a brilliant idea. Look at the existing constitution. Now I have done that and the draft seems to be even worse. We would be better served if the new constitution was just a re write of the old one. Amended as necessary. . . . On this conclusion we must, I'm afraid, agree to disagree. Your dismissal of the new Constitution is too broad for me to try and contend with logic. I know the current Constitution very well having proposed some 25 Special Resolutions to fix it only to come to the conclusion I was fiddling at the edges when what was required was a fresh approach. There I was busily polishing a turd when the time would have been much more productive with a blank sheet of paper re-write. You say its rubbish and I say it's the work of the skilled people who campaigned for and were democratically elected to ensure RAAus has a future and a much brighter one than was apparent in early 2013. You will recall at that time that RAAus could best be described as a shambles. Our aircraft and membership records were a complete mess and our information and processing systems antique and labour-intensive. We had hundreds of aircraft grounded after failing 4 CASA audits in a row and the future looked very bleak as members gave up flying in droves and pilots stopped converting from GA to RA. A few of us got off our asses and campaigned against what we saw as the gross mismanagement of the Board and ended up getting the Constitution changed so that it was practically possible for the Members to demand an extraordinary General Meeting (at Queanbeyan) to put the Board on notice to improve or go or be removed. As happened, the bulk of the poorly performing Board Members walked away and the ordinary members who had demanded a better structure stood for and were elected democratically by the members to get on and fix RAAus. If you look at the way RAAus has come back from the brink over the last 18 months you would have to agree it has been a remarkable turnaround. That turnaround has been achieved by employing capable managers to manage not gifting jobs to mates from the local aero club whose most notable management skill might well have been organising drinks in a pub. Point is, all the improvements have been achieved despite the old Constitution still being in place, albeit with something of the order of 20 amendments to try and strengthen the governance requirements. So why not do as you say and just transcribe the old Constitution? The main reason for me is that if we left the old Constitution in place, it might just be a question of time before RAAus drifted back into the shambles it was in 2012/2013 with CASA jumping all over us - again. We need a structure and supervision that will not allow poor governance to become the RAAus way - again. The new Constitution has been developed with the participation of the Board that has been democratically elected to fix the issues of the last few years and set RAAus up to be successful for the foreseeable future. We have had great assistance from one of Australia's top aviation lawyers and a corporations law specialist. In my view we have the basis for a successful future for RAAus with the new form of incorporation guaranteeing that the Board can not return to the poor governance practices of the past and a Constitution requiring a Members Charter that guarantees the rights of members to be treated fairly with due regard for due process and natural justice. If you think you can do better feel free to go about it the democratic way. Taking pot shots from the armchair this late in the piece does nothing positive for me. 1 Link to comment Share on other sites More sharing options...
DonRamsay Posted April 20, 2016 Share Posted April 20, 2016 I have always said that in my opinion the board should be made up of a mix of subject matter experts and member elected representatives. Ian, The composition of the Board now and in the future is made up of member-elected representatives. The Members will, as they do now, decide who is elected to govern RAAus based on their judgement as to who is best qualified and experienced and dedicated to sit on the Board of RAAus. The change is that we will all get to vote for all the Directors of RAAus. There are no identifiable reasons for regional differences as we all fly under the same regulatory system whether you live at Cape Leeuwin or Thursday Island, Mallacoota or Darwin. I believe we must maintain OUR ASSOCIATION, emphasis on ASSOCIATION, rather than a corporate business. Could not agree more. All Directors will be pilots and members of RAAus who have volunteered to do the best they can for RAAus. There are business aspects to the running of RAAus that have to be attended to and there are regulatory matters that RAAus is required to administer but, first and foremost, RAAus is about pilots going flying safely with low regulation and low cost. The fundamental reason for RAAus existing is to advocate for members - all the rest are, if you like, "necessary evils" to allow us that safe affordable flying. Under Corporations Law, all Directors must fully inform themselves on RAAus affairs and ensure that the organisation is well run for the benefit of the people who elected them - Australian Recreational Pilots/Builders/Maintainers. 1 Link to comment Share on other sites More sharing options...
