UK Men’s Sheds Association are once again going on-line with the Annual General Meeting! This is still permitted under the guidance of the charities commission and allows us to hopefully get a quorate meeting and allow for representation across the whole of our UK membership.
As you can imagine this will result in some things being a little different in terms how we will run the meeting. We will still run through the same agenda and reports, however voting and asking questions will be a little different.
By going on line however we hope that the AGM will be more accessible to more Sheds, particularly those that have been unable to attend meetings at physical meetings. The Trustees have also put forward for a resolution to enable the constitution to allow for electronic and hybrid meetings (online and physical at the same time) for the future. This would mean that an AGM at ShedFest could possibly include attendees online.
Who can attend?
All members can attend the Annual General Meeting, however only one representative per paid up member Shed is allowed a vote. UKMSA are also required to meet a level of quoracy for the meeting to take place. So priority will be given to a representative of each Shed first and we encourage you to attend if you can.
If you are unable to make the meeting you can still ‘attend’ by providing a proxy nomination either to the Chairman or someone else attending the meeting (see Attending by Proxy below).
How to join
As a result of going online we will be asking people to pre-register for the AGM in order to receive the link to Zoom. On pre-registering you will receive a link to the AGM.
To register email email@example.com with the subject line AGM. You will then receive your confirmation link.
If you do not have a Zoom account you can sign up for one for free and will need to download the app on to your computer, tablet or phone. It is also possible to dial in on your telephone for the meeting, however if using a telephone there will be costs for the telephone call.
Attending by proxy
If your Shed cannot attend in person, but would like to give your proxy for your Shed to the chairman or another person attending this is also possible. Doing this is really helpful to enable the meeting to meet Quoracy so it can proceed.
A proxy form is available on request by emailing firstname.lastname@example.org This must be submitted by noon (1200hrs) on Tuesday 2nd November, 2021.
Papers for the AGM
All papers for the AGM will be posted on the UKMSA website.
How will the meeting work?
The AGM is a formal meeting and requires votes and at places provides the opportunity for members to ask questions. To enable this to work on Zoom we will ask for the protocol below to be followed. This will also be explained at the beginning of the meeting.
Registering prior to the meeting.
The Zoom room will be open from 4.40pm. A roll call will be asked for and each eligible voting member will be asked to state their Shed name in the CHAT function on Zoom. This will enable us to know who is represented and check all Sheds are on the membership list.
Asking a question.
At appropriate times in the meeting questions may be asked. To do this we ask people message in CHAT with the word ‘Question’ and then the name of their Shed. This allows us to keep a record and manage the correct order of questions from people.
If you have a vote with the name of the Shed and the vote as either Yes or No. You would repeat this if you hold a proxy with the name of each Shed you represent.
We recognise this might seem a little confusing but we will take people through each step during the meeting.
We look forward to seeing you at the meeting. Best wishes,
ITEM 7a – RESOLUTION FOR THE CONSTITUTION
The Trustees of UKMSA recommend to the membership the following resolution.
This resolution will allow the Charity (post Covid restrictions and allowances from the Charities Commission) the ability to hold members meetings including Annual General Meetings the option of online meetings and hybrid meetings where the meeting may be attended by members in person (physically and online).
This would be exercised where appropriate and to ensure:
- Meetings of the members are quorate.
- To remove the barrier of the cost of travel and accommodation for those who are unable to meet them.
- To allow a wider audience of members from all constituents of the UK to attend, discuss and vote in person oronline (in addition to proxy votes).
- This provision may also reduce overheads for the charity.In summary it enables the members and charity whilst removing barriers for people unable to travel to due to shielding (not just Covid related), ill health, financial circumstances, geographical challenges, not being able to drive, etc.Amendments to the constitution to achieve this are proposed in red:
11. General Meetings of members
(1) Types of general meeting
(a) There must be an annual general meeting (AGM) of the members of the CIO. The first AGM must be held within 18 months of the resignation of the CIO, and subsequent AGMs must be held at intervals of not more than 15 months.
(b) The annual general meeting shall be held at such time and, subject to the other provisions of this Article, at such place as the board shall appoint.
