ANNUAL GENERAL MEETING INFORMATION PACK The information contained in this guidance is for general information purposes only. While every effort has been made to keep the information up to date and correct, Somerset County Council (SCC) make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability or suitability with respect to the information contained within the guidance. Any reliance placed on such information is therefore strictly at the setting’s own risk. SCC is not responsible for, and expressly disclaims all liability for, damages of any kind arising out of use, reference to, or reliance on any information contained within this guidance. Complied by: Early Years Commissioning Team (August 2013) 1 Information Sheet For Prospective And New Committee Members Prospective committee members Becoming a committee member is a great way of being involved in the running of a community organisation. Without a committee, voluntary managed organisations cannot operate (e.g. a childcare provision could not open). It often leads to the development of new friends and skills, as well as a lot of fun. For those who have never sat on a committee before there is quite a lot to learn, Committee Training is available for all new committee members, for more information contact Haydn Crockford on 01823 357359 or hcrockford@somerset.gov.uk How to become a committee member You can become a committee member at an Annual General Meeting (AGM), Special General meeting (SGM), or be co-opted on at any time for your expertise (normally without voting rights). Constitution or set of rules Every voluntary management group will have a constitution or set of rules, which sets out how the management structure of a group operates, how many people make up a committee, how meetings should be called and when the AGM needs to happen. Each committee member/trustee should see a copy of the constitution. Committee roles The Committee should consist of 3 officers; Chair, Treasurer and Secretary and not less than 2 or more than 9 other members of the group (Constitution will detail the correct numbers needed). Sources of support Business and Committee Support Officer Contact details Nikki Difford (West) 07919540564 Sarah Love (East) 07919540711 Ofsted – Regulatory body 0300 123 1231 www.ofsted.gov.uk www.charity-commission.gov.uk 0845300218 www.acas.org.uk 08457 474747 www.hse.gov.uk 0845 345 0055 www.pre-school.org.uk 020 7697 2500 01823 368280 Charity Commission ACAS (Employment) Health and Safety Executive Pre-school Learning Alliance Somerset Centre for Integrated Learning (SCIL) 2 Actions to be completed by new committee members Action Change the signatories on the bank account and where the bank account statements are delivered Disclosure and Baring Service (DBS) check. EY2 form to be completed by each member of committee, available to download from www.ofsted.gov.uk or phone Ofsted on 0300 123 1231 EY3 form – notifies Ofsted about change of management available as above Link to guide of registration (page 16) – Ofsted publication Change the charity trustees of the group (refer to the Charity Commission website www.charitycommission.gov.uk ) Inform the Early Years Funding team of a change to Chairperson and Treasurer (in relation to Early Years Entitlement Funding) 01823 410152 Documentation to locate and read Groups constitution or set of rules (all committee*) Groups insurance (need to check type of insurance and if there is a need to add additional cover i.e trustees and officers financial liability, professional indemnity, Trustees, directors and officers indemnity (Available from Morton Michel and Pre-school Learning Alliance – committee need to discuss and decide on appropriate level of cover)* Ofsted registration document* Staff employment files (chairperson or HR officer) Note if kept off premises, permission needs to be sought from Ofsted. Copies of previous committee meetings Financial reports Group policies and procedures Operational plan Past Annual General Meeting Minutes EYFS Welfare requirements Previous Ofsted reports Group's charity number Charity commission returns Inventory Register (Registered number of children) Waiting list Current and previous funding applications Prospectus Records of past complaints and any outstanding issues 3 Timescale to be completed by Within a week Start process immediately Within the first month Within the first month Located Chairperson/Committee Folder (CF) Setting notice board (insurance certificate). Schedule (secretary, treasurer, committee folder) Setting notice board Held securely on premises Secretary/CF Treasurer Setting/staff/committee Setting Secretary/CF Setting/committee copy Setting/Chair Secretary Treasurer Setting/CF Setting/admin Supervisor/Secretary Treasurer Setting/CF Complaints file – Setting/secretary Date completed How to Run an Annual (Special) General Meeting General information on meetings There are a number of common factors in the running of any type of meeting, for example the role of the chair, planning the meeting and determining a quorum, (the number of people who is needed to vote). It is recommended that all meetings are called using an agenda and the Secretary to be familiar with and understand the rules and regulations that apply to the type of meeting being called. The constitution which is the settings governing document set out how your organisation works, and will give detail about how you call a meeting. Normally the Chair or Secretary will call a meeting and circulate a list of items to be discussed (the Agenda). The Constitution will state the minimum number of people who need to be present at a meeting before any voting can take place to make a decision on a matter (the quorum). Voting (unless otherwise specified in the Constitution) can be by: 1. Show of hands 2. Sealed vote (i.e. members vote anonymously on voting slips which are sealed in envelopes before counting) 3. By proxy (another member can vote on your behalf if you have completed a proxy form - see further detail below) Annual General Meetings (AGM) The aim of an AGM is for the trustees (committee members) can report back to members