[Swansea Hackspace] Articles of association, or the constitution of our hackspace

[Tom Lake]

(Apologies for my last reply being off list - unintentional)

On 17/10/2013 16:51, Justin Mitchell wrote:
>> As far as the rotation is concerned, the current articles imply
>> that we will hold an annual general meeting, and in that case I
>> certainly prefer that there is an opportunity for a certain number
>> of directors to be replaced if the members wish to do so - even if
>> the expectation is that the "resigning" directors are re-appointed
>> at that meeting. In an ideal scenario, everyone is happy with the
>> directors that are in place and business continues as normal.
> If this a reasonable assumption to make, then fair enough, but if
> the intent was that the directors changed every year then i could see
> it being an issue.
Based on other organisations, I would say it's a very reasonable
assumption to make. Depends how irritated people get with the directors :-)

> Ah, it seems that as of 2006 companies act it is no longer a
> requirement to hold an AGM if the Articles say it isnt. The articles
> can also state that circulation of accounts etc will be electronic.
>
> http://www.companieshouse.gov.uk/about/gbhtml/ca_gba7.shtml

Then whether or not to hold an AGM should probably be something we
decided on now rather than later.

> I also note it says that resolutions can now be passed either "At a
> meeting of members" , or by "A written resolution, this can be
> circulated and agreed to electronically or by hard copy."
>
> So as long as our articles permit it, everything can be done
> electronically, except for "A resolution to remove a director,"

> so i would be careful of the clause that specified some specific
> website to do voting etc via, as that would be artificially
> limiting.
Agreed. I also don't particularly like the idea of tieing us to a 
particular service in the articles.

Tom