Doug PollardALSO Foundation AGM TUESDAY FEB 28th
As the ALSO Foundation AGM approaches on Tuesday, the following is provided as a service to ALSO members who may not have received this information.
To Also Foundation and Also Care Members
20th February 2012
WHY DO ALSO DIRECTORS CONTINUE TO FLOUT THE LAW, REFUSE TO GOVERN BY THEIR OWN CONSTITUTION & RULES & OBSTRUCT MEMBER ATTEMPTS TO GAIN INFORMATION?
WHY DO THEY NOT INFORM THEIR OWN MEMBERSHIP OF THE DISASTROUS MANAGEMENT & FINANCIAL SITUATION THEY CONTINUE TO MAKE FOR THEMSELVES?
ARE THEY OPERATING FOR THEIR OWN REASONS RATHER THAN THAT OF MEMBERS?
Following an entitled member request of 20 days ago, that sought immediate supply of the List Of Also Foundation Members & their mailing address, plus other information vital to access whether Also Foundation and Also Care were operating legally & not while insolvent, all that Secretary Daniel Perkins has done is acknowledge the request.
With only 8 days left until the Also Foundation & Also Care Annual General Meetings (AGM) on Tuesday February 28th, can we assume that this taking of no action to be a delaying tactic to stop communication direct to Members?
This letter is sent at personal expense to a previously supplied list - apologies if you are no longer associated.
Even if information is now sent to members it is too late to properly assess, then present member motions.
Yet some useful information about the state of Also was recently given on Joy Radio by the current Treasurer.
This included promises of member involvement at next week’s AGM, in itself a sound step, but how can this be done without timely notices to members, giving them the opportunity to support or propose alternates?
It is 9 months into the next financial year and still we do not have Reports & Audited Financial Statements & no believable reasons why not. Only today, as late as possible, were copies of the two required proxy forms received.
Last October excuses for reporting delays were made by Also to the authorities, such as illness & the ever present ‘revolving door’ nature of Director tenure. Yet this situation was not communicated to Members until December - why not? We do know Directors were waiting to get their hands on another tranche of funds from Also Care?
We can now conclude that Also has ‘found’ technical reasons to refuse inclusion in the Annual General Meeting Agenda(s) of both entities, of a number of properly submitted, member entitled motions designed to attempt to Save Also Care, stop the flow of remaining monies from it to Also Foundation & reduce the improper financial and management domination by Also Foundation Directors upon Also Care – a serious conflict of interest.
Delaying or frustrating the motions may mean yet another meeting will have to be called as they cannot be ignored for ever– a copy is shown below.
The two ALSO entities are legally separate & they operate under different legislation. Although with some common purpose, Also Care has more carefully defined operating objectives, which were accepted by the Australian Tax Office who specified the spending was ‘for charitable purposes’.
The transfers to Also Foundation of bulk amounts of funds, which have then been used primarily to pay deferred creditors, CEO & other salaries, ‘consultant’ fees & administration (totaling over 80% in recent years), cannot possibly all be construed as spending for ‘a charitable purpose’.
In addition, any valid member resolution, such as was only just passed on a bare majority, at a second try last year, would probably first have to have the current purposes altered, then the ATO to approve same & this has not been done.
A member request was made to inspect the books of account and minutes of Also Care – again an entitlement specified in the Also Care Rules of Association - but to date denied by Also!
Why would Directors not comply with such opportunities to prove their innocence?
Instead Directors and Also Care Committee members continue to flout the law of the land, the Constitution of Also Foundation and the Rules of Association of Also Care & they ignore the membership.
Members can look forward to receiving yet another unbelievable budget - four have failed in the past 18 months,
more vague promises & perhaps another 20 pages of ‘Strategic Objectives’/ ‘Business Plans that never address fund raising.
Probably there will be NO LISTING of what expenditures have been paid out by Also, to what result, upon gay community activities, in line with Also Care objectives, & spent OUTSIDE of the four walls of the Also office.
