AustCham Thailand Board of Directors Meeting Tuesday 8 April 2014 5:50pm – 7:10pm Macquarie Securities Thailand: 28th Floor, CRC Tower, All Seasons Place 87/2 Wireless Rd, Bangkok Minutes of the meeting 1. Meeting Opening Attendees: Leigh Scott-Kemmis (Chair) Warwick Kneale Josh Hyland Rananda Rich Angus Kent Charles Wrightman Shane Burt Greg Wallace AustCham Executive Director Apologies: Simon Shale Wayne Williams Alan Polivnick M.L. Laksasubha Kridakon Sam Mcmahon David Armstrong Proxy’s: Nil Conflict of interest disclosures: Nil 2. Approval of previous meeting minutes & matters arising Minutes of the March board meeting were adopted. 3. Sponsors cocktail evening The AustCham Sponsors Cocktail Evening will take place at the Ambassador’s residence on 14 May. The board were encouraged to submit contact details of any potential sponsors / new investors into Thailand as additional invitees for this event. 4. Membership Update The Board approved one new membership application. A total of 431 members were noted, 12 fewer than the previous reporting period due to 18 relinquished members. 5. Finance To consolidate the Chamber’s bank accounts, a motion was moved by Warwick Kneale to close three accounts (listed below) held at Thanachart Bank, Silom Branch. The motion was seconded by Angus Kent and unanimously carried. 1. Saving A/C No. 218-2-08912-6 2. Current A/C No. 208-3-05135-4 3. Saving A/C No. 218-3-06072-7 Following the appointment of Baker Tilly Audit as the Chamber’s new financial auditor (approved at AGM on 5 March 2014), the Chamber’s Treasurer, Warwick Kneale, declared no personal financial interests in Baker Tilly Audit (Thailand). This motion to the Board was made at the request of the Auditor. To ensure transparency, auditable accounts will be reviewed by a separate director on the board. Motion moved by Leigh. Seconded by Angus Kent. Motion carried. The board reviewed the first quarter P&L Statement and Balance Sheet. A surplus of 1,249,350 was noted for the first quarter (959,503 ahead of budget). This is attributed to increased membership subscriptions / payments in first quarter (+538,051THB), increased corporate sponsorship revenue for 2014 (+396,000THB), and increased attendance at Sundowners (+41,562), and increased attendance at business events (+27,817THB). 6. Future Focus Discussion In recognising the current competencies of the operational team, the board agreed to adopt a strategic governance model for the year ahead – noting a need to assume a hybrid model periodically. To protect the AustCham brand and reputation, the board acknowledged an ongoing need to oversee member-wide communications (e.g. Advance, e-news). The board acknowledged the need to develop a 2 to 5 year strategic plan (in addition to an annual plan). One limitation is the potential turnover of directors each year. To achieve strategic continuity and protect institutional memory, an amendment to the constitution was proposed whereby ‘board members serve a minimum 2 year rotation’. This matter will be explored further. It was noted that AustCham’s planning cycle would commence in Q3 2014. It was noted that the Chamber’s resources and priorities for the remainder of 2014 would be impacted according to the outcome from the Asian Business Engagement Plan submission. The board requested an overview of pre-committed Chamber activities.