In April, the JAA initiated a significant constitutional change that limited the tenure of the president and vice president; however, the amendment effectively excludes current officeholders Joshua Sharp and Ronnie Bauer.
This outcome is despite the fact that both individuals would not logically be able to stand for election under the revised constitution.
While the JAA did not make it clear when it announced the constitutional change, Sharp and Bauer are excluded from the four-year limitation because the amendment is not ‘retrospective’.
Following its March annual general meeting, the JAA announced on 7 April: “Members approved a constitutional amendment relating to Board leadership tenure. Under the revised Constitution, the roles of President and Vice President will be limited to a maximum of four years in each position.”
Sharp joined the JAA board in February 2021 and became president in October 2022, while Bauer was appointed vice president at the same time.
Bauer is serving his second stint on the board, having first joined in 2011. He has been the subject of a number of controversies during his tenure including making public retractions and offering apologies as well as it being discovered that a former co-opted director was the company secretary of one of his businesses.
On its face, the amendment appeared to mean both Sharp and Bauer would reach the four-year limit in October 2026.
However, in an unusual turn of events, the JAA has now clarified that the amendment does not apply retrospectively and that neither Sharp nor Bauer must step down.
This interpretation of the new amendment would, presumably, allow both to continue in their positions for another four years.
An unsigned email from the ‘JAA Board’ dated 1 October states: “The constitutional amendment does not apply retrospectively, and neither Joshua Sharp nor Ronnie Bauer is required to step down in October 2026”.
Rules for thee and not for me?
The current board’s handling of the JAA constitutional amendment raises several questions in its own right. Most obvious is that the association’s original website announcement did not make clear that the four-year limit would not apply retrospectively to Sharp and Bauer.
Given Sharp had already served almost four years as president, and Bauer had served the same period as vice president, as well as serving on the board previously, this distinction should be considered material.
Therefore, the JAA’s website announcement was, at best, incomplete and, at worst, misleading.
Further, it is bewildering that the board did not clarify this ‘retrospective’ interpretation when Jeweller reported on this constitutional amendment on 24 April. It is reasonable to assume that appropriate board governance would have required qualifying and/or correcting Jeweller’s reporting of the amendment at the time.
» Background reading: JAA's false claims about financial reporting
Furthermore, at that point it would also have been appropriate to clarify or correct the original website announcement. The board did neither.
Instead, the clarification effectively excluding Sharp and Bauer from the constitutional change came six months later - and only after Jeweller directly questioned the JAA's two independent co-opted directors about the matter.
Yet another governance failure?
That raises a straightforward governance question. Regardless of whether the distinction that the amendment did not apply retrospectively was always clear to the JAA board, why was this ‘quirk’ not explained when the announcement was published online?
Further, why was it not corrected or clarified when Jeweller subsequently reported it?
Perhaps even more importantly, the amendment's lack of clarity also creates an awkward practical consequence for the two co-opted, independent directors, Lindsay Kotzman and Anna Hakman, who are specifically charged with overseeing the association’s governance and transparency.
A constitutional provision designed to impose a maximum four-year tenure of the president and vice president will, under the JAA’s interpretation, initially not apply to either person currently occupying those positions.
In effect, the rule exists; however, the two officeholders - Sharp and Bauer - who would appear to be the most immediately impacted by its introduction are, for some unexplained reason, exempt from its first application.
Indeed, this may be entirely permissible under the new Constitution; however, it creates an obvious perception problem. Governance reform is considerably less convincing when the people who introduced, or currently benefit from, an existing arrangement are not subject to the new limitation.
If the intention was always to establish a four-year tenure limit commencing from the annual general meeting, rather than from the date each officeholder originally assumed their position, that distinction is important enough to warrant explicit communication to members at the time of the motion and to the broader industry in the subsequent announcement.
As outlined above, the JAA did not communicate this distinction to the broader industry. Whether this distinction or ‘exemption’ was communicated directly to members remains unclear, as the JAA has told Jeweller that it will not respond to any further questions.
There is also a governance question about the absence of any apparent explanation for the crucial decision not to apply the time limitation retrospectively – which the JAA neither explained on its website nor in communication with this publication.
