This checklist focuses on the governance and internal preparations that can help the AGM run smoothly – including lessons from the previous AGM, minutes, related party matters, reports, Director nominations and elections, briefing the Chairperson, stakeholder engagement and what to consider if an AGM needs to be postponed.
Lessons learned from last AGM
- Have we reflected on learnings from last year’s AGM, including what was done well, what could be done better or differently, and what feedback we received before, on the day and after the meeting?
- Are we keeping a record of all questions received before, during and after the meeting to improve future AGMs and enhance member engagement?
Minutes – planning and expectations
- Have we located the minutes of the previous general meeting/AGM for consideration at the AGM (note these should have been prepared within one month of the previous general meeting/AGM)?
- Have we confirmed who will be the minute‑taker for the AGM?
- Is the minute‑taker aware of the Corporation’s expectations for the content, structure and style of the minutes (ideally recording what was decided and why, rather than a transcript)?
- Have we agreed a timeline and plan for preparing the minutes within one month after the AGM, including a process for seeking feedback from the Chairperson?
Related Party Benefits Transactions
- Do we have any proposed transactions that fall within the related party benefits rules under the CATSI Act (if applicable)?
- Do any exceptions apply or are we seeking an exemption?
- If we need to seek member approval to a transaction, do we have all the information required under the legislation to provide to members?
- Have we prepared the proposed resolution/s and explanatory statement for inclusion in the meeting notice?
- Have we submitted the draft meeting notice to ORIC at least 14 days before we plan to issue the meeting notice?
- Are we aware of our obligations for how to manage the related party benefits decision making during the AGM?
Annual report and financial report
- Have we prepared and scheduled the distribution of the Annual Report to members (e.g. hard copy, electronic, or presentation at the AGM)?
- Have we planned a report from the Chairperson and/or CEO, or a pre‑recorded video annual report, to share successes and challenges of the past year?
- Have we confirmed who will present the financial report and that they are closely across the data and able to answer questions?
- If the financial statements are audited, have we decided whether the auditor will attend or be available via phone/video to assist with audit queries?
Director nomination and election planning (if relevant)
- Have we checked when Director terms expire and how many positions will be available?
- Have we confirmed nomination deadlines and ensured responsibility for receiving nominations and assessing validity is clearly assigned?
- Have we clarified who will confirm the eligibility of candidates?
- Have we confirmed in advance whether nominations can be accepted from the floor or must be received before the AGM? Have we communicated this to our members?
- Have we planned how the election process will be managed at the AGM?
Briefing the Chairperson
- Have we checked how a Chairperson for a general meeting is appointed?
- If an external facilitator is going to be Chairperson, have we completed their engagement?
- Is the Chairperson familiar with the agenda, anticipated timing for each topic and any key decisions?
- Has the Chairperson reviewed Rule Book requirements for the AGM (e.g. quorum, voting, adjournment and postponement)?
- Has the Chairperson been briefed on strategies to respectfully encourage member participation and avoid a few members overwhelming the discussion?
- Has the Chairperson been briefed on how to manage questions in hybrid settings and use the technology to support voting?
- Have we prepared a detailed run sheet to guide the flow of the AGM and key speaking points, especially for “big ticket” items (e.g. Rule Book changes or changes in director remuneration)?
Early consultation and communication with guests and stakeholders
- Have we reached out to external guests (e.g. auditor, accountants, lawyers) to confirm their attendance, role on the day, presentation materials and how the Board would like those materials presented to members?
- Have we engaged with key stakeholders prior to the AGM to identify any contentious or sensitive issues and plan for potential concerns, tensions or lengthy discussions?
Postponing or cancelling AGMs
- Have we reviewed our Rule Book to confirm whether, and in what circumstances, the AGM can be postponed or cancelled and how this must occur?
- If the Rule Book is silent, are we aware that the meeting can generally only be postponed or cancelled once it has started and members resolve to do so?