CTC AGM 2017

[RickH]

The Articles provides details for proxies in general, no specific mention of the Chair, but the voting papers gives one proxy - the Chair prominence, that helps to lead or encourages people to vote for the easy option, tick Chair.

The Chair is the one person who will always be at the meeting, any other named proxy may not be. There is nothing to stop you giving a directed vote to the Chair in any case if your mind is completely made up on any given issue. My view is that a discretionary vote allows for the possibility of a compelling argument that may cause a change of view (I've no idea if that has ever happened but the possibility is there). In the absence of that you know which way your vote will go as the Council/Board have stated their position.

[YEWBAB]

The Articles provides details for proxies in general, no specific mention of the Chair, but the voting papers gives one proxy - the Chair prominence, that helps to lead or encourages people to vote for the easy option, tick Chair.

Is the 75% figure a general legal requirement?

Yes from 2006 Companies Act for special resolutions

[gaz]

Is the 75% figure a general legal requirement?

Legal requirement under the Companies Act 2006 for any change to a company's Articles of Association, described as a Special Resolution, YEWBAB posted whilst I was typing. Recent examples include the changes made to the AoA in order for them to meet the requirements of a Charity.

The decision to adopt the trading name of Cycling UK is arguably another example. Any change to the company name of Cyclists' Touring Club Ltd would require a succesful Special Resolution.

[Steady rider]

Thanks for the replies.

See if we can make any progress?
Possible motion - (probably needs better wording etc)
The CTC website should provide links to the documents that relate to governing the Club, e.g.
1 Articles of Association (already - not sure)
2 Company Act
3 Charity Act and any related documents
4 Standing Orders relating to meeting and conditions for proposed motions
5 Any other documents that help in understanding how the Club is governed.

Possible second motion
Clarification for AGM motions
The motion seeks improvements in the details for justifying AGM motions, with the option for members to reply to Council if they oppose a motion.

Reasons
Motions are generally put forward on behalf of Council without any opposing reply to their motion. Whereas member’s motions are usually either supported or opposed by Council. If Council oppose a member’s motion (sometimes in about 100 words with inaccurate detail) then members should have a right to add a reply to Councils response, limited to say 100 words and this could better inform the membership prior to voting.

In addition to the second motion, a requirement to provide a suitable web forum where documents could be lodged to support or oppose a motion should be provided.

[Steady rider]

The CTC sent out draft details of the proposed changes to the Articles of Assoc. today.

It seems they propose to allow trustees to have financial interest in the club, via loans, if I have this right.
The return on investment for the trustees may influence their decisions and agenda.

They also wish to be able to charge members who call for a poll of the whole club. This may discourage members from challenging any decisions made by CTC Council, even with the proposed articles allowing such challenges, they think 400 members (increased from 200 previously) should be required to support a call for a poll.

It states;

6.1.2 Members (including Trustees) may be paid interest at a reasonable rate on money lent to the Charity;
6.1.3 Members (including Trustees) may be paid a reasonable rent or hiring fee for property or equipment let or hired to the Charity; and
6.1.4 Members (including Trustees) who are beneficiaries of the Charity may receive charitable benefits from the Charity in that capacity.

A conflict of interest may arise if money is lent or property hired and the trustees can decide the rate for money lent and price or property for hiring. A 'reasonable rate' seems too imprecise a term.