VIC Commercial Law - The Effect of Company Spin-offs on Members?

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Henry

Member
10 December 2017
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Thank you SB but I'm no wiser as to the answers to my questions. My interest is what is best for the members, not the Company (which doesn't exist without membership) as a separate entity. It does not need to follow an RACV type evolution and become a business in order to survive and the Company Articles clearly state it exists for the benefit of its members.

Tim W - My background is OD so I am interested in the possible long term outcomes. No personal loss/gain other than the possible loss, as part of the membership, of the ability to make the Board accountable, but that is one of the things I am seeking to clarify.

Distinct possibility of personal gain to a Board member and his partner though and when you already have a culture that won't give details to the members, if it is concentrating power by decreasing checks and balances, it is worrying. (Perhaps worth noting is that the Company Articles Interpretation bans more than one member of a partnership from positions of influence atm.)

They won't answer the "who benefits?" question. (They are not even attempting to "sell" the idea that the answer to that one is the membership). So I am trying to ascertain if there is an inverse "who loses?" and whether the answer to that is "the members".

We are hearing (sorry to be working on rumour but that is all that is available) that administration will be more complicated and there will be additional costs at the same time as there may be a loss of members' rights under the Corporations Act with respect to the Company Articles so we have concerns as to why this move is being contemplated.
 
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