AGMs are held yearly unless an extension of time is sought from ORIC

It is a requirement for all corporations to hold their annual general meetings within 5 months of the end of the financial year. If the board feels that they will be unable to meet that timeframe, then an application must be made to ORIC before 30 November for an extension of time. Generally, ORIC will grant an extension of one month, however extensions of greater than one month require the board to provide a carefully argued case to ORIC. Factors (to the extent they are relevant to the corporation’s circumstances) may include: rule book reviews, finalisation of financial and audit reports and internal restructuring.

The AGM is an opportunity for members to ask questions of the corporation

The opportunity for members to ask questions of the corporation is a standing agenda item of your AGM. It is also one of the few occasions members have to get a better understanding of the work of the Corporation. Members should use this opportunity to ask questions concerning the finances of the Corporation, how often the board met and its plans moving forward. Remember, taking an active interest in the work of the PBC demonstrates to directors that the work they do (often on a voluntary basis) is understood and acknowledged by members.

All native title holders are eligible to become members of the PBC

Unlike an ordinary corporation your PBC is designed to represent not only members but also native title holders. While these are these are generally one and the same only members are entitled to vote, participate in general meetings and be appointed to the board. In recognition of the important representative function of PBCs membership criteria has been tightened up in recent years. If you are eligible for membership, then the board must accept your application for membership. The only basis a board can refuse an application for membership is if the board cannot reasonably determine an individual’s eligibility.

Members’ responsibility to update details in 28 days

Members have certain responsibilities including providing the Corporation with up to date contact details within 28 days of any changes. The effectiveness of a corporation is partially based on its ability to communicate with members. Providing a current home address as well as an email address is the best way to ensure you receive notifications in a timely manner. A simple phone call or email to the Corporation should be sufficient to update your contact details. It should also be noted that non-contactability is one of the few grounds that membership may be cancelled.

Communicating with members

The lack of communication between the board and its members is a frequent matter raised. While it is the general responsibility of directors to communicate with the people they represent it is often not possible to provide timely updates of developments throughout the year. As part of its communication strategy, boards need to give serious thoughts to occasional newsletters and establishing, maintaining and updating a Facebook page, website or other social media platform. Establishing and maintaining an online presence is also a way to involve younger native title holders.

Rule book amendments are important and you should engage with your PBC

The rule book is a contract between members and the Corporation. In recent years PBCs have been required to update their rule books to ensure they comply with legislative changes. In addition, your PBC will undertake a periodic review of its rule book as its circumstances change and to ensure its constitution is fit for purpose. As such, it is important that as a member you have a say on changes to your Corporation’s rule book whether by attending meetings, workshops or responding to invitations for comment.

Zoom gives an opportunity for members to engage even when they live off country

Corporations are increasing using Zoom, Microsoft Teams and other digital platforms to facilitate member attendance at meetings. The facilities needed to hold meetings online are inexpensive, easy to use and readily available. The advantage of these platforms is that members can participate easily in meetings even if they live off country or are prevented from attending for other reasons. These platforms also have the potential to save the corporation a lot of money and avoid disruption without sacrificing a member’s ability to participate in the work of the corporation. Meetings can also be recorded and the recording serve as a formal record of the meeting.

Pay attention to timeframes and get your forms in early

Depending on your rule book you may be required to submit your director nomination or proxy form 48 hours in advance. It is important that you provide those documents within the timeframe specified in your rule book otherwise your nomination or proxy form will be ineffective.

Policies and Procedures

While the rule book will be the main document governing the work of the Corporation carefully workshopped polices and procedures will give the Corporation an opportunity to address a range of day to day issues that are either not covered in a rule book or allow for a particular rule issue to be addressed in more detail. Common examples include cultural heritage committees, elders’ committees and nominations committees. Policies and procedures are also an important tool in the decision making process of boards and provide a useful ‘how to’ guide to address a range of governance and operational issues in a transparent and predictable way.

Contact your native title representative body

Your native title representative body has considerable experience in answering the range of questions that frequently arise in connection with the operation of your corporation. If they can’t answer a particular question, then they may be able to assist the corporation in accessing the necessary expertise.

Congratulations to all the PBCs who have had successful AGMs leading up to the festive season, we look forward to working with you in 2023.