Seven tips to help you organise an online Annual General Meeting and why you should!
The AGM is important because it:
- Reports back to members on activities undertaken during the preceding year
- Presents the financial accounts for member scrutiny to demonstrate that the organisation is being run legally and competently by the board
- Allows formal election/re-election of committee members, giving them authority to make decisions
- Allows debate and voting on resolutions which would substantially alter the purpose or management of the organisation.
1. Does your organisation allow remote meetings?
Review your Constitution or Articles to see if they allow on online AGM
Whatever legal structure your not for profit or club is formed under it will be governed by an overarching set of rules (often called a Constitution or Articles) which will dictate how certain key parts of the organisation are run. One of these key sections will be the rules for holding the AGM and other meetings.
Even if it does not explicitly state that the AGM can be held by way of an online or another type of remote meeting you may find something that states ‘a meeting is deemed to take place even when the participants are not in the same place as long as they can communicate with each other and vote as though they were in the same place’.
It is possible to amend your rules by way of a special resolution being voted on by the members ahead of your AGM if you currently cannot hold a virtual meeting and looking towards the post coronavirus ‘normal’ it might be worth all organisations considering discussing this at the AGM to explicitly allow for a changed way of working.
2. When is the best date and time?
Your Constitution or Articles will state the maximum time allowed between meetings
AGMs need to be held annually and while it is good practice to routinely schedule them twelve months apart there should be a bit of flexibility to allow for unforeseen circumstances or to accommodate member preferences or availability. Your rules should state the maximum amount of time that can elapse between meetings, usually phrased as ‘no longer than x number of months’ which is often an additional 2-3 months.
NB This gives a bit of time if you need to amend your rules to ensure you can legally hold a remote meeting.
The meeting should be held on a day and time that gives the majority the chance to attend. While it may be tempting to think that we have a little more flexibility with people staying at home more I would advise sticking with your familiar schedule (in the absence of an overwhelming vote to the contrary) as the fairest thing to do.
While many of us were initially hoping that the Covid public health restrictions would pass quickly it is looking increasingly likely that social distancing precautions will remain in place for months to come and make a traditional AGM logistically difficult so I wouldn’t recommend delaying in the hope that you can run your meeting as you have in previous years.
3. Give the correct amount of notice to your members
Giving notice to your members in accordance with your rules shouldn’t be any different to your normal practice for sending out the calling notice (usually 14-21 days before the meeting date). It is usual to circulate the proposed agenda, supporting documentation and copies of the accounts for approval at the same time.
As well as the normal date and time of the meeting do ensure you circulate clear instructions on how the meeting will be held and how members can join in, including any specific technology-related instructions. That way, if they have to create an account to enable the software to work on their device or undertake any other preparatory work they can do this in advance and check they will be able to join the meeting.
4. How do members submit agenda items?
Has the procedure changed? Does post need to be sent to a home address instead of an office? Are temporary email addresses being used?
Members need to be given an opportunity to add items to the agenda or raise any concerns or suggestions.
Remember to update postal addresses if your chair or secretary is currently working from a home address rather than an office or ensure email addresses have been updated or diverted if necessary.
You can include a request for further agenda items from the membership when you send out the calling notice but this needs to have a very strict cut off date for responses so that you can circulate an updated agenda if the item is likely to be contentious or require preparatory work for a debate or vote during the meeting.
5. Do you need to elect (or re-elect) committee members?
In a club or other membership organisation, the AGM is when the members get to vote on who they want to represent them on the committee of the organisation. Your calling notice should either include the names of people who have previously been put forward for election or details of how to nominate for election on the day.
Posts don’t necessarily need to be for one year with re-election each year although they should be for a finite amount of time to ensure the organisation is constantly refreshed with new ideas and approaches. The rules of your individual organisation will state what posts are elected and how long the term of each post will be.
6. How will voting be undertaken?
Consider how you can count votes to elect (or re-elect) committee members and vote on issues raised at the meeting
For a remote meeting, you need to consider how your membership will vote. Many organisations’ rules specify that decisions are made by a simple majority show of hands at the meeting. This might be impractical remotely, depending on what technology you choose. I know most of the video conferencing platforms allow you to see your delegates but do bear in mind some people may need to join by telephone or a computer without a webcam and you should be mindful of how you will accommodate their opinions.
On the day, most of the video conferencing platforms have a ‘chat bar’ where you could ask for votes or there are software solutions that can allow for anonymous voting. If there are delegates who can’t use the technology function you may have to make a special effort to ask the individuals to respond verbally. You might want to ask for votes in advance in order to maintain a certain amount of anonymity (which can also allow voting by those who can’t attend the meeting) but you need to have a process in place to ensure you don’t count any votes twice if you also allow voting in person.
7. Can you can meet your quorum?
For an AGM to be valid you must ensure you can meet your quorum of attendees.
Many organisations state that a quorum is made up of a certain number of committee members or certain posts from the committee, plus a percentage of the membership. Check your specific rules and have a plan to ensure you can record who is in attendance so you can count the numbers.
When you are deciding on what technology to use do be mindful of what your membership can access, particularly if you are looking at video conferencing solutions. Some of your members may not be able to use specific platforms and some may simply prefer to be able to dial in on a traditional telephone or mobile.
If you receive a very high number of apologies and risk not reaching your quorum you should try to find out whether this is because of the date, time or technology and consider rearranging your plans to ensure good attendance.
If you go ahead with the meeting and do not reach a quorum then you cannot legally conduct any business of the meeting except to postpone to a future date.
If you need any help setting up an online AGM you can schedule a call with me HERE