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ICT Supporters Trust

Special General Meeting - Rescheduled date

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Please find attached notice of the forthcoming Special General Meeting which was requested by 37 members and will now take place on Tuesday 15th May.

The notices have been sent out tonight by email and some will be sent tomorrow by mail, however we have received a high number of bounced email addresses so we would appreciate it if you could fill in the attached form and advise us of any updates so that we have the correct information on file.

 

Special General Meeting Notice April 2018.pdf

Membership Details Form.pdf

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Since I was in the front row of the critics of the earlier inactivity on this, I now have to say that I am very pleased that this progress has been made.

I do note that a change - and I think a change for the better - seems to have been made to the wording of Resolution 2 compared with the original requisition. Just to avoid any future hiccups, I trust that the whole process of calling this meeting remains within the scope of the Articles of Association.

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The Articles of Association is a document that contains the purpose of the company as well as the duties and responsibilities of its members defined and recorded clearly. It is an important document which needs to be filed with the Registrar of Companies. They are the company's internal regulations, which bind the company, its administrative bodies, management and auditors.

Hiccup is a temporary or minor problem or setback

An interfering person gets involved in other people's lives in an unwanted and annoying way

(Urban Dictionary) Irritating people that wont stop talking about stupid **** even when you are obviously uninterested in anything they have to say

As Demetri Martin once said to me "Johndo, A know-it-all is a person who knows everything except for how annoying he is"

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Good news. It took a while but congratulations on getting things back on track although I suspect that you will need your tin hats and flak jackets on for the meeting.

Be prepared for, probably merited criticism. To those likely to be doing the criticising please focus on the facts and the future rather than dwelling on the errors and personality clashes of the past.

An opportunity to make progress for the benefit of all.

Edited by Kingsmills
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What's needed now is for as many members as possible to attend the meeting, or if you can't attend, to ensure you submit your vote by proxy.

Without a successful SGM (and I'm not measuring success on which direction the vote goes) then the move towards an election and ultimately getting the society back to where it needs to be, operationally, will be delayed.

The wording of resolution 2 changed (and was done so in agreement by everyone at the meeting) to reflect an acceptance that there are justified uncertainties over the mechanisms used to appoint some of the board members* and the fact that an election will be needed to bring the board numbers above the minimum required...and hopefully more towards to the maximum...regardless.

There's no need for tin hats or flak jackets.  The pre-meeting was amicable and everyone was in agreement on what was needed to move forward and an open dialogue has continued since then.  The SGM can go one of three ways...

  1. members vote in favour of resolution one.
  2. members vote down resolution one.
  3. the board step down voluntarily and there's no need for a vote.

Regardless of which of those things happen, the current board will remain in place until the election is held...that has been agreed and is 100% in the best interests of the society getting to an election without any further unnecessary delay.

Whilst there will/should be opportunity for the board to present their view and the requisitioners to present theirs...I don't imagine that will (and nor should it) become a long drawn out affair.

*this is a matter which is still being looked at in conjunction with Supporters Direct who provided advice, but has no direct impact on moving things forward.

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Ok a minute of actual seriousness.

I would wish to make a vote by proxy - BUT - it confuses me having talked to either side of the divide - that the decision would appear clear cut and "obvious". This simply appears to be the old adage of a meeting to formally justify another meeting. I have been in the NHS long enuff to know all about the politics behind that.

Perhaps one simple but cryptic question which will probably receive a cryptic response - Does Resolution 1 need to be actioned in full before process to Resolution 2 takes place ?

 

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1 hour ago, IMMORTAL HOWDEN ENDER said:

Perhaps one simple but cryptic question which will probably receive a cryptic response - Does Resolution 1 need to be actioned in full before process to Resolution 2 takes place ?

 

Fair question...and the answer is "No".

Resolution one was set by the requisitioners because of uncertainties over the way some board members were appointed.  They feel that the best route forward is to clear the slate and elect a board from scratch.  At that point there could be no doubt or uncertainty over anyone's appointment.  If existing board members want to re-stand, that is fine, as nobody is calling for them to be banned from doing so.

As the board is short on members and has spaces to fill it was agreed by everyone around the table at the pre-meeting that an election would need to take place regardless.  The mechanics of trying to have the election on the same night as the SGM made it a complicated proposition and could/would have set the SGM back a number of weeks.

Resolution 2 was left in to ensure a date was set and reduce the risk of it running on longer than necessary.

Personally, I wasn't up for that to start with, but it makes sense on more than just a practical level.  I imagine (in fact, I know) there are good people who would love to be involved that are taking one look just now and thinking "fork that".  Getting through the SGM and then being able to leave all that business behind allows the society and the members to move towards the election in a positive manner and maybe, just maybe, we can get some much needed fresh faces involved.

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What a pity that this straight talking explanations were not employed earlier. Undoubtedly the roles and responsibilities of board members will scare off a number of potentially interested applicants. So what are they ? And not in an Articles of Association manner.

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I wouldn't be so quick to dismiss the roles and responsibilities as broadly laid out in the society's purpose and objects as it's pretty straight forward....

