Election of 8 WPCS Trustees: 3 trustees for 2012-2013; 5 trustees for 2012-2014
At the Society EGM held at the Barcelo Cheltenham Park Hotel on Saturday January 28th 2012, Special Resolution 2 put forward by Council for ratification by members failed to achieve the required 75% of the votes cast. Special Resolution 2 asked members to ratify the appointment of any Trustee appointed in breach of Article 15(a)(i) of the Charity’s Articles of Association, whereby 8 incumbent trustees had been nominated without a formal seconder at a time when seconders were required. This specifically related to 3 trustees who were elected in 2010 and 5 trustees elected in 2011.
Due to Special Resolution 2 not having been ratified by 75% of members who cast a vote, the eight affected trustees have been required to stand down from their positions as trustees and there are therefore eight trustee vacancies that must be filled in order to meet the constitutional requirement for Council (Article 11(b)).
The trustee terms of office that are currently vacant are:
- 3 trustees to serve on Council from 2012 to 2013
- 5 trustees to serve on Council from 2012 to 2014
There is already an election process underway for the appointment of 5 trustees to Council for the term 2012-2015.
At the request of remaining Society trustees and the Society’s legal advisers, I have been asked to notify members herewith of the intended election of trustees to Council and to invite nominations for the vacant trustee positions. Nomination forms for Council trustees to cover the terms of office of 2012-2013 and 2012—2014 are being sent to all WPCS members today, with a closing date of 20th February 2012. Members will be invited to vote on nominations received as from 23rd February 2012, with the results to be announced at the Society AGM that is to be held on 31st March 2012.
Explanatory notes on the election follow, however if any member has any queries or requires further clarification on the process, please can you direct your enquiries to myself at the Society’s offices.
Anna L. Prytherch
Principal Officer / Company Secretary
Explanatory Notes on the Election of Trustees to Council
- Nominations are sought for eligible members of the Society to stand for election for either a 1 or 2 year term of office, commencing from this year’s AGM, to serve out the terms of office of the Trustees who stood down as at 28th January 2012.
- The election of 5 members to serve as trustees for the period 2012-2015, already underway, will proceed as normal. Correctly proposed and seconded nominations for this election have already been received.
- Members who have already been nominated for the election of trustees for 2012-2015 are not able to be nominated for the 2012-13 and 2012-14 vacancies unless they withdraw their nomination from the 2012-2015 election (written confirmation of withdrawal required, to be sent to the WPCS Secretary by 20th February 2012).
- Members can only be nominated for one term of office (either 2012-2013 or 2012-2014).
- Trustees who were required to stand down from their positions as a result of the EGM held on 28th January 2012 are eligible to be nominated, subject to the requirements of Article 14. Article 14(a) – “No person who has served a total of two consecutive terms as a Trustee shall be eligible to be elected for a further term as a Trustee until at least three years have passed since he was last a trustee”.
- The closing date for the nomination of members as trustees for 2012-2013 and 2012-2014 is 20th February 2012.
- Members appointed to serve these 1 and 2 year terms will be deemed to have served a full term, not withstanding that these terms are less than three years (Article 14(c)).
- Members will be notified of all nominations and issued with ballot forms as from 23rd February 2012.
- The annual mailshot to members, to include the Society Journal and new magazine, will be held back until 23rd February 2012 to accommodate the additional elections.
- The closing date for elections (submission of ballot papers) is 29th March 2012, with all ballot papers needing to be sent to the Scrutineers by this date.
- In the event of there being less nominations received for the election of trustees to Council (2012-2013; 2012-2014; 2012-2015) than the number of available vacancies, correctly nominated candidates will automatically be appointed as trustees. Additional nominations will then be sought from the floor at the AGM for qualifying members to be elected by poll or ballot of the members present to fill the remaining vacancies.
- Nominees who are unsuccessful at an election for a specified term of office are eligible for nomination by members for other elections at the AGM that have unfilled trustee vacancies.
- Should the procedures outlined fail to fill all trustee vacancies at the time of the AGM, the trustees then elected will themselves appoint members of the Society who have signified in writing that they are willing to be a Trustees, under the provisions of Article 15(b), to ensure a properly constituted board of 15 members of Council is attained.
- Until a properly constituted board is restored, only essential Society governance business will be conducted by the remaining seven trustees. The Society office and staff will continue to operate and deliver services to members as normal.
- Copies of the Society’s Articles of Association can be found here.