You may be told that all current Directors are not associated with the past. But four of them, Perkins, Jeffries, Wooten & Morris have presided over the transferring of probably now around $500,000 from Also Care.
They could have voted NO and stopped it, they do not deserve continuing support.
The activities of the current and past Also Directors and Also Care Committee Members have created a cancer that has eaten the heart out of philanthropic giving to Also and there is little doubt the cancer is spreading to other gay organizations. It should be stopped now.
If Members receive any Also papers, read very carefully & remember all the past broken promises.
Attend the AGM(s) if you can
Put questions to the Directors, Treasurer & Auditor
I recommend voting NO to acceptance of the Reports – it appears that is ALL they are going to let you do!
If you cannot attend please use your proxy forms noting there are TWO, one for each organization.
If lost ask Also for a copy or contact myself
It is unwise to give an open proxy to the Chair of the meeting – they will simply use it to protect themselves
Instead give your proxy to a trusted attending friend or to myself . If you choose the latter send me a copy please
You CAN trust me to look after the best interests of Also Care Members and its now small remaining funds
Geoffrey R Richards B.Commerce (Melb), Retd: Certified Practicing Accountant & Registered Company Auditor Membership No 848
A past founding Committee Member of Also Care. gfrolf@yahoo.com.au
MOTIONS
Member Motions for Also Foundation AGM
(*Note – these motions have been excluded by the board – see below)
1. That from June 30th 2012 all day to day operational activity of Also Foundation cease, with any remaining on-going contracts, leases and other agreements closed, terminated or sub-contracted leaving legal registration requirements and a care and maintenance operation to a maximum of $25,000 per year and that the operation may be re-activated at any time following a 75% financial member vote at a Special General Meetingand that if re-activation is not forthcoming by June 30th 2015 then within 30 days thereof a motion to wind-up, amalgamate or otherwise dissolve be placed before the membership.
2. That following on-going membership dissention over financial and business management and operational direction of the Also Foundation that the relevant supervising authority (ASIC) be requested to appoint an Administrator to recommend a course of action to members
(Delivered 30/1/12 after signing by two financial Also Foundation/Also Care financial members)
Member Motions for Also Care AGM
1. That following on-going large transfers of funds from
Also Care to Also Foundation and other member questioned expense allocations that may not fully be in accord with the defined purposes of Also Care as approved by the Australian Taxation Office, and continued member dissention over perceived conflicts of interest between the common and voting Directors of Also Foundation who are Also Committee members that relevant supervising authority be requested to appoint an Administrator with the object of verification of what are allowable expenses from Also Care and its Member Contribution Fund and whether the Directors of Also Foundation are operating in conflict of interest situations.
2. That the number of Directors of Also Foundation who may be nominated to Also Care Committee be reduced immediately from 6 to 3 and that no other person may take up an AlsoCare Committee position within 2 calendar years of them being either an Also Foundation Director or employee.
3. That any monies currently on request to be transferred/released to Also Foundation or other bodies be held in Trust until a further SGM meeting of Financial Also Care members decides to approve or rescind such requests for outstanding and any future requests and that any further approvals for release shall require a 75% financial member supporting vote by poll and Special General Meeting of members.
4. That for the purposes of establishing the full voting membership of Also Care - whether from Also Care prior membership, Contributor or other category - only real human natural persons may vote and excluded are business entities, advertisers , donors , associated organisations or similar categories unless they duly enrol a natural person via the membership application process and that the natural person definition does not extend to include entities other than natural human persons.
(Delivered 30/1/12 after signing by two financial Also Foundation/Also Care financial members)
*Edited to fit one page fior letter to Also Members 20/2/12
 
Up-date PROPOSED MEMBER MOTIONS TO AGM(s)
I have received yesterday two replies from Daniel as Sec of both Also Foundation and Also Care.
They have refused inclusion of these proposed motions and supplied full reasons why not - too late for my letter to Members sent out a day earlier.
