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TIDWORTH & DISTRICT CHAMBER OF COMMERCE
ANNUAL GENERAL MEETING
held at The Red House Hotel, Cholderton
Thursday 22nd April 2010
MINUTES
1. Attendance
Present:
David Wildman (Chair) Susan Scott
Sean Willmont Sue Fell
Tony Pickernell Mark Fell
Godfrey Tilney John Newman
Vicky Young Judith Hedge
Rebecca Lees Susanne Wildman
Baz Reilly John Butcher
Paul Giessler Chris Taylor
Judith Watton Mike Bealing
David Burke John Yeates
Jamie Daws Roger Pearson
Ron Scott Nicky Bamford
Toy Thapa Angie Kennedy
Apologies:
Chris Gwinn Mike Pagett
David Brown Alastair Hayes
Ken Ling Paul Hedge
Sarah Shaw-Porter Michael Walton
2. Welcome
The meeting opened at 7pm. The Chairman welcomed all present, assured himself that everyone had helped themselves to a fortifying drink and thanked them for their attendance and support at this AGM – not the most exciting of annual events but an essential element of the formal conduct of business. He confirmed that everyone had received the pack of AGM papers setting out the agenda, voting rules, financial report and nomination form.
3. Minutes of the last AGM 2008
Before asking Members to pass the minutes of the last AGM, the Chairman explained that attendance at the last (2008) AGM had been very low and did not, in itself, constitute a quorum. Notwithstanding, the meeting had gone ahead, notes were taken, and the AGM was later ratified at a subsequent Management Committee meeting held on 27 Nov 08 at the offices of Willan Building Services in Tidworth with D Wildman, D Brown and S Willmont in attendance. As this number was quorate, the AGM was included as an agenda item. The notes were discussed, their accuracy
was agreed and the AGM was ratified. Minutes from this Management meeting had also been agreed.
The Chairman asked for the Minutes to be passed.
Proposed by: Judith Hedge
Seconded by: Baz Reilly
The Minutes of the AGM were passed as a true and accurate record, and were signed by the Chairman.
3. Matters Arising
There were no matters arising.
4. Report of the Directors and Audited Financial Statements for Year Ending 31st March 2009
The accounts for the financial year had been circulated to members prior to the meeting and further copies were available if required. The Chairman informed those present that although the annual profit was down £451 from the previous year, the end of year balance had increased by £652 to £3235 which was very satisfactory. Having built up this balance he outlined the intention to use this money to secure the services of a part time secretary and develop the Chamber’s web site during the coming year. He thanked Committee Members’ for their continued agreement to give freely of their time, services and related costs, and Wiltshire Council for its part in allowing the Chamber to conduct its affairs from the newly occupied Castledown Business Centre at no charge. There were no additional questions or comments raised.
Proposed by: Mike Bealing
Seconded by: Sean Willmont
The accounts were then passed by the AGM.
5. Report by Management Committee
To save time, the Chairman had prepared an Annual Report that was handed to all those attending the AGM and is attached to these Minutes for completeness. [Afternote: it has subsequently been issued to all Members]. He explained that this year’s AGM was a reflection on the Chamber and its move to raise the bar, review its mandate and methods of operation, and set the tempo for the coming years. To achieve this, proposals to amend the Memorandum & Articles of Association had been tabled for subsequent discussion and approval at this AGM.
a. A few points were highlighted from the Report:
· His thanks to his Committee for their work and support during the last year. He assured Members that the Chamber now has a very strong, stable and knowledgeable Management Committee in which he had the utmost confidence.
· Committee members who had retired during the year were thanked for their important contributions – John Newman, Elaine Gibbs and the former Secretary Sandra Carmichael.
· In recognition of his long standing support to the Chamber, John Newman had been made an Honorary Member.
· The Chamber is changing. The Committee intends to establish much closer links with the Membership, broaden its outlook and influence, and endeavour to provide more practical business support to all Members in addition to the daily routine work conducted behind the scenes.
· The Chamber has moved its operational base to the Castledown Business Centre, ideally located mid way between Tidworth and Ludgershall. Members were invited to visit at any time.
There were no questions or comments arising from the Report.
b. Ratification of Amendments to the Memorandum & Articles of Association. Due to the requirement to raise the bar, the Management Committee was reviewing its current mandate with the aim of creating more flexible structures, systems that provided greater freedom to consider issues with a proper level of subject expertise immediately to hand, and the ability to take informed decisions quickly. Minimum bureaucracy, red tape and operating expenses, all underpinned by best practice, was the key. This work was to be undertaken during the year, alongside the daily outputs which would not be affected, but the resulting decisions and recommendations would be submitted for ratification at the 2011 AGM.
The following amendments, agreed by the Management Committee, were offered to the AGM for ratification:
· The Committee to be increased in number from 5 to 9 members by election, with one additional place allocated for election of a Junior Member at some point in the future.
< One third of the people occupying these places will be required to stand down at each AGM, or at a two year period based on length of service or ballot (where equal service), with an election at the AGM to fill places, or at a nominated meeting >
· The number of Co-opted Members to be increased from 1 to 3 places where it is felt that they can bring a particular or specialist expertise to the Committee that may from time to time be required.
< These places are filled at the discretion of the Management Committee for a maximum of one term at a time, or shorter >
· The Constitution. The Management Committee has decided to create a new post of Honorary President for appointment at some time in the future. The Chamber is presently led by the Chairman, an appointment and position that will remain. On retirement, the Chairman may be offered the appointment of Honorary President with a non-executive role. This would be of particular value to the Chamber if it’s foreseen that the retiring Chairman could continue to represent and support the work of the Chamber in the course of his ongoing contribution to other committees, through the maintenance of business contacts and networks, and in several other ways.
For simplicity, the Chairman asked for these three amendments to be considered and ratified together by the AGM.
Proposed by: John Newman
Seconded by: Baz Reilly
The AGM agreed the proposals and all three were ratified. The Company Secretary was asked to make the necessary formal amendments to the Chamber’s documentation.
6. Election of Members to the Management Committee
David Brown and Sean Willmont had stepped down by rotation but had generously offered to stand for re-election. In the absence of further names submitted for consideration, it was agreed:
Proposed by: Nicky Bamford
Seconded by: David Burke
Both candidates were duly re-elected for a further term on the Management Committee.
7. Any Other Business
As no business had been submitted for consideration by the due date no further business was discussed.
8. Date of Next Meeting
A date in 2011 will be confirmed in due course.
The Chairman again thanked everyone for attending and encouraged them to recharge their glasses prior to the start of the Annual Update meeting due to begin at 7.30pm. The meeting was formally closed at 7.15 pm.
<original signed>
G H R Tilney
Company Secretary
for Chairman TDCC
13th May 2010
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