Election of board members



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25 October 2017


ELECTION OF BOARD MEMBERS


During the 2016/17 year, Board members that have resigned their position on the ITS Australia Board of Directors when this notice was issued:


1

Andrew Mehaffey

Roads and Maritime Services

2

John Hawkins

Visionstream

Board members that have held a position on the board for a two (2) year term and therefore need to be re-elected on the Board of Directors:



1

Brian Negus

Royal Automobile Club of Victoria

2

Dean Zabrieszach

HMI Technologies

3

Dale Andrea

VicRoads

4

James Hurnall

Federal Chamber of Automotive Industries

5

Mark Jackman

Robert Bosch Australia

6

Dennis Walsh

Department of Transport and Main Roads QLD

During the year the Board appointed and co-opted selected individuals to the Board of Directors. These individuals hold such positions until the conclusion of the next Annual General Meeting and therefore need to be re-elected on the Board of Directors:




1

Andrew Sheridan

Visionstream

2

Currently Vacant

Roads & Maritime Services

As per Rule 21(1)a of the Articles of the Association, the current Board of Directors hold office for a period of two (2) years. As an election was conducted at the 2015/16 Annual General Meeting, the remaining seven (7) Board Members do not need to stand for election this year.


Pursuant to rule 21(3) The Board may co-opt up to three (3) such persons as referred to in clause 22(3) as members of the Board at any time and from time to time.
At the previous Board meeting the Board voted to leave vacant no (0) positions of the Board to allow for a co-opted member. This person will be co-opted to the Board as voted by the Board in the 2016/17 year.
Therefore, there are eight (8) positions available on the Board. Financial Members of ITS Australia (Corporate Level) are eligible to stand for election.
If you wish to stand for election, please fill in the Nomination Form attached. You are required to have your nomination proposed and seconded by two (2) ITS Australia financial members. You are invited to provide a brief bio using the template provided and no longer than 1 A4 page to outline your case for election to the Board.
The papers are due seven (7) days prior to the Annual General Meeting and must be received by this office before close of business Thursday 16th November 2017.
Please read the following extract from the Rules and Statement of Purposes of Intelligent Transport Systems Australia Inc which explains the Board structure and election process. If you have any queries or require assistance with the nomination process, please do not hesitate to call ITS Australia on 03 9646 6466.
For the Board of Intelligent Transport Systems Australia Inc

Susan Harris

CEO, ITS Australia



EXTRACT FROM THE RULES AND STATEMENT OF PURPOSES OF

INTELLIGENT TRANSPORT SYSTEMS AUSTRALIA INC.
21. MEMBERS OF THE BOARD

21(1) The Board shall consist of not more than fifteen (15) members (nominated pursuant to Rule

22(1)) each of whom shall hold office for a period of two years.

21(2) In the event of a casual vacancy occurring in the membership of the Board, the Board may

appoint a “natural person” who is a member of the Association, to fill the vacancy and the

person so appointed shall hold office, subject to these Rules, until the conclusion of the

next annual general meeting.

21(3) The Board may co-opt up to three (3) such persons as referred to in clause 22(3) as

members of the Board at any time and from time to time, and any such person so co-opted

shall become a member of the Board and attend and vote at all meetings of the Board and

hold such position until the conclusion of the next annual general meeting.

22. ELECTION OF OFFICERS AND VACANCY

22(1) Nominations of members for election as members of the Board shall be made in writing and

duly executed by two (2) voting members of the Association and accompanied by the

written consent of the candidate (which may be endorsed on the form of nomination).

22(2) All nominations shall be in writing and delivered to the Secretary not less than seven (7)

days before the date fixed for the holding of the annual general meeting.

22(3) If insufficient nominations are received to fill all vacancies on the Board, the candidates

validly nominated shall be deemed to be elected and further nominations shall be received

at the annual general meeting.

22(4) If the number of nominations received is equal to the number of vacancies to be filled, the

persons validly nominated shall be deemed to be elected.

22(5) If the number of nominations exceed the number of vacancies to be filled, a ballot shall be

held.

22(6) The ballot for the election of members of the Board shall be conducted at the annual


general meeting in such usual and proper manner as the Board may direct.

22(7) Board members shall be eligible for re-election provided that the President and the Vice-

President may hold such offices for a continuous period not exceeding five (5) years

respectively unless an extension of not more than one (1) year is recommended by the

Board.

22(8) No person shall be elected to the Board as a representative of a voting member pursuant to



Rule 21.1(b) unless the voting member is a body corporate organisation, association or

government body which has been a member of the Association for at least two (2) months.

22(9) Notwithstanding the provisions of these Rules, the persons who are members of the Board

at the date of adoption of these Rules shall continue to hold office until the conclusion of the

first annual general meeting after the adoption of these Rules, but shall be eligible for election at that meeting.
23. VACANCY ON THE BOARD

For the purposes of these Rules, the office of a member of the Board becomes vacant if the member of the Board–

23(1) dies; or

23(2) becomes bankrupt or insolvent; or

23(3) resigns his office by notice in writing given to the Secretary; or

23(4) if the voting member who nominated him ceases to be a voting member of the Association.



NOMINATION FOR ELECTION TO THE BOARD OF DIRECTORS

FOR THE YEAR 2017/18
I,


Proposer's Name

of



Proposer's Address

Wish to nominate





Candidate's Name




Candidate's Address

for the position of member of the Board of Intelligent Transport Systems Australia Inc for the 2017/18 year.





Proposer's Signature Date / /

I,



Seconder's Name

of



Seconder's Address

hereby second the nomination of the above person for election to the Board of Intelligent Transport Systems Australia Inc for the 2017/18 year.





Seconder's Signature Date / /

I,



Nominee's Name

of



Nominee's Address

hereby consent to the above nomination for election to the position of a member of the Board of Intelligent Transport Systems Australia Inc for the 2017/18 year





Signature Date / /

Completed nomination forms should be received by ITS Australia before close of business on 16th November 2017.


Please mail to:
Mandy Clapton

Intelligent Transport Systems Australia Inc

Suite 22 / 574 Plummer Street

Port Melbourne VIC 3207


E-mail to: admin@its-australia.com.au
(NB - If e-mailing, please also forward the originals in the mail)

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