u/InvestigativeCookie

Full letter to save you all finding him on LinkedIn (unless it's shared elsewhere already too):

Dear colleagues

As you know, the recent EGM has resulted in great constitutional uncertainty for the College.

Constitutional crisis

Our College now has two competing boards.

Immediately after the EGM, we released a statement to the members to the effect that we were gravely concerned about the legality of the meeting and the vote to remove Professor Martin. This concern arose from various irregularities, including that Professor Martin was denied her right under the Corporations Act to speak to the motion put against her. We advised that we would seek legal advice and committed to sharing that advice with members.

The day after the EGM, the President Elect:

  1. called a board meeting at short notice, which only the President can do in the absence of consent of other directors

  2. despite not being the President and therefore not being able to call a board meeting without the support of another director

  3. at a time that she was aware we could not attend

  4. which only she attended

  5. and purported to appoint 3 new directors to the College Board.

In conjunction with those directors, at a later meeting, the President Elect resolved to revoke all board decisions to seek legal advice, which will include the advice we undertook to provide to the members.

An AGM cannot be held in these circumstances

The AGM is not just a meeting to announce the new directors voted in by the members. It is the meeting at which the Board’s Annual Report is received and considered. That is a fundamental part of the governance and accountability of the Board to members.

To prepare for this meeting, the College must have a Board, not two competing boards. The executives of the College need to liaise with the Board to settle reports. We cannot see how the AGM can proceed in the absence of resolution of the current schism.

If you receive a Notice of Meeting for an AGM

We consider that any act that the purported new board takes is not legitimate. We accept that not everyone will agree with us. That is why the members require a legal determination of that issue. The AGM must await that determination so that it can serve its purpose.

If you receive a Notice of Meeting for 29 May 2026, it has, in our view, been issued by a group of people wrongly claiming to be the Board of the College.

ACNC

In March, together with the College’s CEO, we wrote to the ACNC and asked it to suspend the board, including ourselves. We stated that the College was at risk of non-compliance with the ACNC’s Governance Standards. It is clear to us that the EGM crystallised that risk.

We again request that the ACNC suspend the board and appoint acting responsible entities to permit to the College to determine, free of interference, the legality of the recent EGM. Once the College understands the legality of the EGM, then it will be able to move forward and hold its AGM. The College has been contacted by the ACNC in relation to recent events. The ACNC have sought a meeting due to significant concerns.

Regards

Nick Buckmaster (honorary treasurer, Board member)

Janak de Zoysa (Aotearoa NZ President Elect, Board member).

u/InvestigativeCookie — 16 days ago