AGM Agenda

1. Welcome and apologies

2. Presentation of Annual Report and report by the Chair

3. Consideration of the annual accounts

4. Special resolution vote

5. Election/re-election of directors

6. Any other competent business (AOCB)

7. Close

 

Special Resolutions for Member Vote

At the AGM, members will be asked to vote on four proposed changes to SLCVO’s Articles of Association to strengthen governance (Below). To adopt these changes, 75% of members present at the meeting must vote in favour.

 

Article19 Application for Membership

• Proposal: Allow membership applications to be reviewed and approved by directors via email, rather than only at formal board meetings.

• Rationale: This change introduces greater flexibility and efficiency in processing membership applications. In rural or remote areas, or when directors are unable to meet in person regularly, email-based review allows timely decisions and avoids unnecessary delays in welcoming new members.

• Current Wording The directors shall consider each application for membership at the first directors' meeting which is held after receipt of the application; the directors shall, within a reasonable time after the meeting, notify the applicant of their decision on the application.

• Proposed wording “The directors shall consider each application for membership either at the next scheduled directors’ meeting or by written resolution via email. The directors shall notify the applicant of their decision within a reasonable time after the decision is made.”

 

Articles 20 – 23 – Membership Subscription

• Proposal: Update articles to reflect no membership fee and review process

• Rational; Removing membership fees improves accessibility, allowing individuals and organisations with limited resources to engage fully with SLCVO. It supports inclusive participation and aligns with our values of community empowerment. Regular review of membership records ensures accurate contact details and active engagement. Introducing a process to remove members after repeated non-response keeps the membership list current, while giving fair opportunity to update information.

• Current Wording

  • 20.Members shall be required to pay an annual membership subscription which shall be payable on the anniversary of his/hers/its application each year.

  • 21 The members may vary the amount of the annual membership subscription by way of an ordinary resolution to that effect passed at an annual general meeting.

  • 22 If the membership subscription payable by any member remains outstanding more than 8 weeks after the date on which it fell due (and providing he/she/it has been given at least one written reminder) the directors may, by resolution to that effect, expel him/her/it from membership.

  • 23 Any person or body that ceases (for whatever reason) to be a member shall not be entitled to any refund of the membership subscription.

• Proposed Wording

  • 20.Membership of the company shall be free of charge. No member shall be required to pay an annual subscription, joining fee, or any other form of payment to obtain or retain their membership.

  • 21. Notwithstanding clause 20 the directors, subject to the approval of a special resolution of the members, may introduce a membership fee in the future. Any such change will not affect existing members until the completion of their current membership term.

  • 22. The company shall review membership records every year to confirm continued engagement and accuracy of contact details. Members will be contacted and asked to confirm or update their information.

  • 23. Any member who does not respond within a reasonable time after two reminders may be considered for removal under Clause 26 of these Articles.”

 

Article 42 – Quorum for General Meetings

• Proposal: Reduce the quorum from 10 to 5.

• Rationale: In rural areas like Highland, consistently gathering 10 members in person can be difficult due to travel and other commitments. Reducing the quorum to 5 improves accessibility and helps ensure meetings can go ahead without delay. It also supports timely decision-making, which is vital for community-focused organisations responding to local needs.

• Current Wording: “No business shall be dealt with at any general meeting unless a quorum is present; the quorum for a general meeting shall be 10 individuals present in person or (in the case of members which are third sector organisations) present via their duly authorised representatives.”

• Proposed Wording: “No business shall be dealt with at any general meeting unless a quorum is present; the quorum for a general meeting shall be 5 individuals present in person or (in the case of members which are third sector organisations) present via their duly authorised representatives.”

 

Article 55 – Minimum Number of Directors

• Proposal: Reduce the minimum number of directors from five to three.

• Rationale: Reducing the minimum number of directors from five to three improves governance flexibility and reflects the challenges of recruiting volunteers in rural areas like Highland. It ensures the organisation can operate during transitions without breaching its constitution. A smaller board still provides strong oversight and allows for quicker decision-making, while keeping the option to appoint more directors open.

• Current Wording: “The maximum number and minimum number of directors may be determined from time to time by ordinary resolution. Subject to and in default of any such determination there shall be no maximum of Directors and the minimum number of Directors shall be five.”

• Proposed Wording: “The maximum number and minimum number of directors may be determined from time to time by ordinary resolution. Subject to and in default of any such determination there shall be no maximum of Directors and the minimum number of Directors shall be three.”

 

Election and Re-election of Directors

In accordance with our Articles:

• Article 58: Members may elect any willing member to be a director at the AGM.

• Article 62: All directors retire at the AGM but are eligible for re-election.

One of our current six directors has confirmed they will not stand for re-election this year. If you or your organisation would like to nominate someone for election as a director, please contact Jo-Anne Ford at jo.ford@slcvo.org.uk  to register interest. Jo-Anne will follow up with details of the nomination process.

 

Instructions for Appointing a Proxy

If you are a member and wish to appoint someone to vote on your behalf at the AGM, please follow these steps:

• Prepare a written instrument of proxy – this can be in the form of a letter or email stating your contact details and who will be attending as your proxy. This must be signed by you.

• Submit the written instrument of proxy in one of two ways:

  • By email: Send it to SLCVO’s Company Secretary and Chief Officer Jo-Anne Ford, Jo.ford@slcvo.org.uk

  • By post or hand delivery: To Jo-Anne Ford, Skye & Lochalsh Council for Voluntary Organisations, Tigh Lisigarry, Bridge Road, Portree, Isle of Skye IV51 9ER

• Make sure your proxy form is received by the company at least 48 hours before the scheduled start time of the meeting.

• You may only appoint one proxy to attend and vote on your behalf at any given meeting.

• Proxy forms that do not meet these requirements or are submitted late will be invalid.

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SLCVO Membership

 

iI you would like to join SLCVO and help shape our future be that as a member or in a leadership role complete an application form here

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​Data Protection

Your contact details will be recorded for the purpose of our AGM. Personal data (name, address and contact information) will not be disclosed to third parties. You will receive mailings in relation to our AGM. Any personal information you provide (e.g. the name, personal email or home address of a main contact) will be held and used in accordance with General Data Protection Regulations. For a copy of our Privacy Notice download here or contact info@slcvo.org.uk for a copy.