agm minutes 300904

ANNUAL GENERAL MEETING - THURSDAY 30 SEPTEMBER 2004

Present: D Murphy (Chair), D Brown, P Renshaw, G Walch, F Blackburn, C Oldroyd, B Todd, A Metcalfe, K Churchman, Cllr P Rowen (Leader of Rochdale Council)

Officers: P Neate (Managing Director), B Courtney (Operations Director), G Swarbrick (Business Support Director), E Wilson (Technical Director), P Newbould (Legal Services Manager), I Metcalfe (Finance Manager), M Shepherd (Board Support), D David (RMBC)

Observers: P Brierley, Cllr W Hobhouse, Councillor B J Davies

D Murphy as Chair, welcomed all present to the Annual General Meeting and announced that –

‘The quorum for this AGM is one member entitled to vote and who must be present. As the Council Member is present, I declare the meeting open’.

‘The notice convening the meeting has been in your hands for the required period and further copies are available here. With your permission I will take the notice as read’.

B Todd proposed that the minutes of the AGM held on 18 September 2003 be agreed as a true and accurate record.

P Renshaw seconded the proposal.

D Murphy then called upon Councillor Rowen to indicate his support for the proposal.

Councillor Rowen confirmed his support for the proposal.

D Murphy declared that the minutes were accepted.

D Murphy explained that there were 7 items of ordinary business.

B Todd proposed the retirement of Keith Gordon and David Murphy as Directors of the Company as per resolution 1.

P Renshaw seconded the proposal.

D Murphy then handed over the Chair to D Brown.

D Brown proposed that the following members be appointed as Directors of the Company, as per resolutions 2-4 and in accordance with the provisions of the Articles of Association.

Mr K Gordon
Ms G Walch
Ms H McHale
P Renshaw seconded resolutions 2-4.

D Brown then asked if there were any questions relating to restrictions 2-4 and none were forthcoming.

D Brown then called upon Councillor P Rowen to indicate if he supported resolutions 2-4.

Councillor Rowen confirmed his support for the resolutions.

D Brown declared resolutions 2-4 carried.

D Brown informed the meeting that resolution 5 –
To appoint Mr Brian Davies, nominated as Council Board Member in accordance with the provisions of the Articles of Association, as a Director of the Company was to be deferred.

D Brown then introduced resolution 6, to receive the report of the Directors and Auditors of the Company and the audited accounts for the period ended 31 March 2004. The report made reference to the main achievements of 2003/04 and the Chair thanked the staff of the Company for their had work over the year.

F Blackburn then proposed that the Reports of the Directors and the Auditors of the Company, and the audited accounts of the Company for the period ended 31 March 2004 be received as per resolution 6.

C Oldroyd seconded resolution 6

D Brown asked for any questions relating to resolution 6 and non were forthcoming.

D Brown then called upon Councillor Rowen to indicate his support for resolution 6.

Councillor Rowen confirmed his support for the resolution.

K Churchman proposed that KPMG be re-appointed as the external auditors of the Company until the conclusion of the next General Meeting of the Company as per resolution 7.

K Gordon seconded resolution 7.

D Brown asked for any questions relating to resolution 7 and none were forthcoming.

D Brown then called upon Councillor Rowen to indicate his support for resolution 7.

Councillor Rowen confirmed his support for the resolution.

D Brown declared that resolution 7 was carried.

Special Business

D Brown introduced resolution 1 (Special Business) that the Articles of Association of the Company be amended by deleting the present Article 23 and adopting the following as the said article .

‘The Board will establish an Area Board for each of the following four areas –

Rochdale
Heywood
Middleton
Pennines

The Area Board shall have delegated powers and will have the power to make recommendation to the Board. The Constitution, Terms of Reference and Procedural Rules for the Conduct of the Meetings of the Area Boards shall be agreed between the organisation, the Council Member and the Tenants’ Federation.

G Walch then proposed that resolution 1 (Special Business) be approved.

P Renshaw seconded Special Business resolution 1.

D Brown asked for any questions relating to Special Business resolution 1 and none were forthcoming.

D Brown then called upon Councillor Rowen to indicate his support for the resolution.

Councillor Rowen confirmed his support for the resolution.

D Brown declared that Special Business resolution 1 was carried.

In the absence of any other business, the Chair declared the meeting closed.