The result is no motions permitted. The requirements make it is almost impossible to bring same to an Also Foundation Meeting - even their own Articles that I was reading were in significant parts declared non operative as they are over ridden by overall Corporations Rules!!.
There is some hope of motions in two months time being able to go to Also Care.
By this time Also Foundation will have got its hands on the rest of Also Care Funds and it will be spent as usual upon outstanding creditors, 'consultant' fees and administration.
In light of the answers a lot more legal work will now be required.
Its notable that when it comes to their own methods of operating that Also Officers are not so forthcoming about operating without Quorums and determining what is properly permissable disposal of member funds for 'charitable' purposes.
Further investigation of these situations is proceeding.
Daniel does offer the 'opportunity' to raise concerns at the AGM's -one presumes they will do that then continue on just as before.
 
THE PRINCIPAL QUESTIONS
1. WHAT HAPPENS WHEN BY MID-YEAR ALL THEMONEY RUNS OUT?
2. HAVE THE AUDITED FINANCIAL REPORTS BEEN RECEIVED and WHEN and WHY NOT SENT TO MEMBERS with sufficient time to consider ?
3. Also Care Ruules do specify separate accounting and reporting for its Gift Fund - is this being done, It seems not to have occurred before?
4. WHEN Also Care runs out of money - (estimate soon) what will happen - will it be wound up?
5. With a 'consultant' retained by Also Foundation (the ex CEO) and other part-time staff and perhaps Commission Agents for the yet to be distributed 2012 Also Directory - surely all available funds are once again being used to pay for people?
6. Are there measurable, tangible benefit to the gay community from what are really just internal operations?
7. Outcomes often quoted as Also achievements such as Switchboard and Minus 18 were in fact the efforts of voluntary individuals over long past periods of time and neither are within Also Foundation now. It is probable that both would have arisen as most others quoted too, with or without a few words in Also Publications?
8. What organisations over the past 10 years has Also provided funding for of any significant say $5000 . If there had been surely it would have been mentioned?
9. If Also Foundation shut its doors tomorrow morning what impact would this have on benefits to the gay community that could not easily and more cost effectively been carried out by other existing more competent and cost effective groups?
10. The Also Website, and repeat adverts on Joy and other promos hold Also out as one of the largest gay community activist and philanthropic organisations in Australia.
11. Is this statement correct when according to list provided to a member the individual membership was just 211 in May of last year?
12. Is this statement correct in regards to philanthropic endeavours - what amounts have been expended to back this surely unbelievable claim?
Geoffrey R Richards B.Commerce (Melb), Retd: Certified Practicing Accountant & Registered Company Auditor Membership No 848
A past founding Committee Member of Also Care. gfrolf@yahoo.com.au
............................. ............................. ............................. ..............
{ALSO} VALE Bill Jeffrey
By Robert Morris, Jim Wootton, Daniel Perkins, Wayne Elliot and Eva Orr, Board members of The Also Foundation
William (Bill) Jeffrey, a quiet and gentle man, died recently.
Bill, a long time member of the Also Foundation (member number 596) was appointed to the board in 1990 continuing until his death. He was the longest serving member having served the membership for 22 years.
His fellow board members join in honouring his contributions to the gay and lesbian community. His wisdom and down to earth commonsense often pointed to a solution when fellow board members were at an impasse.
Bill suffered from a degenerative condition for many years. Late last year he was admitted to the Alfred Hospital for treatment after which he went to a rehab unit. Always of an independent mind he insisted on returning to his flat where he had peace.
It was shortly after this return that he passed away.
In his earlier life Bill worked in theatre production and as a stage manager. His other career was initially as a proof reader at the Age and then as a sub editor of the Age. In recent years he was a self-funded retiree.
Bill will be missed.
............................. ............................. ............................. ..............
Note: despite his 22 years service to the organisation, ALSO was unable to assist Bill either with accommodation or respite care in his final months. Doug
............................. ............................. ............................. ..............