DonRamsay Posted April 20, 2016 Share Posted April 20, 2016 . . . At this stage, date and time, I will be very strongly supporting a NO voteThis site will make an editorial comment tomorrow to what I believe are the compelling reasons why, I need time to word it properly Thanks Ian, I will attempt to answer your concerns once I've had a chance to read them. My great worry is that if we do not get the necessary reform done now, it might go into the "too hard" basket and we will have to limp on with the structure that has served us so poorly in the past. If you want to talk on the phone tomorrow, feel free to give me a call. Don Link to comment Share on other sites More sharing options...
Keith Page Posted April 20, 2016 Share Posted April 20, 2016 Great ANDY, I also have had dealings with ASIC and wonderful operations of that commission are not held as high by all as you hold them (we have different views, so just leave it at that). I am having a dealing with ASIC, when they are presented with an issue. The issue is an inconvenience to their coffee drinking culture and they find every excuse why not to act. Hence why is ASIC a worry they only get a bit active when someone complains then continues to complain, while doing so incorporating more organisations. Regards, KP Link to comment Share on other sites More sharing options...
Keith Page Posted April 20, 2016 Share Posted April 20, 2016 Yenn,I agree the early drafts looked a bit premature but we were very keen to get the ideas embodied in the new Constitution circulating to all members and to give it an airing at the last AGM in Bundaberg and invite input. The drafting was not brilliant but the key features were there for all to see six months ago. The drafting has since been cleaned up and the cleaned up version reviewed by a very picky corporations law specialist lawyer. We had to fight pretty hard to try and keep the legalese to a minimum and get as much of it as possible in plain English. On this conclusion we must, I'm afraid, agree to disagree. Your dismissal of the new Constitution is too broad for me to try and contend with logic. I know the current Constitution very well having proposed some 25 Special Resolutions to fix it only to come to the conclusion I was fiddling at the edges when what was required was a fresh approach. There I was busily polishing a turd when the time would have been much more productive with a blank sheet of paper re-write. You say its rubbish and I say it's the work of the skilled people who campaigned for and were democratically elected to ensure RAAus has a future and a much brighter one than was apparent in early 2013. You will recall at that time that RAAus could best be described as a shambles. Our aircraft and membership records were a complete mess and our information and processing systems antique and labour-intensive. We had hundreds of aircraft grounded after failing 4 CASA audits in a row and the future looked very bleak as members gave up flying in droves and pilots stopped converting from GA to RA. A few of us got off our asses and campaigned against what we saw as the gross mismanagement of the Board and ended up getting the Constitution changed so that it was practically possible for the Members to demand an extraordinary General Meeting (at Queanbeyan) to put the Board on notice to improve or go or be removed. As happened, the bulk of the poorly performing Board Members walked away and the ordinary members who had demanded a better structure stood for and were elected democratically by the members to get on and fix RAAus. If you look at the way RAAus has come back from the brink over the last 18 months you would have to agree it has been a remarkable turnaround. That turnaround has been achieved by employing capable managers to manage not gifting jobs to mates from the local aero club whose most notable management skill might well have been organising drinks in a pub. Point is, all the improvements have been achieved despite the old Constitution still being in place, albeit with something of the order of 20 amendments to try and strengthen the governance requirements. So why not do as you say and just transcribe the old Constitution? The main reason for me is that if we left the old Constitution in place, it might just be a question of time before RAAus drifted back into the shambles it was in 2012/2013 with CASA jumping all over us - again. We need a structure and supervision that will not allow poor governance to become the RAAus way - again. The new Constitution has been developed with the participation of the Board that has been democratically elected to fix the issues of the last few years and set RAAus up to be successful for the foreseeable future. We have had great assistance from one of Australia's top aviation lawyers and a corporations law specialist. In my view we have the basis for a successful future for RAAus with the new form of incorporation guaranteeing that the Board can not return to the poor governance practices of the past and a Constitution requiring a Members Charter that guarantees the rights of members to be treated fairly with due regard for due process and natural justice. If you think you can do better feel free to go about it the democratic way. Taking pot shots from the armchair this late in the piece does nothing positive for me. Bit of drum beating there Don. The draft of the constitution which was presented in Bundaberg was just a copy and paste of previous, no one had a chance to mention any thing as the discussion frame work and time was pre- engineered and nothing could have been brought up outside that framework. Regards, KP Link to comment Share on other sites More sharing options...
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