Jeweller’s most recent questions to the JAA sought clarification on the amendment's practical effect; however, the association’s response simply stated that the previously published premise was incorrect.
The board did not explain why the amendment was drafted or interpreted that way, when the four-year ‘clock’ was intended to commence, or whether members were specifically advised of the transitional arrangement.
The issue is one of transparency and governance communication. If the amendment aims to prevent excessive concentration of leadership tenure, or perhaps encourage board renewal, members are entitled to understand how and when that objective takes effect.
Without that explanation, an uncomfortable disconnect remains between the reform's apparent intent, whatever that may be, and its immediate practical effect. The board has been, and continues to act non-transparently.
Where are the governance experts?
The lack of clarity around this matter is significant given the broader governance changes the JAA announced over the past year, including the appointment of two co-opted independent directors, Lindsay Kotzman and Anna Hakman.
The appointments were presented as part of an effort to strengthen the JAA’s governance. In an announcement on 7 April, Sharp described Hakman as bringing “a depth of governance and strategic experience” and providing “risk-aware guidance”.
This is the first time the JAA board has included two independent directors. It is unusual for a board of six to have more than one co-opted independent director, let alone two who claim specialised governance expertise.
That said, these appointments, while unusual, may have been warranted following one director's controversial resignation in February, citing cultural and governance concerns as reasons for quitting the board.
It also should be noted that controversy surrounding the appointment of co-opted directors at the JAA is not a new phenomenon.
Professional company director and governance expert Meredith Doig - who resigned in April 2025 - did not disclose her business relationship with vice president Ronnie Bauer when she joined the JAA in 2022.
That aside, the period since the appointments of Kotzman and Hakman has been marked by a series of issues surrounding financial disclosure, board accountability, and transparency – all areas which would have, presumably, been the focus of two governance experts.
More board missteps
On 31 March 2026, the JAA published a statement claiming it had recorded losses in only two of the preceding 10 years. Jeweller subsequently established that the correct figure was four years, representing cumulative losses of more than $190,000.
The timing was notable. The JAA’s annual general meeting took place on 30 March, and the incorrect financial statement was published the following day. Hakman was appointed to the board on 1 April.
The JAA later corrected the false claim, describing the error as ‘inadvertent’.
Jeweller subsequently noted that the JAA’s correction failed to disclose the correct number of loss-making years and was not proactively communicated to the broader industry.
After confirming Hakman’s appointment date, this publication asked whether she would review how the inaccurate financial statement had been authorised and whether she considered the board’s handling of the matter appropriate. She did not respond.
Even the circumstances surrounding the appointments of the two independent directors have raised questions around governance and communication standards.
While the announcement of Kotzman’s appointment included relevant information related to the director position, including his appointment date, employer, and professional background, Hakman’s announcement was sparse. It did not disclose her appointment date, which was later established as 1 April.
There were other inconsistencies. On the other hand, the JAA’s website identified Kotzman’s position (P&B Lawyers), while describing Hakman only as a ‘Strategic Governance Leader’, with no mention of her current employer, Monash University.
Jeweller reported in February that the JAA’s 2024 accounts showed a $21,209 loss, alongside a significant decline in membership revenue. The board attempted to attribute the result to an “accounting adjustment” and described it as a “loss on paper”; however, confusion persists about the underlying accounting errors and the explanation provided to members.
An analysis of the JAA’s most recent financial filing with the Australian Charities and Not-for-profits Commission uncovered more issues. In fact, taking into account the 2024 loss (-$21,209) and the 2025 profit ($17,334), the JAA in fact remained loss-making.
Rather than the 2024 year being a "loss on paper" - as the board had falsely claimed - the situation was worse. Over two years, the combined loss was -$3,685, while simultaneously membership income and total revenue continued to decline.
These governance blunders, along with the latest constitutional clarification, come at a sensitive time for an association seemingly seeking to rebuild its reputation and show its governance structures are fit for purpose.
When Kotzman and Hakman were asked if they would be willing to respond to questions about the organisation’s future – including potential plans to address the ongoing decline in revenue and membership – an essentially anonymous response from the ‘JAA board’ said they would not.
More reading
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