Notice is given that the Annual General Meeting (AGM) of Newcastle Greater Mutual Group Ltd ACN 087 651 992 (NGM Group) will be held:
- Date: Wednesday, 20 November 2024
- Time: 12:00 pm Australian Eastern Daylight Saving Time (AEDST)
- Venues: Fort Scratchley Function Centre, 1/3 Nobbys Road, Newcastle East, NSW 2300; and online at meetnow.global/MGYDHP
The purpose of the AGM is to consider:
Receive the Minutes of NGM Group's previous AGM held on 21 November 2023
Receive the Financial Report, Directors’ Report and Independent Auditor’s Report of NGM Group and its controlled entities for the financial year ended 30 June 2024
Amendment of NGM Group's Constitution
Election of Mr Darren Turner as a Director of NGM Group
Directors’ remuneration
Annual Report
NGM Group's Annual Report for 2024 has been dispatched to members that have elected to receive them, and have also been made available here.
Please note that you may elect to be provided with NGM Group's Annual Report, or update or withdraw from an election, at any time by contacting your local brand’s branch or Contact Centre.
NGM Group's Annual Report contains the Financial Report, Directors' Report and Independent Auditors Report of NGM Group and its controlled entities for the financial year ended 30 June 2024.
AGM
As a customer-owned organisation, NGM Group recognises the importance of member participation and engagement at its AGM. The 2024 AGM will be held as a hybrid meeting to facilitate engagement across the geographic distribution of NGM Group’s members. Members will be able to attend and participate at the meeting in person or online. Members attending the meeting online will be able to watch the AGM live online, ask questions either orally or in writing, and cast votes (if eligible to vote).
Key information on how to attend and, if eligible, vote at the meeting physically or online is contained in the Notice of Meeting. An Online Meeting Guide has been prepared to provide further support with the virtual meeting platform.
Contact
For further information, or if you have any questions about the items of business, please visit us in branch or contact us by telephone:
- For Greater Bank customers, call 13 13 86 between 8am and 6pm Monday to Friday or between 8am and 1pm on Saturday; or
- For Newcastle Permanent customers, call 13 19 87 between 8am and 6pm Monday to Friday or between 9am and 2pm on Saturday.
If it becomes necessary or appropriate to make alternative arrangements for the holding or conducting of the meeting, NGM Group will make further information available here.
Items of business
The Board encourages members to read the Explanatory Notes and Voting Information that accompany and form part of the Notice of Meeting as part of their consideration of the Items of Business.
To receive the minutes of the 2023 AGM.
Note: No resolution is required for this item of business
To receive the Financial Report, Directors’ Report and Independent Auditor’s Report of NGM Group and its controlled entities for the financial year ended 30 June 2024.
Note: No resolution is required for this item of business.
To consider, and if thought appropriate, pass the following as a Special Resolution:
That the Constitution of NGM Group is amended with immediate effect as set out in the marked-up copy of the Constitution tabled at the meeting by the Chair, and signed by the Chair for identification purposes.
Note: Information about the proposed amendments to the Constitution of NGM Group is provided in the Explanatory Notes that accompany and form part of this Notice of Meeting. A copy of the marked-up Constitution showing the proposed amendments is also available for members here.
Voting Recommendation: The Board unanimously recommends to members that members vote in favour of the Special Resolution to amend the Constitution of NGM Group.
To consider, and if thought appropriate, pass the following as an Ordinary Resolution:
That Darren Anthony Turner, being a Director appointed pursuant to Articles 9.9 and 9.10 of the Constitution of NGM Group, is elected as a Director of NGM Group.
Voting recommendation: The Board (Mr Turner abstaining) unanimously recommends to members that members vote in favour of the resolution electing Darren Anthony Turner as a Director of NGM Group.
To consider, and if thought appropriate, pass the following as an Ordinary Resolution:
That, in accordance with Article 9.16 of the Constitution of NGM Group, the maximum aggregate amount of remuneration payable to the Directors annually for their services as Directors is updated from $1,520,000 to $1,573,200 per annum (an increase of 3.5%), effective from 1 July 2024.
Voting Recommendation: Noting the Board's interest in this resolution, the Board unanimously recommends to members that members vote in favour of the resolution to update the maximum aggregate amount of remuneration payable to the Directors annually for their services as Directors from $1,520,000 to $1,573,200 per annum (an increase of 3.5%), effective from 1 July 2024.
The Board encourages members to read the Explanatory Notes and Voting Information that accompany and form part of the Notice of Meeting.
By Order of the Board
Greg Nyman
Company Secretary