Re: [Fsfe-uk] Rules/Constitution

[John Seago]

On Saturday 15 Jan 2005 14:41, you wrote:

> Sory but that is just nonsense. In any structure the committee or board
> has complete day to day control and can only be prevented from
> exercising it as they see fit by the process of removing them.

Only where specific powers are not reserved to be exercised by the members 
in General meeting

> A company limited by guarantee provides the same facility to remove
> board members and replace them - indeed it would provide far superior
> facilities for this that currently exist in AFFS.

Surely that would be dependent upon the articles of Association?

> Industrial and Provident Societies are far more complex. The legislation
> controlling them is not as straight forward as that for a limited
> company. They will be more expensive to establish properly.
>
> Nobody has even really shown that incorporation in any form is either
> necessary or desirable.

As the Committee members are separately and severally responsible for the 
actions and liabilities of an unincorporated association, they may indeed 
find incorporation desirable. 

The only point I made, other than that I would not support incorporation as 
a Company Limited by Guarantee, was that, I saw an Industrial and 
Provident Society as being MORE democratic than the company, at least that 
was the view arrived, and shared by myself by the decision making body, on 
which I sat at the time, of a  membership organisation with at least 
100000 more members than AFFS, and a turnover of several millions of £'s
>
> > If incorporation is sought by this route, I seem to recall
> > from previous experience that a complete new constitution will be
> > needed in any case. Perhaps this may be the solution to the discussion
> > in hand, as it will provide an opportunity to revisit and discuss the
> > rules and constitution of the AFFS.
>
> How will that make anything easier?

Did I say that it would?

> > Revision.   Revision of the Rules/Constitution is a way forward, however
> > as last years AGM proved it is a difficult matter to persuade a large
> > enough number of members to carry a resolution.
>
> As I remember it the main objection to the changes proposed last year
> seemed to be that there were too many.

Whatever the underlying motivation was, both the amendment and the motion 
before the meeting failed to gain sufficient support.

> A simpler solution that directly addresses the key concern regarding the
> lack of any facility in the constitution for an EGM to appoint board
> members may be simpler. It could be as simple as a single sentence,
> suitably worded.

Then propose it and I will second it. However I do not see any part of the 
present rules which prevent any form of General Meeting.  
-- 
John Seago
GNU/Linux User #219566 http://counter.li.org
AFFS http://www.affs.org.uk/