Freegle Board Minutes July 2014

Minutes of the First Meeting of Directors of Freegle Limited Wednesday 30 July 2014 at 7.30pm by Skype Chat

Directors Present: Jacky Barrett, John Carroll, Ollie Clark, Cat Fletcher, Edward Hibbert, Andrew Ludlow, Alison Redway, Andrew Widgery, Tina Wilcox

Jacky Barrett opened the meeting at 7.30.

Appointment of Chair and Board Secretary

Edward Hibbert was elected as Chairman.

Proposed by: Alison Redway.

Votes: 7 For, 1 Abstain.

Alison Redway was elected as Board Secretary.

Proposed by: Jacky Barrett.

Votes: 7 For, 1 Abstain.

Edward continued the meeting as Chairman and Alison as Board Secretary. Alison agreed to compile formal minutes of the meeting and record actions necessary. Edward will set up action lists on Trello for each Director.

Edward and Alison

Industrial and Provident Society

A vote of thanks was proposed to Alison Redway for her very patient and valuable work in driving this forward.

Proposed by Edward Hibbert.

Votes: 7 For, 1 Abstain.

It was agreed that a bank account should be set up with Unity Trust Bank.

Alison will continue with the application for charitable status.

Action: Finance Director, Alison

Appointment of Tina Willcox as Director

A vote of thanks was proposed to Kathryn Speight for standing as a Director and to Tina Willcox for agreeing to stand in Kathy’s place.

Proposed by: Edward Hibbert

Votes: 7 For, 1 Abstain

It was agreed to admit Tina Willcox as a Director

Proposed by: Edward Hibbert

Votes: 8 For.

Action: Company Secretary to update Register of Directors.

Appointment of Role Holders/Officers

Director of Finance

It was agreed to appoint John Carroll as Finance Director.

Proposed by: Edward Hibbert.

Votes: 8 For, 1 Abstain.

Treasurer, Returning Officers, Ombudsmen

It was agreed to appoint:

Jane Loveday as Treasurer,

Paul Thompson and Carole Marland as Returning Officers,

Kathy Stanley-Quist and Emma Shane as Ombudsmen.

Proposed by: Edward Hibbert.

Votes: 9 For.

It was agreed that when the Board have adopted the relevant roles and remits the Company Secretary will write to them to advise of the appointments.

Action: Company Secretary to write letters to confirm that the role holders are happy to continue

Company Secretary

It was agreed to appoint Andrew Ludlow as Company Secretary.

Proposed by: Jacky Barrett.

Votes: 8 For 1 Abstain.

Action: Andy to clarify the role

Health and Safety Officer

It was agreed to appoint Ollie Clark as Health and Safety Officer. Proposed by: Self.

Votes: 8 For, Abstain 1

Action: Ollie to define role

Media Director

It was agreed to appoint Cat Fletcher as Media Director.

Proposed by: Jacky Barrett.

Votes: 8 For, 1 Abstain.

Action: Cat to define role

Chief Technology Officer

It was agreed to appoint Edward Hibbert as Chief Technology Officer.

Proposed by: Ollie Clark.

Votes: 8 For, 1 Abstain.

Action: Edward to define role

Volunteer Welfare Director

It was agreed to appoint Tina Willcox.

Proposed by: Self.

Votes: 8 For, 1 Abstain.

Action: Tina to define role

Bank Account

Covered in Item 2.

HMRC Application

Covered in item 2.

Date of First AGM

It was tentatively decided to hold the first AGM between 13-17 April 2015. The Finance Director will advise if this will be enough time for the financial paperwork to be prepared.

Action: John

Disapply the Requirement for an Auditor

The Board is uncertain of the procedure for this. The Finance Director will look into this and advise.

Action: John

Adopt Policies and Procedures

It was agreed to handle this in between the meetings via polls on the documents, and bring any contentious items or formal approval back to the next meeting.

Proposed by: Edward Hibbert

Votes: 9 For.

Action: Jacky take the lead in getting these documents to final draft to present to the group and then running the polls.

Risk Register

Edward has some experience in this area so he will prepare a draft of this for discussion on the group. Thereafter review of it becomes a standing agenda item.

Action: Edward

Any Other Business

A vote of thanks was proposed to:

Chris Cant for the enormous amount of work he did on getting the IPS proposal together as well as Ged Devlin, Brian Titley, Neil Morris for all their help in making it happen. Thanks also to Saira Horner (now Mortimer) and Richard Jenkin for being founder members and carrying out the necessary work.

Proposed by: Edward Hibbert.

Votes: 9 For.

Action: Jacky to write letters

Next Meeting

Wednesday 27 August 2014. Meetings will usually be the last Wednesday of the month.

Action: Alison to set reminders for meetings.

The meeting closed at 21.05.