This is a quick artcle from notes by Mark to cover the important points of the meetings. We hope that the official minutes of the 2 meeting will be available for viewing shortly.
Introduction by The Commodore
Nigel Dennis the retiring Commodore Introduced the members to the proposed order of the meetings and was pleased to note that the turnout was more than sufficient, this time, to be quorate.
On arrival the full members had been given two different coloured tickets and Nigel explained how the members were to use these tickets to vote. He further explained that full members can vote but social members can’t and that at this point in time Proxy Votes were not allowed under the constitution.
Handing over the microphone to Sue James he thanked Sue for her work in getting to this point and asked her to explain why the change to an incorporated status of Community Interest Company is being proposed.
Explanation of why CIC and CASC by Sue James
With her excellent slides up on the big screen she explained the main reasons for the change. The RYA had been helpful in support of this change with a concern that should a major incident occur on an event hosted by HSC that substantial claims might be made against the club, and thus the individual members and this needs limiting.
The Community Interest Company is the closest fit to our values and principles with no opportunity for directors to sell off the assets without a unanimous decision of the members who therefore retain control. The CIC and CASC formation comes with favourable access to grants.
But does have some come additional paperwork although this is not beyond our capabilities as a fairly large organisation.
The existing constitution will get replaced by the new Articles of Association and the Bye Laws which will be deposited with Companies House. The current constitution is out of date whereas the boiler plate from RYA is more current and allows us to discuss in the AGM our proposed changes.
The following key points are:
- Liability to £10 per member
- Objectives stay the same
- Power of club managed by the members
- Number of directors - Not specified
- Flag officers - Not given specific roles but become directors who hold a minimum of 10 meetings per year with a quorum of 5 all clubs committees will include 1 director.
- Club membership must be open to anyone; a selection process is still valid
- Membership fees must not be too high for normal humans.
- Quorum to go down to 40.
- Comms can be electronic and Proxy.
Open Discussion and voting
There were no comments and the proposal was adopted unanimously.
The Articles of Association were also adopted unanimous
End of EGM
Nigel thanked the members for their attendance and their support for the proposals and handed over to the New Commodore Kim Argyle
Kim Welcomed all the members to the AGM and thanked Nigel for his efforts in pulling the Club back together.
As there was no requirement for a vote for individual directors due to the list only containing 9. All the proposed Directors were adopted.
Kim asked for volunteers for roles in a working committee for sharing work to setup the company.
Review of the Bye Laws
Full - [voting] and Associate - [non voting]
It was confirmed that there was no longer a need trustees.
Bye laws accepted unanimously