Cameron Ralph Report Recommendations

Board Election Review and proposed Constitutional changes

Upon the completion of the 2005 election, the Board agreed to appoint an independent person to review the election process, to determine if there were any areas where the election process can be further improved and make recommendations to the Board.

Alan Cameron, Chairman of Cameron Ralph Pty Limited (Cameron Ralph) was appointed as an independent expert to review the key steps in the election process.

Alan Cameron is a former Commonwealth Ombudsman, and was for almost 8 years chairman of the Australian Securities and Investments Commission (ASIC) and its predecessor. He is also a former managing partner of the law firm Blake Dawson Waldron, and is currently Deputy Chairman of SFE Corporation Limited.

A request for submissions from interested parties was made in the May/June edition of the Open Road magazine. 23 Submissions were received and, following a review of those submissions, Cameron Ralph presented its report and recommendations to the Board on 26 July 2006.

The Board has endorsed the recommendations proposed by Cameron Ralph that will require changes to the Constitution and agreed that those recommendations be put to a vote of Members at the 2006 AGM. The three recommendations which require Constitutional changes relate to:-

1. returning to a 'first past the post' voting system;
2. dealing with the 'cherry picking' of proxies by effectively having all directed votes counted; and
3. the appointment of casual vacancies.

In addition, the Board agreed to take into account the other recommendations proposed by Cameron Ralph when formulating the Electoral Rules for the 2008 Board Election.

Set out below is a summary of all the recommendations made by Cameron Ralph

Cameron Ralph ? Summary of Recommendations


Recommendation #1
That the following objectives for the election process be adopted:

"In order to be sustainable, the election process for the NRMA aims to achieve the following objectives (in order of priority):

1. A board with the required skills, experience and cohesiveness to govern effectively;
2. Stable leadership which is sensitive to guarding the organisation's long term vision and values, whilst being responsive to changes in Members' needs and market circumstances;
3. A Board with legitimacy in the eyes of the Members, achieved through a system that is fair and transparent, and encourages the maximum number of Members to participate;
4. A means for ensuring accountability of the board and individual directors; and
5. A reasonable cost."

Recommendation #2
Abolish the 'Full Preferential' voting system and return to a 'First Past the Post' system [requires change to Constitution].


Recommendation #3
Amend Election Rules 3.4 & 3.5 to set out a mandatory, standardised Candidate Information Form which should have separate sections with standard headings, including Personal Details/Qualifications/ Past Experience/ Future Intentions.

Delete Election Rule 3.5(b) (ii). Replace with a rule requiring that: within the headings outlined above, candidates must strictly adhere to the 200 word in total limit, including name, qualifications, etc.


Recommendation #4
Except for the removal of any defamatory material, print candidate statements exactly as lodged. Strictly adhere to Election Rule 3.5(c) - candidate information to be published unedited, subject to Rule 3.5(d). Amend Election Rule 3.5(d) to give the Secretary authority to decline to publish only material that is defamatory.

Amend the Election Rules to allow candidates to make only one change, within a set time limit, to the candidate's information provided.


Recommendation #5
Develop a set of guidelines for candidates which outline how management will apply the restrictions on the use of the NRMA name and logo.

Recommendation #6
Maintain a separate mailing of the voting materials.


Recommendation #7
Rescind the Election Rule that provides for the asterisk on the ballot paper. Maintain identification of the sitting board members (as per the Street Report in 1992) in the candidate information booklet.


Recommendation #8
An Election Rule could be added which places a maximum (from all sources) on expenditure by or for the benefit of an individual candidate. The Board should establish what is a reasonable maximum having regard to the fact that a candidate is running only in a region (and does not have to reach out to the entire membership). A maximum of $5,000 should be placed on donations from any one donor (and their associates) aside from the candidate themselves. All candidate returns should be published.


Recommendation #9
The Board should remain empowered to appoint non-executive directors in the event of a casual vacancy arising. The Constitution should be amended to remove the arbitrary time limit. Consistent with Recommendation #7, the candidate information booklet should highlight the cases where a person (standing for election) was appointed to the Board under the casual vacancy provisions [requires change to Constitution].


Recommendation #10
In the absence of any comprehensive government amendment to the Act which prohibits the ability to cherry pick proxies, we recommend you amend the Constitution to require all directed votes to be voted, if the proxy holder votes at all ? and subject to legal advice, even if they do not [requires change to Constitution].


Recommendation #11
Delete the Election Rules allowing for groups and voting tickets. In removing the concept of groups, the following should be prohibited during the election: no mention of group name; no mention of other candidates in the candidate's information statement or other publications or publicity. What could be allowable in a candidate statement might include: mention of website; identical or similar wording to another candidate's.


Recommendation #12
We make no recommendation for change in the regions for the time being. In the long term, we suggest that the division of the membership into voting regions be unwound.


Recommendation #13
All candidates should be required to sign up to a code of conduct for the election, which, amongst other things, requires candidates not to break the law, not to make knowingly inaccurate statements or claims, or bring the NRMA into disrepute. The NRMA, through an appointed Independent Election Scrutineer, should be authorised to monitor compliance with the code and to publicise the fact of any candidate's breaching of the code.


Recommendation #14
If the NRMA decides to continue to use incentives, it should ensure that those incentives are provided at reasonable (or no) cost to Members, and are never disproportionate in value. We also suggest considering a separate incentive for Members voting on the internet ? as internet voting substantially reduces costs and potential handling errors.