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Emergency director appointments at CPA Australia will need to be followed by an extraordinary general meeting, while APESB-specific standards will not be adopted, as the CPA Australia board signals its intention ahead of its AGM.
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CPA sets out AGM intention
24 April 2019
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Ahead of its AGM on 14 May, CPA president Peter Wilson has issued a notice to members explaining its position on five member-proposed resolutions.
The CPA board has refrained from putting forward any resolutions this year.
The sole board-supported member resolution proposes that the board call a meeting of members within three months of exercising its emergency powers to appoint directors, should the number of directors fall below six.
The proposal comes after the complete board overhaul in the wake of the termination of previous chief executive Alex Malley.
“The board agrees members should have access to a meeting within three months if the board has to use emergency powers to appoint a director,” CPA said.
“The board believes there should be a new protection in the constitution to ensure accountability to members in this extraordinary situation.”
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The director appointments will be made by the appointments council, one of four board-endorsed special resolutions that passed at CPA’s 2018 AGM.
Ethics and professional standards
Three member-proposed special resolutions that look to incorporate the Accounting Professional & Ethical Standards Board (APESB) ethics and professional standards within CPA’s constitution have been rejected by the board.
The resolutions look to ensure that members and directors are regulated in line with the ethics and standards set by the APESB.
“The board recognises the importance of prescribing the highest ethics and professional standards for its members. However, it does not support the resolution to exclusively reference the APESB standards by name in the constitution,” CPA said.
“APESB standards are already captured in the constitution by the words ‘highest standard of ethics and professional conduct’ and the board has already determined to adopt the APESB standards as part of its Applicable Regulations.
“While the board understands and supports the intention to enshrine ethical standards in the constitution, it believes the resolution, as it stands, exclusively naming the APESB standards, is not in the best interests of members.”
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