CHAIRPERSON’S REPORT CHAIRMAN’S REPORT
people generally about the governance obligations of the Board and enable people considering standing for the Board to be fully informed as to what they are taking on.
short to medium term uncertainties as they may arise. This is the strongest position the Company has been in for many years. Incorporation & Constitution During the year, we converted the company from a public company limited by guarantee to a public company limited by shares and developed a new constitution to reflect this. The incorporation change and new constitution were approved by the members at an EGM held in February 2021. This means that the members of the co-operative can become the owners of the shares of the co-operative and, in the future, have the potential to obtain the benefit of dividends as shareholders in addition to rebates as customers. The new constitution also creates the opportunity to raise equity in the future using MCI’s (Mutual Capital Instruments) while still retaining the characteristics of a co-operative. While there is currently no intention to utilise this provision, the inclusion of it in our constitution enables future Boards and shareholders to consider it as an option. Director Pipeline Project The Board introduced a Director Pipeline Project to engage with members who may have an interest in serving on the Board at some stage in the future, or who simply want to understand in more detail how we do governance at Go Vita. As a Director Educator for the Australian Institute of Company Directors, it was considered appropriate that I run these sessions. The session covered the topics of governance relationships, the responsibilities and liabilities of Directors on a public company board, the functions of the Board, the interface with the management team and the expectations of Directors on the Go Vita board. It is hoped that these sessions will inform
Governance Standards As part of the
governance education of the Go Vita Group as a whole, the Board has developed a Corporate Governance Charter which details how we do governance at Go
Vita. It is available to all shareholders on VitaCloud and explains for the Go Vita Board effectively conducts its functions, how it efficiently conducts its business and explains the policies and practices we have in place to ensure the ethical performance of the Board in its decision-making and in its behaviour. In addition, in this our first annual report, we have included a Corporate Governance Statement which considers our governance practices relative to the BCCM CME Governance Standards. The BCCM is the Business Council of Co-operatives and Mutuals of which Go Vita Group is a member. The BCCM in 2018 developed a set of governance standards appropriate to CME’s (Co-operative and Mutual Enterprises). These have been modelled on the ASX Corporate Governance Principles but nuanced to reflect the special nature of co-operative and mutuals. We work diligently to govern your co-operative professionally and ethically and are keen for all Go Vita shareholders to have a better understanding of how we do that on your behalf.
GO VITA GROUP LIMITED ANNUAL REPORT 2020-2021 I 15
Made with FlippingBook Learn more on our blog