2012 Accounts and Notice of AGM

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Re: 2012 Accounts and Notice of AGM

by timco » Mon Nov 05 2012 10:49pm

richard@imutual wrote:
timco wrote:Maybe an independent chairman
I'm open to suggestions. In the past, some mutuals have proposed the idea of a 'member director' who could sit in on (some) board meetings. Though in practice I suspect this may have been something of a PR gimmick

Perhaps you could elaborate on what kinds of potential problems you foresee (in the absence of an independent director)?

Would this be a paid position? In which case we'dneed to be sure the position was fully justified. Or perhaps, amongst our membership, we could find a volunteer with suitable experience to come and meet with the directors (if only once a year) and perform a kind of 'non-financial audit' role on behalf of the members

I am sure the time will come when the company needs more than two board members, perhaps including someone whose role is specifically to act as a 'check' on the other directors. Though it may be that, at present, we are not large enough to justify that

Of course, anyone can 'check' on what we're going at any time by asking questions on this forum :thumbup:
Sorry for delay Richard as you may remember I am in the process of settling my future wife (Russian, met in Prague a while back) into the UK and sorting out a wedding and all that so time disapears on me and I forget to look.....

I have no real specifics in mind just that from my own bitter experience if a door is left open some sod will sneek in it and create problems just for the fun of it.

I am thinking that having as many protections in place for the business to protect yourselves more than anything.

(Just for the sake of giving an example) The fact that the business is a co-op of sorts but the only directors are a couple could be used as a negative by someone wishing to do you or the business harm.

I used to be such a trusting soul then I saw the darker side of humanity where anyone will believe anything regardless of if there is anything in it or not, purely because the like to think badly of people.

As to positions... No does not have to be paid directly in the first instance, it is a small company having independent over sight of it can be paid for in shares say unless a willing volunteer can be found to do it as payback to society for other benefits they get elsewhere. (Can't see this working here though) They would need reinbursement for expenses so someone local to the business operations would be preferable to someone 100's of miles away.

If it is going to be done it has to be sooner rather than later as it is far harder to impliment as the business gets bigger and the founders have a big say over the business. (Look at the Problems Easy Jet have had when an independent board went against the wishes of the founder.) If it is something that is part of the culture from early on far easier to hold in ego's later.

It was just a thought that occurred to me when looking through the statements (and yes I am an experienced Not for Profit (Charity) chairman so do know what I am reading in these things. (No not campaigning just giving some information to inform where my views come from)


http://www.birmingham-multicare.org/

oh and for the wedding details http://www.ourweddingphotoalbum.co.uk/ :thumbup:

Re: 2012 Accounts and Notice of AGM

by richard@imutual » Thu Nov 01 2012 9:35am

Well if either of the current directors lost the vote we'd have something of a constitutional crisis, as a plc must have at least 2 directors. The board(!) would have to either re-appoint the outgoing director or appoint someone else, with the members able to vote on that appointment at the next AGM. Both Mrs Y and myself would need to continue as employees, at least in the short term

Re: 2012 Accounts and Notice of AGM

by kevinchess1 » Thu Nov 01 2012 7:41am

If the currant Mrs Yendall lost a vote, would we get a new director? Also would she be given a job similar to Michelles?

Re: 2012 Accounts and Notice of AGM

by richard@imutual » Wed Oct 31 2012 10:26am

We don't publish employee salaries, only those of directors. I think that's appropriate

Re: voting data. As your votes are stored on our database/server and are (necessarily) linked with your account, then effectively we do have the means to see who voted and how. I'm not in the habit of doing so but I can see that this might raise theoretical concerns with some people; in the short term I'm not sure what we can do about it, lacking the funds to employ an independent agency to administer the voting. Until such time as we do, I guess I just need to ask you to trust me not to use my access to such data in any way that could be deeemed improper :?

I should add that I would nevertake a 'no' vote personally; it's very useful to know if we're doing a good job or not and to get constructive criticism, though I would hope people would express that via the forums before resorting to ejecting a director :shock:

Re: 2012 Accounts and Notice of AGM

by kevinchess1 » Tue Oct 30 2012 10:22pm

Does the director know who voted yes/no?
What was Michelle paid?

Re: 2012 Accounts and Notice of AGM

by richard@imutual » Sat Oct 27 2012 9:01pm

macfamily wrote: I think Richards partner is also a director - perhaps this is our version of an independent director right now?
LOL. Yes,Mrs Y doesn't let me get away with anything :shock:

Re: 2012 Accounts and Notice of AGM

by richard@imutual » Sat Oct 27 2012 8:59pm

timco wrote:Maybe an independent chairman
I'm open to suggestions. In the past, some mutuals have proposed the idea of a 'member director' who could sit in on (some) board meetings. Though in practice I suspect this may have been something of a PR gimmick

Perhaps you could elaborate on what kinds of potential problems you foresee (in the absence of an independent director)?

Would this be a paid position? In which case we'dneed to be sure the position was fully justified. Or perhaps, amongst our membership, we could find a volunteer with suitable experience to come and meet with the directors (if only once a year) and perform a kind of 'non-financial audit' role on behalf of the members

I am sure the time will come when the company needs more than two board members, perhaps including someone whose role is specifically to act as a 'check' on the other directors. Though it may be that, at present, we are not large enough to justify that

Of course, anyone can 'check' on what we're going at any time by asking questions on this forum :thumbup:

Re: 2012 Accounts and Notice of AGM

by Richard Frost » Sat Oct 27 2012 8:21pm

Mel wrote:
timco wrote:Can I ask why the company does not have any independent directors tasked with making sure that members interests are looked after? Maybe an independent chairman say... I am not saying you will not Richard it is just it would surely stop any accusations that can be levelled at you personally.

Sadly in this world if you leave a door open someone will take advantage of it and then blame you for not shutting locking and barricading it!
It is very much in Richard's interests to look after members' interests as without members he doesn't have a business. I am entirely statisfied that he has done so, and confident that he will continue to do so.
Dittoer

Re: 2012 Accounts and Notice of AGM

by kevinchess1 » Sat Oct 27 2012 7:36pm

Hard 2 belive but I agree with Mel :shock:
Ry and the current Mrs Yendall din't take a penny in wages last year.
And who would you appoint?
It would hav 2 be someone with time on their hands but a V light touch and UNPAID
certainty in years to come might be a V good idea :thumbup:

Re: 2012 Accounts and Notice of AGM

by Mel » Sat Oct 27 2012 6:57pm

timco wrote:Can I ask why the company does not have any independent directors tasked with making sure that members interests are looked after? Maybe an independent chairman say... I am not saying you will not Richard it is just it would surely stop any accusations that can be levelled at you personally.

Sadly in this world if you leave a door open someone will take advantage of it and then blame you for not shutting locking and barricading it!
It is very much in Richard's interests to look after members' interests as without members he doesn't have a business. I am entirely statisfied that he has done so, and confident that he will continue to do so.

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