Lynton and Barnstaple - Operations and Development

There are no shares in the Trust. It has often been said that the members own the trust, so if there is a 5% condition, then it would be 5% of the membership. How that is counted, however, may bring more confusion, as some memberships (families, couples) are provided more than one voting slip for GMs. Assuming 3000 is about right, that would require 150 members. Another grey area, however.

 

Agreed, but I was responding to @Lineisclear statement that "the meeting is confined to business and resolutions of which due notice has been given to members/shareholders." which he appears to be quoting from some over-riding legislation, probably the Companies Act.

 

Going forward, is it possible to amend (by whatever legal means) the M&A to include an AOB/discussion session of minimum X minutes to be included in every AGM?

 

It is possible - just needs to be carried by a properly-formatted proposal at a General Meeting, and a majority vote (I'm not sure if there is a need for a super-majority for M&A amendments). It shouldn't be necessary though, as what has happened in previous years is that the Trust AGM is immediately followed by the CIC AGM, to cover all the formal matters for both organisations, then an open forum takes place after the formal dealings. All that requires is that the hall is booked for a sufficient time after that allocated to the GMs.

 

Amendments to the Articles require a 75% majority of the voting members which would be of those present and qualified to vote unless a poll is demanded in which case proxy votes are taken into account. So obliging the Trust to hold a Q and A session would have to surmount that hurdle. However, even if successful it could’nt make any vote in such a session binding on the Trustees.
One of the practical problems in organising an effective AGM is making sure that those present are entitled to vote. The Trust Articles are opaque on that point. They specify that it’s one member one vote but the classes of membership are left for the Trustees to decide so, for instance, Joint or Family Members might only have one vote. It will depend on how the terms of membership have been fixed.
In any event the normal process would be for those attending an AGM to have their entitlement to vote checked against the register of members. That’s when it can get complicated as duly appointed proxies ( who do not have to be members) can also vote on a poll. Their status would need to be verified against the register of proxies filed before expiry of the time limit (usually 48 hours before the meeting). The time honoured method is issuing voting cards coloured to indicate whether the holder is a voting member or a proxy holder. It sounds complicated but the alternative can be an acrimonious shambles.

The Trust IS a company limited by guarantee and is subject to both company and charity law.

 

I know that is the case in some other Trusts but the L&BRT's M&AoA do state specifically that the proxy must be a member (Clause 25) - which IMHO is rather restrictive, especially if (say) you wanted to send a non-member relative as your proxy.

 

My understanding would be that you could give the Chairman your proxy, but with an explicit instruction as to how to use it, if you had a problem finding. suitable proxy?

Tom

 

Yes, but it's not just about voting....a proxy also (usually) has the same rights as a member to speak from the floor, raise 'awkward' questions etc - the Chairman is unlikely to take him/herself to task at an AGM !

 

Thank you! I'd missed that.

 

clause 4 states


So it would be possible to call an EGM if you so wish

 

Fair point.

Tom

 

IF sufficient members sign up to requisition such an EGM. As study of the various WSR threads will show, that is not necessarily straightforward, and the outcomes of such meetings are far from certain.

 

Shouldn't be necessary, but if the members feel ignored then it's a good opportunity to let trustees know the feelings of the members, even if it is only a smallish sample of the total membership.
I thought there was a recent agm that had no open forum or there was no time for it as the hall hadn't been booked for long enough?

 

That may well have been the case. I have also heard from a trust member - who apparently enquired at the Town Hall - that the booking for this year may not provide enough time for extended discussions.

 

Conspiracy or cock up...

 

I think the major issue seems to be the lack of information to members - with the last update to the members are being 18th October. Members with online access ought to be able to get information in advance of the "leaks" of information on Social Media sites such as this one. I have raised queries with the trustees in the past and have always received a response. I would like to see a statement at the AGM about how this is to be improved.

 

Its been like that for many years with the reason being all questions should be asked at the members forum in November but that meeting is presented in such a way that you can really only ask questions on the topics as they are discussed, you might get a breakaway question but that is soon bought back onto the topic being discussed at that time

 

I went to one years ago, but I understand they are now so well stage managed that genuine questions don't get answered, if you ask for details about the meeting all you get back is well you should have been there, great, more so as I had Covid at the time.