CHANGES TO THE
STRUCTURE OF NORTHERN DISTRICT COMMUNITY HEALTH SERVICE
INC (NDCHS)
NDCHS would like to notify you of a proposed
technical change to the structure of our organisation.
Following advice from the Australian Tax Office in March
2008 to revoke our tax exempt status and the need for
community health services to retain this status, the
State Government undertook a review of the governance
arrangements of stand alone community health services
across Victoria.
This review resulted in three options being available
to community health services in order to maintain their
tax exempt status. These options are set out in the
document “Discussion Paper: Review of Governance
Arrangements for Community Health Centres” DHS
April 2008 (View on our website by following the links
below)
The Victorian Government has legislated to develop a
new registration process to enable us to become a
“registered community health centre”. This change
applies to this organisation. As a registered community
health centre we will need to transfer our incorporation
to become a company limited by guarantee. Accordingly
this organisation will be regulated by the Corporations
Act 2001, which is the legislation which applies to all
companies in Australia.
For current members of NDCHS this new legislation
will enable you to continue as a member should you wish
to do so. The new Constitution will require members to
agree to the payment of a nominal fee should the
organisation be wound up. The figure is likely to be
$1.00. Members will have responsibility for the
appointment and removal of the Board and must also agree
to any future changes to the Constitution.
The following documents relating to this process are
available for your information from reception at our
Kerang Office:
- Discussion Paper: Review of Governance
Arrangements for Community Health Centres
- Draft Constitution
- Membership Application Form
A Special General Meeting will be held on the 16th of
February 2009. Members will be asked to consider and if
thought appropriate, pass the following resolution at
this meeting.
“That members of Northern District Community
Health Service Inc.
Endorse the transition, from an Incorporated
Association to a Company Limited by Guarantee and
authorise the Board and the Chief Executive Officer to
expedite this process;
Agree to a Company Limited by Guarantee being
incorporated with the name of Northern District
Community Health Service Limited and adopt the proposed
Constitution;
Agree that the current Board members become
Directors of the proposed Company, subject to them
providing written consent both to being Directors and
Members;
Agree that current members of the Association who
provide their written consent to become members, approve
the Constitution of the proposed Company and agree to
provide a guarantee as stated in the constitution, shall
become members of the Company; and
That this resolution is deemed to be made on the
date on which the enabling legislation permitting
Northern District Community Health Service Inc to
become a Company Limited by Guarantee is proclaimed or
earlier if the consent of the Department of Human
Services is obtained.”
The new structure for NDCHS requires that our
membership be reviewed and updated prior to the Special
General Meeting in February. I would ask you therefore
to consider your ongoing membership with NDCHS. Should
you wish to continue as a member would you please fill
in the membership form by following the link below and
return it to Northern District Community Health Service,
PO Box 523, Kerang, 3579, by 23rd January 2009.
Membership Applications close by 23rd January 2009,
it will be assumed that you no longer wish to continue
as a member of NDCHS if we don’t receive a new
application form from you by this date.
I look forward to your ongoing support of NDCHS.
Yours sincerely
Elaine Carter
Chief Executive Officer