3. COMMUNITY BENEFIT PURPOSE

The Society’s purpose is to be the vehicle through which a healthy, balanced and constructive relationship between the Club and its supporters and the communities it serves is encouraged and developed. The business of the Society is to be conducted for the benefit of the community served by the Club and not for the profit of its members.

4. OBJECTS

The Society’s objects are to benefit the community by:

  • 4.1 being the democratic and representative voice of the supporters of the Club and strengthening the bonds between the Club and the communities which it serves;
  • 4.2 achieving the greatest possible supporter and community influence in the running and ownership of the Club;
  • 4.3 promoting responsible and constructive community engagement by present and future members of the communities served by the Club and encouraging the Club to do the same;
  • 4.4 operating democratically, fairly, sustainably, transparently and with financial responsibility and encouraging the Club to do the same;
  • 4.5 being a positive, inclusive and representative organisation, open and accessible to all supporters of the Club regardless of their age, income, ethnicity, gender, disability, sexuality or religious or moral belief.

How that is done is for the board to decide and they should take their lead from feedback sought/gathered from members and the wider fanbase.  Obviously resources are required to action the society objects and, as such, fundraising becomes a central role.  Again, it falls to the board to decide how they go about that.

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OK - That will still be viewed my many interested parties as being fairly businessny type prose. I suppose the next - and probably final question - will be - And what kind of "hours" would a member be expected to give up to fulfil their duties appropriately.

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29 minutes ago, IMMORTAL HOWDEN ENDER said:

OK - That will still be viewed my many interested parties as being fairly businessny type prose. I suppose the next - and probably final question - will be - And what kind of "hours" would a member be expected to give up to fulfil their duties appropriately.

Appreciate that, but people have to realise that it IS a business...more precisely, it's a Limited Company with an Industrial and Provident Society designation...and that comes with legal responsibilities - https://www.gov.uk/running-a-limited-company - that will seem a little daunting to some.  It is a community benefit organisation and in order to qualify for the benefits that come with that (special tax status etc) then it has some hoops to jump through...and rightly so.

The time needed to fulfil their duties is a bit of a "how long is a piece of string" question.  A couple of hours a month would suffice to take care of the "must do" items and anything beyond that depends on how active the society wishes to be with things like events, research and other duties it may want to adopt.  Not everything has to be done by board members either and they can form committees and delegate powers/responsibilities to them....e.g. you could have an events committee and/or other committees to fulfil other specific function....thus spreading the load.

It is a bit chicken and egg at the moment as people are being asked to consider joining a board, but don't know for sure what shape that board will take.  If it's a clean slate, then the big plus point is that they get to have a say/hand in shaping that.

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Given the 10% shares does CJT have a right to have a representative attend ICT board meetings? Though I don't recall us ever doing that. 

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1 hour ago, Fraz said:

Given the 10% shares does CJT have a right to have a representative attend ICT board meetings? Though I don't recall us ever doing that. 

Unfortunately no it does not automatically give CJT any boardroom representation.  It does allow a representantive to attend AGMs etc but that is it.

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Graham Rae has said (to me and others) that he was in favour of the idea of a fans representative on the board.  I'm not aware of whether or not anyone ever took up any discussions with him on that matter, though.

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Mods, any chance this topic can remain pinned until after the meeting next week?  It's a handy reminder that it's coming up and we need as many people there as possible.  Thanks.

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Information on that was suppose to follow the notice, but I've not seen anything.  This is the information lifted from the society rules....

52. A proxy may be appointed and the appointment may instruct the proxy to vote in a particular way or as he or she thinks fit. A proxy is to be appointed as follows:

  • 52.1 in writing;
  • 52.2 in any usual form or any other form which the Society Board may approve;
  • 52.3 under the hand of the appointor or of their attorney duly authorised in writing; and
  • 52.4 by depositing the appointment document at the registered office of the Society or at such other place within the United Kingdom as the Society shall specify not less than two clear days before the day fixed for the meeting at which the proxy is authorised to vote. Where the appointment document is exercised by an attorney on behalf of the appoint or the authority under which it is executed or a copy of such authority certified notarially or in some other way approved by the Society Board is to be lodged with the appointment document.
  • 52.5 If this procedure is not followed the appointment of the proxy will be invalid.

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This is by no means an officially distributed form, but given the lack of anything else being provided it does meet the criteria for notifying the society of a proxy....see attached

cjt_proxy.pdf

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A friend of mine may be away on date of meeting. She asked CJT for proxy form and was advised it would be sent. She has texted me her proxy vote as requested paperwork not received. Will this be acceptable? 

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Given the lack of instruction from the CJT Board, they'd be hard pressed to refuse/reject any reasonable form of proxy put forward....but that is purely my opinion.

cjt_proxy.pdf

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Thanks Don, we appreciate your help and of course your proxy form template will be accepted.  We have finally received the form we were waiting for from Supporters Direct which is now attached.  We are sorry for the short notice but if you could please have these back to us by Monday at 4pm it would be much appreciated.  You can send or hand in to the stadium or probably the easiest is to scan and email to [email protected]

We hope that as many people as possible can attend the meeting on Tuesday and look forward to seeing you there.

 

CJT Proxy.docx

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