The next Annual General Meeting (AGM) of the Forest School Association (FSA) will be held on Saturday 23rd March 2019, between 1pm and 2pm at Spitalfields City Farm, Buxton St, London E1 5AR.
Please note that the AGM is a stand-alone event. There will be sandwiches from midday for those attending the AGM. Please confirm your attendance or there will not be enough to go around.
Any FSA member is welcome to attend the meeting but please note that Trainee Members are not eligible to vote. We should be grateful if you could help us plan for numbers by letting us know your intention to attend by emailing …
[email protected] with the subject heading. ‘I will be attending the AGM this year 2019’
The primary purpose of the AGM is to elect new directors in line with our constitution and charity commission guidelines. It is also an opportunity for directors to report on activities conducted in the past year and on future plans. The annual directors’ statement and accounts will be made available to members ahead of time and members are encouraged to ask any questions that they may have about these. Members who are unable to attend the meeting in person can ask questions for directors’ consideration by emailing …
[email protected] with the subject heading. ‘Question for directors, AGM 2019’
Members have the right to appoint a proxy under section 324 of the Companies Act 2006 and article 22. If you wish to appoint a proxy please email …
[email protected] with the subject heading ‘Appointment of proxy at AGM 2018’ stating your full name and address and the name and address of your proxy.
Election of New Directors
Introduction
According to our constitution, one third of our directors must stand down each year. If no directors wish to step down voluntarily then these should be the longest serving directors.
“one-third of the directors or, if their number is not three or a multiple of three, the number nearest to one-third, must retire from office.”
There are a total of 12 places on the board. At time of writing we have 8 directors:
Louise Ambrose
Sara Collins, (Deputy Chair)
Jon Cree, (Treasurer)
Sarah Lawfull
Lily Horseman, (Chair)
Geoff Mason, (Company Secretary)
Jo Phillips
Froo Signore
Therefore, 3 directors must stand down at the end of the AGM. As the longest serving directors since last election Jon Cree, Louise Ambrose and Geoff Mason will re-stand for election as it has been three years since they were elected to the board (2015/2016).
Therefore, there are likely to be at least 7 places available on the board by the AGM (existing directors formally stand down at the end of the AGM).
According to our constitution directors are elected by ordinary resolution (a vote). This may happen at the AGM but we always hold an electronic vote to ensure that the maximum number of eligible members can participate. Members will also be able to vote in person at the AGM if they have not already voted electronically.
Director recruitment and selection
The FSA became a charity in 2014. According to the charity commission ‘charities have a responsibility to ensure that prospective trustees understand the responsibilities they are taking on and can be relied on to carry them out responsibly. They must be adequately vetted’.
So, while our constitution says that the membership must vote on the appointment of new directors, if the FSA wishes to have charitable status then it must be able to demonstrate effective vetting of new directors. Therefore, prospective candidates must have the full confidence of the current board (who have legal responsibility for the good running of the organisation) before they will be put forward to stand for election.
To gain board confidence and approval to stand in the election candidates must submit to the following:
- Application form expressing interest in taking on the role and a declaration from the prospective trustee that they are not disqualified from acting as a charity trustee.
- A search against the Individual Insolvency Register.
- A search against the register of disqualified directors.
- A search against the register of all persons who have been removed as a charity trustee either by the commission or by an Order of the High Court since 1 January 1993.
- Providing satisfactory references
- Interview via Skype with existing Trustees
Company accounts and a position statement will be made available to candidates prior to interview to ensure that they have an understanding of the charity’s position and are in a position to ask questions. However, current trustees must be satisfied that prospective trustees understand the responsibilities they are taking on and can be relied on to carry them out responsibly. Feedback will be given to prospective trustees after the interviews.
We invite members to consider whether or not they may wish to put themselves forward to stand as a director/trustee. Voting will start on 28 February 2019 and so candidates should submit electronic application forms before 10th February 2019 so that we have time to undertake the necessary checks and arrange interviews.
Application form: FSA-director-application-form-2019
Details of the voting process to follow but is expected to be similar to last year.
