Organisation/2016 EGM

A General Meeting of London Hackspace has been called by the membership under section 303 of the Companies Act 2006. This meeting will be held on Wednesday January 13th at 19:30 in the Classroom at London Hackspace.

Agenda items for this meeting are no longer being accepted.

Members wishing to vote on resolutions in this meeting should consider the discussion on the mailing list while making their decision on how to vote.

Transcript

The transcript is online on the members site.

Discussion

A number of these resolutions have been discussed on the mailing list, and some links to these discussions are below:

• Dean Forbes Vote Statement and what I believe to be Relevant
• General comments from Russ: EGM Resolutions: my take
• Resolutions 1 & 2: Extraordinary General Meeting, A statement from 13 current and past trustees regarding the EGM to remove Dean Forbes
• Commentary and response to "Resolutions 1 & 2": :A Statement regarding recent events

Agenda

All resolutions to remove a person as a member or director (resolutions #1, #2, and #3), as well as any resolutions which do not pass by a clear show of hands, will be voted on by online poll which will start seven days after the meeting. See below for information on how to vote by proxy.

Special Resolution 1

That Dean Forbes is removed as a member of London Hackspace..

Proposed by Thomas Greer. (A 75% majority is required to pass this resolution)

Resolution 2

That Dean Forbes is removed as a director of London Hackspace.

Proposed by Thomas Greer. (A 50% majority is required to pass this motion.)

Special Resolution 3

That Thomas Greer should be banned as a member of the Hackspace. This ban should be reviewed by the Trustees annually.

Proposed by Tom Hodder. (A 75% majority is required to pass this resolution)

Special Resolution 4

Amend Article 23(b) as follows: "The number of directors shall be not less than three, nor more than twelve.”

This has the effect that the number of trustees of the hackspace would be increased to 12, and that this should be achieved by appointing one additional trustee at each yearly election, until the total number of trustees is 12. (over the next 3 years)

Proposed by Tom Hodder. (A 75% majority is required to pass this resolution)

Special Resolution 5

This resolution has been withdrawn by the proposer.

Resolution 6

The grievance procedure is not fit for purpose as it stands - it needs to be reviewed and properly documented and it should satisfy the following requirements for it to be even handed and fair for all members of LHS:

• Time frames are set for when a complaint can be made (i.e. current events only) and for the response and actioning of it, including appeals - all grievance issues must be treated in exactly the same manner and there should be no short cuts and no workarounds with changes to the process only able to come from a similar review as is proposed now.
• A sub-group of directors/trustees and members plus one other external person should form the "Grievance Panel"* and the positions should be rotated (the directors/trustees tasked with this role should be changed on a periodic basis - not longer than every 6 months). External/independent oversight* from a professional person i.e. accountant, solicitor, etc. (and not a director/trustee of LHS) should be included for transparency and fairness and to prevent the potential for abuse and maladministration.
• There must be a clear separation of duties (in terms of function and operation)* - the directors/trustees should have someone impartial involved in all cases for fairness and a Chinese Wall* should exist between the directors/trustees and the Grievance Panel whilst the process is working no matter the seriousness of the grievance or complaint.
• The grievance procedure should be evidence lead - if independent witnesses or video footage is available this should be used, but if it is not then the individuals concerned should be able to put their case forward either in person or writing with relative ease (someone independent who is bound by professional codes of conduct would help here too).
• All allegations should be put to the member concerned early on in the process so that he or she is fully aware and has the opportunity to respond to the Grievance Panel.
• Have an appropriate and timely appeals process.
• That complete and proper records are kept.
• That this process is added to the memorandum and articles of association as appropriate (especially starred "*" points).
• No cases should be progressed until this balanced process is in place.

The details underneath these key concepts to be agreed between a small sub-committee of say three trustees and two LHS members during the month after the EGM.

Proposed by Sara Ensor

Resolution 7

That an improved Grievance Procedure is produced by the Trustees in full consultation with the membership and approved in a monthly meeting within the next two months. The procedure should consider that Trustees are volunteers with often limited amounts of time available.

This procedure should provide that:

• Reasonable limits are imposed on the age of complaints and the amount of time in which Trustees should deal with them.
• The nature of evidence which should be considered by the Trustees in evaluating a complaint, both under the Rules and the Code of Conduct, is clearly defined.
• The level of evidence required to issue informal and formal warnings is clearly defined.
• The largest possible amount of information about each case should be made available to the membership, considering that some complaints may contain information that the complainant wishes to keep confidential, and also that members who are being complained about should not be unreasonably judged by honest mistakes.
• Records should be kept of all complaints and their resolution.
• If possible, a method of appealing against a Grievance Procedure judgment should be available.
• Any changes to this approved Grievance Procedure should be made by the membership, and not by the Trustees alone.

Proposed by Russ Garrett

Special Resolution 8

Amend Article 26 to read:

(d) Retiring directors may stand for re-election unless they have already been elected two consecutive times.

(e) A director who has retired due to the limit in 26(d) will not be eligible to stand in a directors election for three years.

This imposes a term limit of two terms on trustees.

Proposed by Sara Ensor (A 75% majority is required to pass this resolution)

Special Resolution 9

That the attached amendments to the Articles of Association are adopted.

Proposed by Russ Garrett. (A 75% majority is required to pass this resolution.) This resolution will adopt the changes to the Articles as outlined in this pull request.

Proxy Votes

Proxy vote applications are now closed.