AGM 2023 Minutes

FREEGLE LIMITED

Minutes of the ninth Annual General Meeting

Held between 8.54am 4th September and 9.58am 8th September 2023

Location: Central Group on Discourse online forum https://discourse.ilovefreegle.org/c/central/

Edward Hibbert (Board Chair) chaired the meeting. Edward welcomed everyone, Members and Volunteers, to the meeting.
https://discourse.ilovefreegle.org/t/freegles-2023-agm-is-now-open/6618

1. Apologies for Absence

Three apologies for absence, from Susan Anderson, Julie Chester and Jools Marley, were received and accepted.

2. Quorum Confirmation

28 Members attended, so the quorum was met to proceed with the meeting. Rules

3. Minutes of the 2022 AGM

https://discourse.ilovefreegle.org/t/agm-2023-agenda-item-3-minutes-of-last-meeting/6620
AGM 2022 Minutes
Approved unanimously by 19 votes.
https://discourse.ilovefreegle.org/t/agm-2023-poll-results/6650

4. Matters Arising from 2022 Minutes

https://discourse.ilovefreegle.org/t/agm-2023-agenda-item-4-matters-arising-from-the-minutes/6627
Edward presented a brief summary of matters arising from the AGM last year.

4.1 Balance between national teams and local groups

The 2022 AGM discussion had been continued on Development Group (https://discourse.ilovefreegle.org/t/task-128-membership-information) which was still ongoing. Further comments were made at this meeting about GDPR compliance.
Action: The comments made were agreed to be passed back to the Development Group

4.2 Discussion threads at AGMs

The 2022 AGM agreed that discussion threads should be made by Announcements and the usual Topic threads on Central Group. During this meeting, it was felt that this wasn’t effective, so it was agreed that in future a separate Discourse group for each AGM should be set up, and then disabled for new topics and replies once the AGM finishes. Action: The Board will ask Chris Cant, in advance of the meeting, to set up a group for the AGM in 2024.

5. Board Annual Report 2023

https://discourse.ilovefreegle.org/t/agm-2023-agenda-item-5-board-report/6630
Board Annual Report 2022

Edward presented the Board Report which was accepted unanimously by 21 votes.
https://discourse.ilovefreegle.org/t/agm-2023-poll-results/6650

Thanks were expressed for the comprehensive report and there was some discussion about local promotion opportunities. No action points were raised.

6. Finance and Auditors Report 2022

AGM Finance Report and Audit disapplication 2023
The headline figures for the financial year ending 5th April 2023 were Total Income £151,188, Total Expenditure £90,213, Surplus for year £60,975, giving Reserves of £142,113 (of which £5,042 is restricted for specific expenditure).
The Finance Report was accepted unanimously by 19 votes.
https://discourse.ilovefreegle.org/t/agm-2023-poll-results/6650

7. Audit request from the Board of Freegle

The Board asked the AGM to approve the dis-application for a full audit for the Freegle Ltd accounts 2023/24. This would be in line with previous procedure and is due to the level of expense for an external auditor and time required from the volunteer Treasurer for a full audit.
Industrial and Provident Societies must have a full audit if they are a charitable IPS with a turnover of over £10,200,000 or assets in excess of £5,100,000.
As Freegle doesn’t get near to these figures the expense and time for a full audit seems unnecessary when our transparency is confirmed by a qualified accountant’s Independent Examination. More information can be found in the legal explanatory note here: http://www.legislation.gov.uk/ukpga/2014/14/section/84
This request was approved unanimously by 19 votes.
https://discourse.ilovefreegle.org/t/agm-2023-poll-results/6650

8. Annual Director Resignations and Election 2023

https://discourse.ilovefreegle.org/t/agm-2023-agenda-item-8-annual-director-resignations-and-election/6643
For the AGM of 2023, the elected Directors voluntarily standing down were Cat Fletcher, Craig Hilton and Ruth Willmore. David Greenfield retired from the Board. This created a total of four vacancies, to bring the complement of Directors up to nine.
The election for new Directors commenced 3rd August with a nomination deadline of 13th August 2023. There were three nominations:

• Cat Fletcher - self nominated, seconded by Sheila Little
• Craig Hilton - self nominated, seconded by Sheila Little
• Bill Hopkinson - nominated by Ruth Willmore, seconded by Sheila Little

As there were fewer candidates than vacancies, the candidates were able to be elected unopposed.
We welcomed elected Directors Cat Fletcher, Craig Hilton and Bill Hopkinson to the Board.

9. Resolutions

https://discourse.ilovefreegle.org/t/agm-2023-agenda-item-9-resolutions/6647

There were no resolutions submitted.

10. Notified Business

https://discourse.ilovefreegle.org/t/agm-2023-agenda-item-10-notified-business/6648

Proposal from Dizzy Ann Pedrick, Dursley:

“I propose that if someone is found to be harassing members, especially in a sexual way, then all mods of all the groups that person is on should be notified. It should only be a rare occurrence to do this due diligence, but the consequences of not doing so could be nasty if the worst were to happen. Freegle’s good name could be damaged, not to mention the safety of our members.”

Discussions produced some support for doing this, but the precise way of implementing wasn’t clear.
Action: Edward willI follow this up for further discussion on Tech Group.

11. End of Meeting

https://discourse.ilovefreegle.org/t/agm-2023-has-now-finished/6657
The meeting was announced as closed at 09.58 on 8th September 2023.

Links:
AGM 2024
AGM 2023 - These Minutes were approved at this meeting [[1]]