on the management and finances of the charity for the previous year, and so that new trustees (committee members) can be elected for the coming year. An AGM is held once a year and members can attend and vote, the governing document (constitution) will state when it must be held. This may be in a particular month or within a certain period after the end of the financial year. The business that must be considered by the AGM will usually be specified in the governing document (Constitution). In most cases it will be: Approving the minutes of last years AGM Receiving the last years accounts (audited) Receiving a report on activity from the committee (chairperson’s report) Electing committee members and officers Approving changes to constitution (if any) Considering resolutions (A resolution should be a burning issue, either about the organisation or about local or national issues. It could also be a proposal to amend the constitution. Each resolution must be proposed and seconded before it is open to discussion from the floor of the meeting) (if any) However any additional items of business may be included if appropriate. 4 Calling an AGM At least 21 days prior notice must be given before calling an AGM unless the constitution (governing document) states otherwise i.e. 14 days. The notice of the AGM will need to be sent to all the members and interested parties together with the relevant documents prior to the date of the meeting. If wider publicity is appropriate then displaying a copy of a notice on local notice boards, library or local shops will promote extra publicity to ensure that members are aware of the meeting and encourage interest from the public or potentially interested parties. The notice calling the AGM should set out: The date and time of the meeting The venue The details of the business to be considered An invitation for proposals for resolutions Requests for nominations (or the names of proposed nominees) for officers to be elected Who can attend an AGM The governing document will usually state who can attend and vote at an AGM. With varied membership there may be different voting rights for different types of members. Voting (unless otherwise specified in the constitution) can normally be: 1. By show of hands 2. By sealed vote 3. By proxy Professional advisors may be invited to the AGM, but unless they are also members they will not be able to vote at the meeting. The quorum for the AGM will also be in the governing document. During the AGM To help the AGM to run smoothly it is recommended that the following points of good practice are adopted: All members and officers attend the AGM Officers are seated facing the members The chair does not propose his or her own (re) election Officers do not propose, second or advocate a resolution in which she or he has an interest The chair allows sufficient time for questions during the meeting The chair explains the effect and purpose of each resolution before putting it to a vote The chair allows an opportunity for the proposer of any resolution to address the meeting Minutes of the AGM should be available on request. Voting by Proxy If you are unable to attend a meeting, you can still vote by proxy by completing a proxy form and asking another member to vote on your behalf. They must bring your proxy form to the meeting with them. Please see below an example letter to members instructing them about proxy voting, an example proxy voting slip and nomination form (on which they can nominate themselves for a position on the committee). 5 Special General Meetings (SGM) A Special General meeting can be called at any time and detail of how to call it will be in the constitution. Normally these meetings are held during the year when important issues concerning all members need deciding on e.g. voting in new committee members other than at an AGM. The quorum figure for an SGM will be in the constitution, and voting (unless otherwise specified in the constitution) can be: 1. By show of hands 2. By sealed vote 3. By proxy form. Appendix 1 – Example Agenda Appendix 2 - Example invite letter to AGM Appendix 3 – Nominating and voting by proxy form 6 Preparing for an Annual/Special General Meeting. (AGM) or (SGM) Actions for AGM / SGM Completed 1. Set Date at Committee Meeting. (Look at constitution to check term to hold) 2. Advertise (Check constitution re notice period, e.g. 14 days). Poster within local area, shops, setting, library etc. 3. Book Venue. (If applicable) 4. Set agenda. Minutes of Previous AGM/ Audited Accounts / Treasurers report /Chairpersons Report / Supervisors Report / Resignations of previous committee / Appointment of new Committee / Constitution Alterations if appropriate / Any Other Business. 5. Letter out to all Members (including nomination slips – proxy voting slips). 6. Return of Nominations Slips to Secretary before AGM Meeting. 7. Ensure that the Chairperson is able to chair the meeting, if unable a representative needs to be sought. 8. Ensure there is a Minute Taker. Notes: To hold an AGM you need a quorate of members. (Check Constitution) Copy of the minutes of the last AGM meeting, audited accounts for the previous year a copy for each member at the meeting Check minimum number of committee members needed (Check Constitution) 7 Roles and Responsibilities for Officers and Committee Members Chair Oversees the committee and chairs meetings (has casting vote at meetings) Liaison with the secretary on agenda for meetings Welcome at AGM and reports on the group’s events Staff recruitment, retention and employment issues Line manage staff (if appropriate) Support and authorise the work of the treasurer In consultation with the staff ensures the Ofsted registration requirements are met Delegate and ensure jobs are shared out and undertaken Secretary Takes and types minutes of meetings (a record of the meeting and the decisions taken) Draws up agenda with the chair Books meeting room Makes sure all committee members/trustees have copies of minutes (handed out at meeting, or e-mailed previously) Reads out the minutes of the previous meeting or goes through actions and matters arising