2023 ANNUAL REPORT

MINUTES OF THE 2023 ANNUAL GENERAL MEETING 65 • 5.6.1 Delete . • 5.6.2 Delete . • 5.7 Replace ‘in each case’ with ‘Any proposal that an elected member may serve in excess of the MaximumTerm in clause 5.6 is…’ at the beginning of Line One • 5.7 Delete ‘The Chair andVice- Chair of the Club shall be elected annually by and from the General Committee at its first meeting after the Annual General Meeting. If there is an equality of votes the chair of the meeting shall have the casting vote.’ from line three onwards. • 5.8 Delete ‘and 5.6 above’ from the second line. • 5.8.1 Addition ‘The Chair and Vice-Chair of the Club shall be elected annually by and from the General Committee at its first meeting after the Annual General Meeting. If there is an equality of votes the chair of the meeting shall have the casting vote.’ New: • 5.6 An Elected Member or Nominated Member may serve in excess of the MaximumTerm if the Nominations Panel unanimously votes that the Member should be re-appointed to the General Committee, due to their exceptional skills or experience being required, or the Club facing exceptional circumstances.Any such re-appointment can only be made once and shall be limited to a maximum of one year; • 5.7 Any proposal that an elected member may serve in excess of the maximum term in Clause 5.6 is subject to a vote of two-thirds of the Members of the General Committee eligible to vote, at a meeting of the General Committee (anticipated to be in November) prior to the Annual General Meeting at which the Member is due to retire. If Amendment Three is passed then ‘vote of two-thirds’ will be replaced by ‘majority vote’ • 5.8 The Chair may serve in the role for a period of no more than six years, and always subject to the term limits in 5.5. • 5.8.1 The Chair andVice-Chair of the Club shall be elected annually by and from the General Committee at its first meeting after the Annual General Meeting. If there is an equality of votes the chair of the meeting shall have the casting vote. Effect of changes above: To remove the ability for a General Committee member to serve beyond their MaximumTerm of nine years by virtue of holding the position of Chair, subject to 5.6. In addition, it separates out the section referring to the process of appointing the Chair andVice-Chair for clarity. Statement For (General Committee): It is no longer felt appropriate that a single member of our General Committee should be eligible to serve beyond their MaximumTerm by virtue of holding the position of Chair. Given there is a MaximumTerm of nine years for any individual, it is deemed reasonable that this time frame provides sufficient notice for the discharging of their duties and for the succession planning required for the appointment of a replacement. The Nominations Panel is already charged with assisting the General Committee with succession planning to ensure a diverse pipeline of talent with a range of skills and experience, including strategic leadership, thus rendering Rule 5.6.1 somewhat redundant. Amendment Seven – (Proposer Mr Evans): Existing: • 5.7 in each case subject to a vote of two-thirds of the Members of the General Committee eligible to vote, at a meeting of the General Committee (anticipated to be in November) prior to the Annual General Meeting at which the Member is due to retire.The Chair andVice-Chair of the Club shall be elected annually by and from the General Committee at its first meeting after the Annual General Meeting. If there is an equality of votes the chair of the meeting shall have the casting vote. Proposal: • 5.7 Delete ‘The Chair andVice- Chair of the Club shall be elected annually by and from the General Committee at its first meeting after the Annual General Meeting. If there is an equality of votes the chair of the meeting shall have the casting vote.’From line three onwards. • 5.7 Replace ‘in such case’ with ‘Any proposal that an elected member may serve in excess of the MaximumTerm in clause 5.6 is…’ at the beginning of Line One. • 5.8.1 Addition ‘The Chair of the Club shall be elected annually by the General Committee at its first meeting after the Annual General Meeting unless already appointed under the provisions of 5.61 and 5.7.’ • 5.8.2 Addition ‘TheVice-Chair of the Club shall be elected by the General Committee at its first meeting after the Annual General Meeting.’ • 5.8.3 Addition ‘In both 5.8.1 and 5.8.2 if there is an equality of votes the chair of the meeting shall have the casting vote.’ New: • 5.7 Any proposal that an elected member may serve in excess of the maximum term in Clause 5.6 is subject to a vote of two-thirds of the Members of the General Committee eligible to vote, at a meeting of the General Committee (anticipated to be in November) prior to the Annual General Meeting at which the Member is due to retire. If Amendment Three is passed then ‘vote of two-thirds’ will be replaced by ‘majority vote’ • 5.8 The Chair may serve in the role for a period of no more than six years, and always subject to the term limits in 5.5.

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