From Geoffrey R Richards
Membership No 848
A past founding Committee Member of Also Care
Membership No 848
A past founding Committee Member of Also Care
To Also Foundation and Also Care Members
20th February 2012
ALSO AGM TUESDAY FEB 28th
WHY DO ALSO DIRECTORS CONTINUE TO FLOUT THE LAW, REFUSE TO GOVERN BY THEIR OWN CONSTITUTION & RULES & OBSTRUCT MEMBER ATTEMPTS TO GAIN INFORMATION?
WHY DO THEY NOT INFORM THEIR OWN MEMBERSHIP OF THE DISASTROUS MANAGEMENT & FINANCIAL SITUATION THEY CONTINUE TO MAKE FOR THEMSELVES?
ARE THEY OPERATING FOR THEIR OWN REASONS RATHER THAN THAT OF MEMBERS?
Following an entitled member request of 20 days ago, that sought immediate supply of the List Of Also Foundation Members & their mailing address, plus other information vital to access whether Also Foundation and Also Care were operating legally & not while insolvent, all that Secretary Daniel Perkins has done is acknowledge the request.
With only 8 days left until the Also Foundation & Also Care Annual General Meetings (AGM) on Tuesday February 28th, can we assume that this taking of no action to be a delaying tactic to stop communication direct to Members?
This letter is sent at personal expense to a previously supplied list - apologies if you are no longer associated.
Even if information is now sent to members it is too late to properly assess, then present member motions.
Yet some useful information about the state of Also was recently given on Joy Radio by the current Treasurer.
This included promises of member involvement at next week’s AGM, in itself a sound step, but how can this be done without timely notices to members, giving them the opportunity to support or propose alternates?
It is 9 months into the next financial year and still we do not have Reports & Audited Financial Statements & no believable reasons why not. Only today, as late as possible, were copies of the two required proxy forms received.
Last October excuses for reporting delays were made by Also to the authorities, such as illness & the ever present ‘revolving door’ nature of Director tenure. Yet this situation was not communicated to Members until December - why not? We do know Directors were waiting to get their hands on another tranche of funds from Also Care?
We can now conclude that Also has ‘found’ technical reasons to refuse inclusion in the Annual General Meeting Agenda(s) of both entities, of a number of properly submitted, member entitled motions designed to attempt to Save Also Care, stop the flow of remaining monies from it to Also Foundation & reduce the improper financial and management domination by Also Foundation Directors upon Also Care – a serious conflict of interest.
Delaying or frustrating the motions may mean yet another meeting will have to be called as they cannot be ignored for ever– a copy is shown below.
The two ALSO entities are legally separate & they operate under different legislation. Although with some common purpose, Also Care has more carefully defined operating objectives, which were accepted by the Australian Tax Office who specified the spending was ‘for charitable purposes’.
The transfers to Also Foundation of bulk amounts of funds, which have then been used primarily to pay deferred creditors, CEO & other salaries, ‘consultant’ fees & administration (totaling over 80% in recent years), cannot possibly all be construed as spending for ‘a charitable purpose’.
In addition, any valid member resolution, such as was only just passed on a bare majority, at a second try last year, would probably first have to have the current purposes altered, then the ATO to approve same & this has not been done.
A member request was made to inspect the books of account and minutes of Also Care – again an entitlement specified in the Also Care Rules of Association - but to date denied by Also!
Why would Directors not comply with such opportunities to prove their innocence?
Instead Directors and Also Care Committee members continue to flout the law of the land, the Constitution of Also Foundation and the Rules of Association of Also Care & they ignore the membership.
Members can look forward to receiving yet another unbelievable budget - four have failed in the past 18 months,
more vague promises & perhaps another 20 pages of ‘Strategic Objectives’/ ‘Business Plans that never address fund raising.
Probably there will be NO LISTING of what expenditures have been paid out by Also, to what result, upon gay community activities, in line with Also Care objectives, & spent OUTSIDE of the four walls of the Also office.
