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17.1 Removal by Member Vote
Any Executive officer may be removed from office by a two-thirds majority of valid votes cast
by members in a Special General Meeting called for that purpose, provided:
• The SGM has been called in accordance with Article 12.5;
• The officer concerned has been given at least 21 days’ written notice of the motion
and the grounds for it, and a full opportunity to respond;
• The officer’s written response (if any) has been circulated to all members before the
vote.
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17.2 Removal by Executive Resolution
The Executive may, by a resolution of at least three out of five Executive members
(excluding the officer subject to the resolution), refer the removal of a fellow Executive officer
to the membership for a vote. The basis for such a referral may include, but is not limited to:
• Sustained failure to perform the duties of their role;
• Serious or repeated breach of this Constitution or the Code of Conduct;
• Conduct seriously detrimental to the Community;
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• An undisclosed conflict of interest;
• A breach of the Anti-Bribery and Corruption Policy;
• Loss of the confidence of the Executive in the officer’s ability to fulfil their role.
Upon such a referral, a Special General Meeting shall be called and the removal vote shall
proceed in accordance with Article 17.1. Pending the outcome of the vote, the Executive
may suspend the officer from their duties.
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17.3 Resignation
An Executive officer may resign at any time by giving written notice to the CEO (or, where
the CEO is resigning, to the COO). The resignation shall take effect on the date stated in the
notice or, if no date is stated, on the date the notice is received. The vacancy shall be filled
in accordance with Article 8.3.
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17.4 Automatic Termination
An Executive officer shall automatically vacate their position if they:
• Are disqualified from holding office by order of a court;
• Cease to be a member of the Community;
• Are absent from three consecutive Executive meetings without apology or leave of
absence agreed by the Executive;
• Are determined by the Executive to be incapacitated to the extent that they cannot
fulfil their role.
