PHOTO: SHUTTERXSTOCK.
MAKE YOUR VO TE COUNT
Getting Technical: The Expert’s Opinion
We get into the nitty gritty details of why the BMC is looking to change, carefully thought through and worded by BMC Honorary Solicitor Martin Wragg.
MARTIN WRAGG: WHO CONTROLS THE BMC?
The BMC is the national representative body for climbers, hillwalkers and mountaineers in England and Wales. In 1993 it converted from an association to a limited company. As a membership organisation it is important that Members control it, but under company law they delegate the power to manage to a Board of Directors.
The 2018 AGM will consider significant changes to the constitution (new Articles) which will influence what the BMC can do and how it will operate. Although this affects the rights of Members, typically only a tiny minority will attend the AGM to vote. Since democratic principles depend upon the involvement of as many Members as possible it is of vital importance that you do vote. As in previous years you will be able to vote by proxy and for this year an online system managed by the Electoral Reform Service will be available.
National Council is recommending new Articles which remove the anomaly in the current Articles which state the role of National Council is to oversee the Board (Executive Committee) and determine policy and which Sport England consider to be contrary to company law and its new Code of Governance (the Code). Instead the new Articles will contain different provisions to empower Members.
Reserved Matters require the Board to consult and in some case obtain the consent of National Council (on behalf of the Members) or of the Members themselves on a number of things considered to be most important to Members which are listed in Appendix
1 to the draft Articles. The concept was introduced by the Companies Act 2006 and would have been the preferred method of empowering Members if it had been available in 1993. In addition, National Council will still have the role of holding the Board to account, although the majority of board members will also be Members of BMC and all will be elected or ratified by Members in General Meeting. National Council will also have the power to call a General Meeting.
An alternative set of Articles are proposed by a number of Members, but these do not have Sport England approval and therefore will not enable BMC to receive grant funding in the future. The Code sets out three levels of governance with Tier 1 being the lowest standard and Tier 3 the most rigorous. The published criteria appear to suggest that BMC would need to comply only with Tier 1. However in conversations with the President, the CEO, the chair of the Implementation Group and independent solicitors, Sport England has clearly stated that it requires all national bodies receiving grant assistance to comply with Tier 3. Moreover it does not include Reserved Matters protection for Members.
Martin Wragg, BMC Honorary Solicitor.
WHERE’S THE AGM AGENDA?
Due to an extension of the deadline for resolutions, the AGM Agenda was not finalised at the time Summit went to print. Here’s why:
On 28 April 2018, National Council agreed to extend the deadline for AGM resolutions to 16 May to allow further discussions on the proposed constitutional changes at the Member’s Open Forum on 15 May.
As a result the BMC is unable to provide the details of the exact AGM agenda at the time Summit went to print.
WHAT WE KNOW: The 2018 AGM will be presenting ordinary business, which includes the adoption of the 2017 Annual Report and Annual Accounts and appointment of the Auditors. There will also be the elections of members to the Executive Committee (the Board), which includes a challenge for the position of President by BMC member Les Ainsworth and current Vice- President Lynn Robinson, and a nomination of John Roberts for Vice-President.
HOW TO VOTE: This year those members who can’t attend the AGM in person, can submit a proxy vote online and will receive details about how to do this via email on 18 May 2018.
AGM details, including all elections and resolutions will be available at
www.thebmc.co.uk/agm on 18 May 2018.
32 | CLIMB. WALK. JOIN.
Page 1 |
Page 2 |
Page 3 |
Page 4 |
Page 5 |
Page 6 |
Page 7 |
Page 8 |
Page 9 |
Page 10 |
Page 11 |
Page 12 |
Page 13 |
Page 14 |
Page 15 |
Page 16 |
Page 17 |
Page 18 |
Page 19 |
Page 20 |
Page 21 |
Page 22 |
Page 23 |
Page 24 |
Page 25 |
Page 26 |
Page 27 |
Page 28 |
Page 29 |
Page 30 |
Page 31 |
Page 32 |
Page 33 |
Page 34 |
Page 35 |
Page 36 |
Page 37 |
Page 38 |
Page 39 |
Page 40 |
Page 41 |
Page 42 |
Page 43 |
Page 44 |
Page 45 |
Page 46 |
Page 47 |
Page 48 |
Page 49 |
Page 50 |
Page 51 |
Page 52 |
Page 53 |
Page 54 |
Page 55 |
Page 56 |
Page 57 |
Page 58 |
Page 59 |
Page 60 |
Page 61 |
Page 62