You may be told that all current Directors are not associated with the past. But four of them, Perkins, Jeffries, Wooten & Morris have presided over the transferring of probably now around $500,000 from Also Care.
They could have voted NO and stopped it, they do not deserve continuing support.
The activities of the current and past Also Directors and Also Care Committee Members have created a cancer that has eaten the heart out of philanthropic giving to Also and there is little doubt the cancer is spreading to other gay organizations. It should be stopped now.
If Members receive any Also papers, read very carefully & remember all the past broken promises.
Attend the AGM(s) if you can
Put questions to the Directors, Treasurer & Auditor
I recommend voting NO to acceptance of the Reports – it appears that is ALL they are going to let you do!
If you cannot attend please use your proxy forms noting there are TWO, one for each organization.
If lost ask Also for a copy or contact myself
It is unwise to give an open proxy to the Chair of the meeting – they will simply use it to protect themselves
Instead give your proxy to a trusted attending friend or to myself . If you choose the latter send me a copy please
You CAN trust me to look after the best interests of Also Care Members and its now small remaining funds
Geoffrey R Richards B.Commerce (Melb), Retd: Certified Practicing Accountant & Registered Company Auditor Membership No 848
A past founding Committee Member of Also Care. gfrolf@yahoo.com.au
MOTIONS
Your text goes here
Member Motions for Also Foundation AGM
(*Note – these motions have been excluded by the board – see below)
1. That from June 30th 2012 all day to day operational activity of Also Foundation cease, with any remaining on-going contracts, leases and other agreements closed, terminated or sub-contracted leaving legal registration requirements and a care and maintenance operation to a maximum of $25,000 per year and that the operation may be re-activated at any time following a 75% financial member vote at a Special General Meetingand that if re-activation is not forthcoming by June 30th 2015 then within 30 days thereof a motion to wind-up, amalgamate or otherwise dissolve be placed before the membership.
2. That following on-going membership dissention over financial and business management and operational direction of the Also Foundation that the relevant supervising authority (ASIC) be requested to appoint an Administrator to recommend a course of action to members
(Delivered 30/1/12 after signing by two financial Also Foundation/Also Care financial members)
Member Motions for Also Care AGM
1. That following on-going large transfers of funds from
Also Care to Also Foundation and other member questioned expense allocations that may not fully be in accord with the defined purposes of Also Care as approved by the Australian Taxation Office, and continued member dissention over perceived conflicts of interest between the common and voting Directors of Also Foundation who are Also Committee members that relevant supervising authority be requested to appoint an Administrator with the object of verification of what are allowable expenses from Also Care and its Member Contribution Fund and whether the Directors of Also Foundation are operating in conflict of interest situations.
2. That the number of Directors of Also Foundation who may be nominated to Also Care Committee be reduced immediately from 6 to 3 and that no other person may take up an AlsoCare Committee position within 2 calendar years of them being either an Also Foundation Director or employee.
3. That any monies currently on request to be transferred/released to Also Foundation or other bodies be held in Trust until a further SGM meeting of Financial Also Care members decides to approve or rescind such requests for outstanding and any future requests and that any further approvals for release shall require a 75% financial member supporting vote by poll and Special General Meeting of members.
4. That for the purposes of establishing the full voting membership of Also Care - whether from Also Care prior membership, Contributor or other category - only real human natural persons may vote and excluded are business entities, advertisers , donors , associated organisations or similar categories unless they duly enrol a natural person via the membership application process and that the natural person definition does not extend to include entities other than natural human persons.
(Delivered 30/1/12 after signing by two financial Also Foundation/Also Care financial members)
*Edited to fit one page fior letter to Also Members 20/2/12
 
Up-date PROPOSED MEMBER MOTIONS TO AGM(s)
I have received yesterday two replies from Daniel as Sec of both Also Foundation and Also Care.
They have refused inclusion of these proposed motions and supplied full reasons why not - too late for my letter to Members sent out a day earlier.
