AGM 2018 Minutes

These minutes were approved at the 2019 AGM

The fourth AGM of Freegle Ltd was held from 1st October 2018 to 9th October 2018 on Freegle UK Central.

The Chairman welcomed volunteers to the fourth Freegle AGM (message[1], 0715hrs)

APOLOGIES FOR ABSENCE

Under Rule 32 we needed to determine a quorum was present, that is either 20 Members or 10 per cent of the membership. Total Membership at the commencement of the meeting was 142, so the quorum was met by 53 Members being in attendance. 1 Member apology was received.

APPROVAL OF MINUTES OF LAST AGM

The Minutes were presented. [2]

The minutes were approved unanimously by 34 Members voting as a correct record.

MATTERS ARISING

The Chairman reported on progress since last year.

2016 AGM Resolution 1: Requirement for groups to be represented on Central and 2016 AGM Resolution 6: Annual confirmation of affiliation

[3] [4] All Freegle groups must be represented on Central. In 2016 we voted that we should make sure that this is the case. During 2017 the Development Group established a procedure for contacting groups, which Jacky very kindly conducted (76 groups - phew!), reporting back to the Board.

Some of these groups were referred to Mentors for help running the groups, which is a good outcome for groups who were a bit detached from Freegle.

We now have just 3 groups which are not (so far as we can tell) present on Central: Darlington Freegle, GreenCycle Portslade and Selby Freegle.

As part of this contact process, groups were also asked to confirm affiliation to Freegle, which the resolution that this should be an annual requirement. An automated confirmation was also introduced via prompts on ModTools. As of this meeting, all Freegle groups have confirmed affiliation within the last year.

These two checks will be repeated on an annual basis. Jacky was congratulated for her work in contacting groups for the first year of the procedure.

2016/17 Accounts

Jane, Treasurer, confirmed that the 2017 accounts were independently examined. Jane also confirmed that she had submitted the Corporation Tax return in March 2018 (pre-checked by our accountants) , and Andy, Company Secretary, submitted the AR30 return in January.

2016 AGM Resolutions 2 & 4, AGM 2017 Proposal 1: Viable platforms/dropping support of Yahoo

[5]

All groups are now hosted on Freegle Direct or the Norfolk platform. Most but not all FD groups also have TrashNothing.

We sadly lost three groups in this process. Newham and Guildford didn’t wish to move, and we were unable to contact Greenwich. These areas will be reserved for a month in case those groups change their minds, after which they are available for new groups to be started from scratch.

There were also 13 groups who were using both Yahoo and FD, and had not made arrangements to move over. Yahoo support has been turned off for those groups, so the Freegle group is now the FD one. But those groups are welcome to continue to run their Yahoo groups independently and separately if they wish.

This was a lot of effort all round - both for individual groups and for the Mentors who assisted with large numbers of moves. Particularly given the history with My Freecycle, we have managed that extremely well. It shows how nice we are to each other, even at a time of upheaval.

Over the next year we will remove the complex Yahoo code from the platform, and we can start to make improvements which aren't possible on Yahoo (eg. allowing users to edit their messages). Detailed discussions for those will be on the Tech group.

2017 AGM Proposal 4: Alternative discussion platform for groups such as Central.

[6]

We voted at the 2017 AGM to move Freegle discussion groups from Yahoo. The Board delayed implementation as a result of the workload involved in moving local groups away from Yahoo.

We now need to make a decision about a suitable alternative to Yahoo. Points to consider include web/email access, cost, accessibility for screen readers, hosting, integration with ModTools and membership.

There was some support for having discussion groups independent of our main servers. It was concluded there were probably two likely contenders, Discourse and Groups.io.

Edward thanked all those who contributed to the conversation and proposed that Tech group conducts more detailed discussion, rather than take an AGM vote in case there were major unforeseen problems with the suggested platforms. There were no objections to this proposal.

2016 AGM Resolution 3: Disaffiliation of failed groups procedures

[7] This resolution asked that groups which have ‘failed’ may be disaffiliated even if they are not abandoned. The Development Group have discussed and adjusted relevant procedures for Mentors, including attempts to contact the group.

BOARD REPORT

The Directors presented their report for 2017/2018 - Board Annual Report 2018 [8]

Clarification was requested over the availability of Microsoft Office and the Board were thanked for the report. A poll was held to accept the Report - 45 Member voters registered, 44 agreed to accept the Report, 1 abstained, so the Report was recorded as accepted by the meeting.

FINANCE REPORT

The Report was presented for 2017/18 - Finance Report 2018 (including links to the accounts) [9] A poll was held to accept the verified accounts for 2017/18. This was approved unanimously by the 45 Members who voted.

APPOINTMENT OF AUDITOR

The Board requested that Freegle Ltd should disapply the requirement for fully audited accounts for the financial year 2018/19 - 42 Members agreed, 3 Members disagreed

Acceptance of this proposal is governed by https://www.legislation.gov.uk/ukpga/2014/14/section/84
(a)less than 20% of the total votes cast are cast against the resolution, and
(b)less than 10% of the society's members for the time being entitled under its rules to vote cast their votes against the resolution.

The poll was therefore accepted as approved (a) because only 3 out of 45 voted against, so the threshold would be 9, and (b) because we have 142 members, so the threshold would be 13 (or 14). [10]

NOTIFIED DISCUSSION - RECRUITMENT OF VOLUNTEERS

[11] Jo Graham asked that the meeting discuss the reduced number of national and local volunteers and ways to rectify the situation.

The main points made were:

• We should allow groups to indicate which of various types of volunteers they're looking for (or none!).
• We should look at having a simple "Volunteer" button.
• We should make more use of the Volunteer Opportunities feature to benefit Freegle. Some of this could be automated for groups which are seeking volunteers.
• We should explore the area of automatically giving mod rights to members based on their activity, initially as a way of helping Mentors recruit permanent members.
• When moving our discussion forum away from Yahoo, we need to bear in mind what is and isn't appealing to new volunteers. That's secondary to existing volunteers, but still relevant.
• Local groups would like more national support in getting volunteers (but there's a chicken and egg thing there).

The Board will consider these points over the next year, which will undoubtedly lead to further discussion on Central and other working groups.

ANNUAL DIRECTOR RESIGNATION and DIRECTOR ELECTION

8 elected Directors were in office in September 2018, so 3 Directors needed to stand down, who were Edward Hibbert, Christian Brenninkmeijer and Andrew Trusty. Michael Hall, co-opted Director, resigned in June 2018. David Greenfell continues as a Board annually appointed Director.

The election for the new Directors commenced before the AGM, on 7th September 2018, announcing 4 vacancies with a nomination deadline of 19th September 2018.

3 nominations were made and seconded, all 3 accepted. As the number of candidates didn’t exceed the number of vacancies, it was declared that all 3 were to be elected unopposed. [12]

The appointed Directors are Christian Brenninkmeiger, Edward Hibbert and Ray Owen.

Links for messages relating to the election can be found at Directors 2018 Election

CLOSE OF AGM 2018

The Chairman closed the AGM on 9th October 2018 at 0529hrs - [13]

Freegle Limited is Registered in England as an Industrial and Provident Society for the Benefit of the Community.
Registration no: 32410R
Freegle is registered as a charity with HMRC (ref. XT32865)

Links

• AGM 2018
• Board Elections