(c) The board may decide to call any annual general meeting as an electronic meeting in accordance with the Article and if so, shall designate the meeting as such. An annual general meeting that has been so designated shall be referred to as an electronic AGM.
(d) An electronic AGM need not be held at any particular place and may be held without any number of those participating in the meeting being together at the same place.
(e) An electronic AGM meeting may be held, and any votes may be permitted to be cast, but such electronic or other means as the board shall decide.
(f) A member shall not have the right
(i) to participate in the meeting other than by voting; or
(ii) subject to article 6 to vote by any particular means.
(g) The notice calling an annual general meeting as an electronic AGM shall state that it is an electronic AMG and shall specify
(i) any place at which a member may attend the meeting in person or that there is no place at which a member
may attend the meeting in person;
(ii) the electronic or other means by which the meeting will be held and the means by which a member may
(iii) the electronic or other means by which votes may be cast at the meeting.
(5) Quorum at general meetings
(a) No business may be transacted at any general meeting of the members of the CIO unless a quorum is present when the meeting starts.
2. Subject to the following provisions, the quorum for general meetings shall be the greater 5% or five members. An organisation represented by a person present at the meeting in accordance with sub-clause (7) of this clause, is counted as being present in person and for this purpose, a member shall be present at any meeting or any adjourned meeting if he is present in person or by proxy. A member or a proxy for a member shall be present at an electronic AGM if he is participating in the manner specified in the notice calling the meeting.
(6) Voting at General Meetings
(a) Any decision other than one falling within clause 10(4) (Decisions must be taken in a particular way) shall be taken by a simple majority of votes cast at the meeting (including proxy, postal and email votes). Every member has one vote.
(b) A resolution put to the vote of a meeting shall be decided on a show of hands, unless (before or on the declaration of the result of the show of hands) a poll is duly demanded. A poll may be demanded by the chair or by at least 10% of the members present in person or by proxy at the meeting.
(c) A poll demanded on the election of a person to the chair the meeting or on a question of adjournment must be taken immediately. A poll on any other matter shall be taken, and the result of the poll shall be announced, in such manner as the chair of the meeting shall decide, provided that the poll must be taken, and the results the poll announced, within 30 days of the demand for the poll.
(d) A poll may be taken:
(i) at the meeting at which it was demanded; or
(ii) at some other time and place specified by the chair; or
(iii) through the use of postal or electronic communications.
(e) In the event of an equality of votes, whether on a show of hands or on a poll or by proxy, the chair of the meeting shall have a second, or casting vote.
(9) Proxy Voting
(i) A member or a proxy for a member shall be present at an electronic AGM if he is participating in the manner specified in the notice calling the meeting.
Message from the Trustees
We would of course like to hold the AGM as an in-person meeting. This is very important, as is the need to get a wide number of Sheds attending the meeting.
The AGM is a formal meeting and requires only discussion on the agenda items and it is important that a quorate number of Sheds are in attendance. This number (as of today) is 42 Sheds.
This number might increase or decrease – but is a number that must be present at the meeting either in person or by proxy. In the planning of the AGM in the past, a quorate meeting has been achieved by hosting the meeting alongside another event such as ShedFest.
There is no such event planned to link it to, and whilst one could be created – the Trustees were unsure it would attract the number required. Secondly, when planning for the AGM the Trustees felt that members and legally UKMSA require certainty.
The AGM must be held within a certain timeframe and time must also be given to prepare accounts and other relevant papers. As such certainty of planning a meeting is more prudent online at a time when restrictions for groups could be put back at short notice. We hope they are not, but it is prudent to plan for the worst.
The trustees have discussed, moving forward that we find a hybrid to both engage as many Sheds as possible in meetings to be as democratic as possible and to allow for a flow of discussion – which did to a great extent take place at the last AGM online.
Some other things to consider is the number of Sheds required for a quorate meeting is higher than in previous years due to growth, The last AGM had a very wide reach across the UK including members from all home countries registered and staying online, for now, is a course of action also adopted by other charities including the National Trust. Feel free to call me for clarity on any of these points. Thank you