- THE ROLE OF MEMBERS appoint the Board to undertake the objectives of the company. The Board answer to the members
- THE ROLE OF THE BOARD = high level oversight with strategic direction for longevity of the company. Board delegate to Exec. The Board:
- Have a legal and ethical duty to act in the best interests of the company, avoiding conflicts of interest and not misusing information or position. make sure the set the long-term goals and strategic direction of the company
- Monitor the company's performance and financial position and protect the organisation from embezzlement or misappropriation of funds.
- Are responsible for the overall governance of the company
- Monitor performance and compliance
- Ensure the company complies with all relevant laws, regulations, and ethical standards.
- Make key decisions on behalf of the company, acting in its best interests.
- Directors must exercise reasonable care and diligence in carrying out their duties.
- THE ROLE OF EXECUTIVE = day-to-day operators
- COUNCIL = AMSA Reps that represent the Med Society and student members
Mixing them up means the people running things also get to police themselves and you lose any real “sober second look.”
The new proposed constitution skews power away from Members.
What’s wrong?
- Member power eroded: Med Socs automatically control thousands of proxy votes by automatic proxy + get a standard 250 votes on top but the Board said they don't have to pay. The new constitution perpetuates member power being eroded. Med Student members have to pay for 1 vote but Med Socs don't have to pay? Med Socs should not automatically get your vote by proxy.
- Unchecked spending: Executive costs up to 74K in a year and can keep growing because the new constitution and the new by-laws allow for exec to be expanded without any limits, normally approval by Board due to budgets in other companies. Yet there’s no professional General Manager to keep budgets in check and new clauses allow the Board to hide information from members.
- Hidden rules & poor transparency: Critical details have been stripped from the Constitution and buried in hard-to-find By-Laws. Standing Orders can be changed behind closed doors, and minutes and committee charters are nearly impossible to access. Member's access to key documents have been removed in new constitution.
- Board takeover by execs: The new proposed constitution packs the Board with 6 of 10 executive directors, turning it into a tokenistic rubber-stamp for day-to-day operations instead of a true oversight body. The Board should be separate from the Executive as the roles are different.
- Skills gaps & lack of diversity: No guaranteed seats for legal, financial, Indigenous, rural or other under-represented voices so key perspectives and expertise are missing.
- Directors Term-limit have been removed: Independent directors can now serve indefinitely, risking “old guard” stagnation instead of fresh ideas and opportunities for others
- Stakeholder relations low
Poor relationships with AMA. They used to fund AMSA's General Manager and provide legal and financial support but the stakeholder relations seem low with key stakeholders that AMSA had great stakeholder relations with.
What we demand:
- Independent Governance Review by an Independent body within 3 months and the publish report within 3 months to members. This can be done pro-bono from a legal firm
- Constitutional guarantees for a published Board Skills Matrix and seats for:
- 1 Independent Director (legal/governance)
1 Independent Director (finance)
1 Member Director (Aboriginal & Torres Strait Islander)
1 Member Director (rural)
1 Member Director (diverse background)
- Member Directors must be med students
Transparent By-Laws published online, with member consultation on any changes. No Standing Orders for the Board or Committees to overcomplicate and hide content outside of what is visible.
Staggered term-limits (max two × 2-year terms) for Independent directors.
Guaranteed part-time GM/CEO role for day-to-day oversight and fiscal discipline.
Reform proxy voting so individual students must opt in to delegate their vote
- Med Socs should no longer get 250 free votes on top of their automatic proxy of your student vote. The Board said they don't have to pay fees. Why do they get free votes yet Med Students have to pay for 1 vote?
Join us: sign now to demand AMSA put members’ rights, diversity, and accountability back at the heart of its governance.
Why you should care and act
- These changes shift power away from you (the student membership) into a small inner circle
- Your fees, your events, your representation, all become controlled by those already in charge
- If you believe in accountability, transparency and true diversity, you need to:
- Demand an opt-in proxy system (so reps earn your vote)
- Restore more member-elected seats
- Insist on independent director spots with clear, selection based on qualifications and meeting specific skills gaps
- Demand an Independent Governance Review so that AMSA is fair to its members!