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

[Tom Lloyd]

One thing to add. If the directors are legally responsible for the
organisation, then between them they should have a controlling share of the
votes, or at least some form of veto.
Imagine a vote on "let's not bother with health and safety." It's
conceivably that the majority could vote for this, because H&S is a pain.
But the directors have significant personal liability if the organisation
e.g. kills someone. Because of this, they need the power to
a) stop resolutions which are downright stupid and
b) protect themselves from resolutions which could result in them being
personally fined or going to jail.

--Tom Lloyd

On 17 Oct 2013 17:12, "Tom Lake" <tswsl1989 at sucs.org> wrote:
>
> (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
>
>
> _______________________________________________
> Hackspace mailing list
> Hackspace at swansea.hackspace.org.uk
> http://stoneship.org.uk/mailman/listinfo/hackspace
-------------- next part --------------
An HTML attachment was scrubbed...
URL: <http://swansea.hackspace.org.uk/pipermail/hackspace/attachments/20131017/7cd9ecd9/attachment.html>