The result is no motions permitted. The requirements make it is almost impossible to bring same to an Also Foundation Meeting - even their own Articles that I was reading were in significant parts declared non operative as they are over ridden by overall Corporations Rules!!.
There is some hope of motions in two months time being able to go to Also Care.
By this time Also Foundation will have got its hands on the rest of Also Care Funds and it will be spent as usual upon outstanding creditors, 'consultant' fees and administration.
In light of the answers a lot more legal work will now be required.
Its notable that when it comes to their own methods of operating that Also Officers are not so forthcoming about operating without Quorums and determining what is properly permissable disposal of member funds for 'charitable' purposes.
Further investigation of these situations is proceeding.
Daniel does offer the 'opportunity' to raise concerns at the AGM's -one presumes they will do that then continue on just as before.
 
THE PRINCIPAL QUESTIONS
1. WHAT HAPPENS WHEN BY MID-YEAR ALL THEMONEY RUNS OUT?
2. HAVE THE AUDITED FINANCIAL REPORTS BEEN RECEIVED and WHEN and WHY NOT SENT TO MEMBERS with sufficient time to consider ?
3. Also Care Ruules do specify separate accounting and reporting for its Gift Fund - is this being done, It seems not to have occurred before?
4. WHEN Also Care runs out of money - (estimate soon) what will happen - will it be wound up?
5. With a 'consultant' retained by Also Foundation (the ex CEO) and other part-time staff and perhaps Commission Agents for the yet to be distributed 2012 Also Directory - surely all available funds are once again being used to pay for people?
6. Are there measurable, tangible benefit to the gay community from what are really just internal operations?
7. Outcomes often quoted as Also achievements such as Switchboard and Minus 18 were in fact the efforts of voluntary individuals over long past periods of time and neither are within Also Foundation now. It is probable that both would have arisen as most others quoted too, with or without a few words in Also Publications?
8. What organisations over the past 10 years has Also provided funding for of any significant say $5000 . If there had been surely it would have been mentioned?
9. If Also Foundation shut its doors tomorrow morning what impact would this have on benefits to the gay community that could not easily and more cost effectively been carried out by other existing more competent and cost effective groups?
10. The Also Website, and repeat adverts on Joy and other promos hold Also out as one of the largest gay community activist and philanthropic organisations in Australia.
11. Is this statement correct when according to list provided to a member the individual membership was just 211 in May of last year?
12. Is this statement correct in regards to philanthropic endeavours - what amounts have been expended to back this surely unbelievable claim?
Geoffrey R Richards B.Commerce (Melb), Retd: Certified Practicing Accountant & Registered Company Auditor Membership No 848
A past founding Committee Member of Also Care. gfrolf@yahoo.com.au
............................. ............................. ............................. ..............
{ALSO} VALE Bill Jeffrey
By Robert Morris, Jim Wootton, Daniel Perkins, Wayne Elliot and Eva Orr, Board members of The Also Foundation
William (Bill) Jeffrey, a quiet and gentle man, died recently.
Bill, a long time member of the Also Foundation (member number 596) was appointed to the board in 1990 continuing until his death. He was the longest serving member having served the membership for 22 years.
His fellow board members join in honouring his contributions to the gay and lesbian community. His wisdom and down to earth commonsense often pointed to a solution when fellow board members were at an impasse.
Bill suffered from a degenerative condition for many years. Late last year he was admitted to the Alfred Hospital for treatment after which he went to a rehab unit. Always of an independent mind he insisted on returning to his flat where he had peace.
It was shortly after this return that he passed away.
In his earlier life Bill worked in theatre production and as a stage manager. His other career was initially as a proof reader at the Age and then as a sub editor of the Age. In recent years he was a self-funded retiree.
Bill will be missed.
............................. ............................. ............................. ..............
Note: despite his 22 years service to the organisation, ALSO was unable to assist Bill either with accommodation or respite care in his final months. Doug
............................. ............................. ............................. ..............
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