In accordance with Clause 10.7 of the Police Financial Services Limited Constitution, two director positions fall vacant this year in the course of rotation.
If you wish to nominate for one of these positions, please obtain a nomination form, which is available from the Company Secretary at 3/215 Spring Street, Melbourne, Vic. 3000.
All nominees must be eligible members under clause 10.2 of the Constitution. Each nomination form must be signed by two eligible members who themselves comply with the requirements of clause 10.2 of the Constitution.
The person being nominated must indicate acceptance on the same form.
Nominations and candidate declarations must be lodged with the Returning Officer, Mr Ken Dyer of CorpVote Pty Ltd level 40, 140 William Street Melbourne Victoria 3000 no later than 12 noon on Friday 29 June 2018.
Members nominating for the election are invited to submit a personal summary, with supporting information to the Returning Officer.
The personal summary may contain:
In accordance with clause S2.1 of the Constitution, if more nominations are received than positions falling vacant, a vote will be conducted by electronic ballot, postal ballot or a combination of both.
The results of the election will be declared by the Company Secretary at the annual meeting of members to be held on Thursday 15 November 2018.
The Police Financial Services Limited Constitution was amended at the Annual General Meeting in November 2017 to enable the Board to expand its strategic skills and capabilities by appointing a limited number of independent directors to the Board. Independent directors are not required to be elected by the membership.
The Board is currently reviewing its collective skills and capabilities to assess whether it will be appointing independent directors with specialist skills – should independent directors be appointed by the Board an election may not be held in 2018 – further advice will be provided in due course.
Police Financial Services Limited is an Authorised Deposit-taking Institution (ADI) regulated by the Australian Prudential Regulation Authority (APRA). As such, strict standards are in place to ensure the safety of members’ deposits. The supervision by APRA, combined with the provisions of the Corporations Act 2001 as administered by the Australian Securities and Investments Commission (ASIC), results in directors assuming legal responsibilities relating to many aspects of the organisation.
APRA requires candidates for director positions, incumbent directors and other responsible persons of ADIs to comply with rigorous standards relating to their fitness and propriety to undertake and/or remain in such roles. All nominated candidates will be required to provide personal information that satisfies the criteria relating to such standards prior to being able to stand as a candidate for election.
Such standards include, but are not limited to; skill, knowledge and competence; character; diligence; honesty; integrity and judgement to perform the duties of a director of an ADI. APRA’s Prudential Standard CPS 520 dealing with directors’ fitness and propriety is available at www.apra.gov.au.
Both persons nominated and elected may be required to furnish further information or undertakings. Those persons elected will be required to actively participate in a suitable continuous professional development program to a level that satisfies APRA requirements in order to remain a director of the organisation.
In order to achieve compliance with APRA requirements for fitness and propriety and avoid the possibility of being unable to stand as a candidate, nominees are strongly encouraged to forward their nominations and complete the requisite information requests, at the earliest possible time.
Unless a relevant and timely assessment of fitness and propriety in accordance with APRA standards has been made already by Police Financial Services Limited, nominees will be required to meet with the organisation’s Nominations Committee in order to assess their fitness and propriety to be a director. This will occur at a suitable time prior to the election process.
Nominees required to meet with the Committee must provide relevant information beforehand as may be requested by the Committee, including a Curriculum Vitae with covering letter briefly addressing the criteria nominated in APRA’s Prudential Standard CPS 520.
Before forwarding a nomination, potential candidates are required to meet with the Company Secretary, who will explain the responsibilities and liabilities of being a director. The interview will cover the commitments required of directors and will also provide an opportunity to raise questions relating to the overall responsibilities of directors and the operations of Police Financial Services Limited, including APRA requirements regarding fitness and propriety. The meeting should take approximately one hour.
Potential candidates should call Penny Maroulis, Company Secretary on 03 9268 9227 during business hours, to fully discuss any of the matters referred to above.