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Special General Meeting

Wildlife Asia / Special General Meeting

Conversion of Wildlife Asia Inc. to a Company Limited by Guarantee

In November 2011, when Wildlife Asia Inc. was first registered with the Western Australian Department of Commerce (now known as the Department of Mines, Industry Regulation and Safety) under the Associations Incorporation Act 1987, we were still a small group, formed out of a partnership between Silvery Gibbon project, Asian Rhino Project, Free the Bears and The Orangutan Project. Our goal was to work more effectively in priority landscapes where the conservation of each of these species was dependant on the protection of critical habitat. We also aimed to reduce the administrative burden, especially on the smaller partners, as our income grew to meet the needs of our field programs.

Since 2011, Wildlife Asia has grown rapidly, now contributing well over a million dollars annually to our partners and we are having a huge impact on wildlife and habitat conservation across Asia.

The recent replacement of the Associations Incorporation Act 1987 with the Associations Incorporation Act 2015 (https://www.commerce.wa.gov.au/consumer-protection/associations-new-law) has prompted the Management Committee of Wildlife Asia to examine the best way forward for the organisation. The new act came into force on 1st July 2016 and requires a number of significant changes to be made to our constitution before July 2019. Two of our partners, Free the Bears and the Orangutan Project sought legal advice and determined that conversion to a Company Limited by Guarantee offered the best route for them operate most effectively in raising awareness and support for wildlife conservation. The Committee of our remaining two partners, Silvery Gibbon Project and Asian Rhino Project, passed resolutions at their respective AGM’s in October 2018 to dissolve the organisations and transfer assets to Wildlife Asia. With this in mind, we propose that conversion to a Company Limited by Guarantee this is also the most appropriate course of action for Wildlife Asia.

Below you will find:

 

  1. a notice of SGM including the special resolutions for consideration;
  2. a copy of our proposed new Constitution; and
  3. a proxy form for completion if you cannot attend.

We will seek members’ approval for the conversion steps at this Special General Meeting, which will be held between 5.30pm and 6.30pm at Perth Zoo Theatre. During the meeting there will be an opportunity for members to provide feedback on this draft constitution and pass the attached special resolutions. The resolutions proposed in the attached notice provide you with the decisions required for the group to effect the changes proposed by the Management Committee.

Following the conversion, we will continue to enjoy Deductible Gift recipient status, meaning that gifts over $2 are tax deductible and will be used entirely for the protection and conservation of wildlife and habitat in Asia. We’ll continue to report to the Australian Charities and Nonprofits Commission https://www.acnc.gov.au to ensure that each and every cent donated to our work goes exactly where you intend it. Many familiar charities have already undergone conversion to Company Limited by Guarantee, including Animals Asia Foundation, World Animal Protection and Sea Shepherd, so we are confident that this is the right way forward.

Please take the time to read over the documents and we hope that you will support these changes and will continue to support our work as we move forward to ensure wildlife populations and habitats are safe and secure into the future.

NOTICE OF SGM

DRAFT CONSTITUTION

PROXY FORM