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Home About RBH Business Plan Annual Report Equality and Diversity Governance Annual General Meetings RBH Board Area Panels Organisational Structure Employment Directors Reports and Financial Statements * * *		ANNUAL GENERAL MEETING - THURSDAY 30 SEPTEMBER 2004 Present: D Murphy (Chair), D Brown, P Renshaw, G Walch, F Blackburn, C Oldroyd, B Todd, A Metcalfe, K Churchman, Cllr P Rowen (Leader of Rochdale Council) Officers: P Neate (Managing Director), B Courtney (Operations Director), G Swarbrick (Business Support Director), E Wilson (Technical Director), P Newbould (Legal Services Manager), I Metcalfe (Finance Manager), M Shepherd (Board Support), D David (RMBC) Observers: P Brierley, Cllr W Hobhouse, Councillor B J Davies D Murphy as Chair, welcomed all present to the Annual General Meeting and announced that – ‘The quorum for this AGM is one member entitled to vote and who must be present. As the Council Member is present, I declare the meeting open’. ‘The notice convening the meeting has been in your hands for the required period and further copies are available here. With your permission I will take the notice as read’. B Todd proposed that the minutes of the AGM held on 18 September 2003 be agreed as a true and accurate record. P Renshaw seconded the proposal. D Murphy then called upon Councillor Rowen to indicate his support for the proposal. Councillor Rowen confirmed his support for the proposal. D Murphy declared that the minutes were accepted. D Murphy explained that there were 7 items of ordinary business. B Todd proposed the retirement of Keith Gordon and David Murphy as Directors of the Company as per resolution 1. P Renshaw seconded the proposal. D Murphy then handed over the Chair to D Brown. D Brown proposed that the following members be appointed as Directors of the Company, as per resolutions 2-4 and in accordance with the provisions of the Articles of Association. Mr K Gordon Ms G Walch Ms H McHale P Renshaw seconded resolutions 2-4. D Brown then asked if there were any questions relating to restrictions 2-4 and none were forthcoming. D Brown then called upon Councillor P Rowen to indicate if he supported resolutions 2-4. Councillor Rowen confirmed his support for the resolutions. D Brown declared resolutions 2-4 carried. D Brown informed the meeting that resolution 5 – To appoint Mr Brian Davies, nominated as Council Board Member in accordance with the provisions of the Articles of Association, as a Director of the Company was to be deferred. D Brown then introduced resolution 6, to receive the report of the Directors and Auditors of the Company and the audited accounts for the period ended 31 March 2004. The report made reference to the main achievements of 2003/04 and the Chair thanked the staff of the Company for their had work over the year. F Blackburn then proposed that the Reports of the Directors and the Auditors of the Company, and the audited accounts of the Company for the period ended 31 March 2004 be received as per resolution 6. C Oldroyd seconded resolution 6 D Brown asked for any questions relating to resolution 6 and non were forthcoming. D Brown then called upon Councillor Rowen to indicate his support for resolution 6. Councillor Rowen confirmed his support for the resolution. K Churchman proposed that KPMG be re-appointed as the external auditors of the Company until the conclusion of the next General Meeting of the Company as per resolution 7. K Gordon seconded resolution 7. D Brown asked for any questions relating to resolution 7 and none were forthcoming. D Brown then called upon Councillor Rowen to indicate his support for resolution 7. Councillor Rowen confirmed his support for the resolution. D Brown declared that resolution 7 was carried. Special Business D Brown introduced resolution 1 (Special Business) that the Articles of Association of the Company be amended by deleting the present Article 23 and adopting the following as the said article . ‘The Board will establish an Area Board for each of the following four areas – Rochdale Heywood Middleton Pennines The Area Board shall have delegated powers and will have the power to make recommendation to the Board. The Constitution, Terms of Reference and Procedural Rules for the Conduct of the Meetings of the Area Boards shall be agreed between the organisation, the Council Member and the Tenants’ Federation. G Walch then proposed that resolution 1 (Special Business) be approved. P Renshaw seconded Special Business resolution 1. D Brown asked for any questions relating to Special Business resolution 1 and none were forthcoming. D Brown then called upon Councillor Rowen to indicate his support for the resolution. Councillor Rowen confirmed his support for the resolution. D Brown declared that Special Business resolution 1 was carried. In the absence of any other business, the Chair declared the meeting closed. Back to Annual General Meetings