AGM 2015 - Post The Event

[solburydexters]

Results for:-
Special Resolution 5 the vote was – No.
Ordinary Resolution 6 the vote was – Yes.

There has been little comment on the actual AGM meeting as yet. Only 'Jac' has raised the matter of minutes.
Perhaps many members attending have been shocked into silence by what I feel was the rude, condescending comments from the Top Table and the pompous attitude toward members.

This is just some of my thoughts sorry it will be a lengthy posting but please stick with it, it does concern ALL members

An email on Thursday 8th October 2015 sought to give further explanations as to the reasons for the various amendments in resolutions 5 and 6. Not seen by all members before the close of proxy voting it contained inaccuracies in spite of the sentence in the first paragraph which read 'This statement has been scrutinised by the Solicitors used by the Dexter Cattle Society and the Trustees have agreed the circulation.
Remember solicitors fees have been incurred on this which you and I pay for in membership fees.

To give one example of inaccuracy. In Amendment 4 of Special Resolution 5. A special majority of 75% of the remaining directors could remove a fellow director at a meeting of the Directors. That is 6 directors and not 7 as was stated in the email. This had to be explained to the Chairman of The Council at the AGM.

I do not think this particular amendment actually complied with the required section of the Companies Act 2006.
Certainly, to me, it was not an acceptable process where members had in most cases voted the trustee into position and there was no provision in the amendment for the trustee to defend him/her self or indeed for the membership to ever know why they had been removed. That is the way the amendment was written. Whatever else was written by way of explanation.

The comment , 'This is the process which allows the trustees to police their own behaviour',
is completely untrue.
As I tried to explain at the AGM the Council then and now was and is incapable of doing that. It was and is more about trying to intimidate trustees to follow a certain line. Not do their own research and having done so exercise their own independent judgement which are requirements of being a charity trustee.

In regard to Ordinary Resolution 6 Amendment 4 the members have now voted to allow all trustees to claim expenses for attending the AGM as it is now considered essential for ALL trustees to attend the AGM.
So what did all trustees do at the AGM that was essential?

As far as I can recall only two actually spoke, the Treasurer and the Chairman. One other trustee intervened to encourage a member back to their seat.

If we consider expenses.
Say each trustee travels 100 miles each way to the AGM - 7×200×40p per mile = £560 with accommodation up to £50 per night each-7 x £50 = £350. A possible further £910 cost is added per AGM.
For what? I did not see any trustees other than the two mentioned having any real input into the meeting.
Yet we were told by the Treasurer in his report at the AGM that trustee costs are still to high and need to be cut. Funny way to me.

Please remember that the explanation given in the email for the amendment was:- ' In the desire to have good open governance the trustees feel should be in the Bye Laws and Rules.'
How will this help?
The lack of good open governance is one subject that has concerned many members for a long time as evidenced by the many comments on this 'discussion board' and other areas on the matter

We have also been told that the Society now has a 'Professional Minute Taker'.
Surely it was essential for that person to be present at the AGM taking minutes rather than the position that occurred where the Company Secretary was faced with the difficult task of taking ACCURATE minutes and having input into the meeting.
Having input, unless asked, into the meeting is itself a questionable position.

May I suggest that all members who had input into the meeting check the Draft Minutes as soon as they are published and notify of any discrepancies as soon as possible to the Society office and perhaps also on this discussion board. Please do not leave it until next years AGM.

As was stated by myself at the AGM the trustees work for us 'the members' not their own individual agendas.
Having said all this I do appreciate that being a charity trustee is a difficult task but that should not be an excuse for doing a half hearted job.

I could go on and on, sorry again

[Rob R]

Why do we need minutes and a professional minute-taker? I know, why, I'm just being Devil's advocate here & suggesting that the procedings of the AGM could be easily and cheaply relayed to members via the members section of the website. It's no replacement for actually being there, but it is better than not being there!

[Saffy]

I took some pics of people picking up trophies at The AGM, if any of you would like a copy let me know, give me your email, PM me if you like and I will send it across.

Stephanie

[solburydexters]

The Draft Minutes for the 2015 AGM quietly appeared in the members area of the Dexter Cattle Society website about a fortnight ago.
In my view not completely accurate or comprehensive, however I may return to that at a later date.
It is important that members read in order to get a drift of the meeting. Anyone who attended and had imput into the meeting should ensure that their input has been accuratly stated. Any ammendments ought to be addressed to the office well before the next AGM to be incorporated into the Draft Minutes and not left until the day of the 2016 AGM. Why not include them here also?

These minutes when approved and passed are availble to the the public so it is important that they are a true reflection of proceedings.

What interests me is that members attention has not been drawn to the fact, in a members emailing, that the Draft Minutes are on the website, so far.
Surely would be helpful in an open society which members are constanly told the Council are striving to achieve.
Alan

[Jac]

Thank you for bringing this to our attention Alan. My other half does not recall specifically asking for a vote in the room to change the resolutions. He did request that the contentious matters should not be voted on as the membership (who were not in attendance on the day) were not in possession of the facts in order to make informed decisions. This was rejected.

Perhaps we should be asking that the proceedings are recorded in future so as to provide a safeguard to all as difficulties may arise when comments are taken out of context. Much more information needs to be supplied prior to any voting especially with serious issues i.e. where Council has sought and been given legal advice for proposed changes to Articles of Association etc. then the recommendations from all sources should be made available to the membership in their entirety.

[Duncan MacIntyre]

I very much agree with Jacqui's last paragraph. On the one hand proxy voting lets those not present at the AGM have some say in matters, but in reality only very brief facts and usually only one one side of any debate is given to the members, indeed sometimes no info is provided at all. The at the meeting more info is brought to the debate, often very relevant, and the room votes one way after being informed and the proxy vote carries the motion against all common sense and facts.

Duncan