at the committee meeting Writes and receives letters for the group and keeps records of all correspondence Type up any relevant documentation i.e. policies or policy reviews. Notify Ofsted (Office for Standards in Education) of any changes within the setting which Ofsted need to be aware of. Treasurer Keeps records of income and outgoings, keeping receipts and invoices Prepares a budget with committee members/trustees Issues cheques and maintains the groups bank account Prepares a treasurers report for committee meetings and the AGM Checks bank account balance prior to committee meetings and informs members at meeting Arranges the collection of the groups fees Ensures that all money from fees and other sources such as fundraising events are paid into the groups bank account as quickly as possible 8 Issues invoices and receipts on behalf of the group Holds the group’s cheque book and ensures that all legitimate bills are paid Administers a petty cash account (if appropriate) Ensures all staff wages and volunteers’ expenses are paid Ensures the Chair receives a copy of the monthly statement from the bank Arranges for independent audited accounts to be available to all members at the AGM Oversees Early Years Entitlement claims Other Committee Roles Committee designated Child Protection Officer – confidentially support the settings Designated Child Protection Officer. Health and Safety Officer – work with supervisor/manager to make sure that all related health and safety documentation is completed appropriately i.e. accident books, incident books, risk assessments etc. Marketing Officer – responsibility for marketing the setting, posters, prospectus, website etc. Fundraiser – responsibility for fundraising, taking the lead at fundraising events, lead fundraising subcommittee (if applicable) Other committee responsibilities (which may be delegated) The rest of the work is shared among the committee. In addition to being jointly responsible for all decision taking, members of the committee will arrange for the following work to be done, though they might not do it all in person: Write and oversee the groups policies in liaison with staff Review Policies Annually (on-going process) Arrange the groups insurance and maintain an inventory (liaison with staff) After liaison with the staff purchase equipment for the group Ensure repairs to the equipment are carried out (if appropriate) Prepare a regular newsletter Washing rota (dressing up clothes, tea towels, spare clothes, towels etc.) Arrange fundraising activities (this could be a separate sub committee) Promote the group Change the library books (if applicable) 9 Make sure the group is a safe place to be for both children and adults (linking to settings risk assessment – Health and Safety Officer) Maintain the groups notice board (Liaison with staff) Administer waiting lists in liaison with manager/supervisor* Complete emergency contact cards in liaison with manager/supervisor* Compile and print the groups prospectus in liaison with manager/supervisor* Discuss Ofsted reports – follow up on any actions etc. Liaise with landlord (committee rep) 10 Specimen notice for an AGM Appendix 1 If you use this example, please remember to insert your own details in the square brackets [ Name of Group ] Notice of Meeting Notice is hereby given that the Annual General Meeting of [ name of group ] will be held at [ insert full address details] at [ insert time and date ] to transact the following business. Agenda 1. Minutes of the previous AGM To be agreed and matters arising 2. Accounts To receive and consider the accounts for the year ended [ date ] 3. Chairpersons report, followed by the playleader/supervisor report 4. Appointment of officers and committee members Nominations for the position of [ enter the officer position ] to be received by the secretary by [date ] To re-appoint [ enter name ] for a second year as [ enter position] 5. Alteration to the constitution (if appropriate) To consider and vote upon the following resolution. That clause[insert details]of the constitution be amended to read [insert text ] 6. Members resolution Details will be given once resolutions are received, resolutions should be sent to the secretary by [ enter date ] A revised agenda will be issued 7 days prior to the meeting 7. Any other business To deal with matters arising from the meeting Secretary [ insert name ] [ insert date of notice ] 11 Example letter to member Name of the Group Appendix 2 [ AGM or SGM ] [Date, time and place of the meeting] Dear Member We would like to invite you to attend our [AGM/SGM] meeting to be held on [enter date, time, place] . Our group is organised by a voluntary management committee and we are hoping to elect a new committee at the [AGM/SGM] meeting, so it is really important that you try and attend. Your vote is needed. If you would like to join the committee a nomination form is enclosed with this letter, please complete the form by asking an existing committee member to propose your nomination. If you are unable to attend the meeting please ask another member to vote on your behalf by completing the proxy vote slip and ensuring that they bring along the voting slip to the meeting. We look forward to seeing you at the meeting. Yours sincerely Secretary Nomination form Appendix 3 12 Name of the group [enter AGM or SGM] [date, time, place of meeting] Name (please print) …………………………………… Proposed by …………………………………………….. Please tick the position you wish to be nominated for: Chair Vice Chair Secretary Treasurer Committee member All forms to be returned to the secretary before the meeting on [ enter the date of the meeting] 13 Proxy Voting slip Name of Group Appendix 3 [ AGM or SGM ] [ Date, time, place of meeting ] Name (please print)……………………………………………………………………………… I am unable to attend the meeting and would like to nominate (enter name, please print)………………………………………………………………….. or …………………………………………………………………………………………………………………. to vote on my behalf signed ……………………………………………………………… date………………………………. Please note: the person/s nominated to vote by proxy must bring along this proxy voting slip to the meeting 14