Legal action threatened against Capital Football over board nominations

Dominic Giannini 16 April 2020
Football

Rifts have been exposed in the Capital Football Board after legal action was threatened over the most recent AGM’s dates. Photo: File.

In a sign of dissension at the most senior level, the board of Capital Football has been threatened with legal action if they did not cancel this week’s planned Annual General Meeting (AGM).

Capital Football is the peak body for football in the ACT. Around 60,000 adults and children participate in the sport at all levels, making it the largest mass participation sports organisation in the Territory.

The organisation is headed by a board of six directors, elected on a staggered basis. This year’s AGM, scheduled for 15 April, would have included a vote for two new directors.

Current deputy chair Angelo Konstantinou and director Garth Morrison are both up for re-election. There is also a seventh director who is appointed by the board.

Six nominations were made for the two roles but only three were accepted. Mr Konstantinou and Mr Morrison’s nominations were accepted, as was the current head of the AIS Sport Financial Advisory team, Andrew McFarlane.

Region Media has seen a letter to the seven directors from an affected party threatening legal action against CF on the grounds that the scheduled AGM was illegal and therefore all votes would have been invalid.

The letter pointed to discrepancies in the timing of the AGM. Under the CF constitution, 21 days’ notice must be given for a scheduled AGM. It’s alleged that this did not happen and that only 20 days’ notice was given.

“It goes without saying that, to proceed with the AGM on 15 April 2020, when it is clearly not lawful to do so, places Capital Football at an unacceptable risk. In this respect, the directors are reminded of their statutory duty to act with care and diligence in the discharge of the affairs of the company,” the letter says.

“It is unfortunate that the board has decided to act in this manner, despite the clear position at law. It is also unfortunate that previous efforts to resolve the matter sensibly have been rebuffed.

“If the board continues to act in an unlawful manner, proceedings may well be unavoidable.”

The board cancelled Wednesday’s AGM on Tuesday, Chair Fran Sankey confirmed. Region Media does not suggest that the cancellation was directly related to the threat of legal action.

“The board had to make a decision about the AGM and that is what we did. We are hoping to advise the new dates of the AGM later this week but there certainly has not been any breaking of the law,” Ms Sankey told Region Media.

“The board has always maintained that we have acted appropriately and lawfully in all our actions.”

A new date should be announced at the end of this week and the AGM will then take place sometime in May in accordance with the constitution’s requirement regarding sufficient notice.

All nominations will be re-opened and anybody can put their name forward ahead of the rescheduled AGM providing they do so in accordance with the regulations.

Mr Morrison has previously revealed cracks in the CF board, accusing the board of a critical lack of professionalism over the Canberra United program.

Mr Morrison told The Canberra Times last week that the board is not acting in the best interest of its constituents.

“I have been quite critical of the board over the past few years because I find the board has become increasingly opaque in recent times,” Mr Morrison said.

“It has been defensive and protecting itself, its own reputation, rather than that of Capital Football itself.

“It is no longer united or working in the best interests of football any longer. It’s just working to protect itself, almost as a separate entity to football. I said that in my statement as well.”

In his candidate statement to the 12 voting members, Mr Morrison said CF is suffering from multiple issues, including an inherent conflict of interest, a lack of clarity and a poor culture that focuses on protecting itself rather than delivering a service.

When asked about how significant the issue was for the organisation, Ms Sankey said Capital Football and the board look at all concerns raised and continue to act in the best interest of its stakeholders.

“The board maintains that we have always acted in the best interest of football in our region and we look forward to receiving nominations from anybody who wants to assist us in managing football in the community and making it the strongest board in the ACT,” she said.

“These are matters that arise in the course of governing football and we just get on and deal with them.”


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