AGM postponement at short notice
There is no problem with postponing an AGM if there are adverse weather conditions. Also, the KC can give dispensation to hold the meeting outside the timeframe given in the club constitution.
However, it is important that all members are told before they start travelling (if not virtual online), perhaps if the committee members divide up the membership list and each committee member emails/telephones a number of members to make sure all are notified.
A postponement would mean that the agenda remains in place as it is, with no new business or nominations added. A minimum of 14 days’ notice of the new date, time and venue must be given to all members by the same means as the original notice.
Recording of committee meetings
Whilst there are no specific Kennel Club Regulations concerning this matter, the permission of those present should be sought and their wishes in the matter must be respected, whether in person or online.
Membership – right to refuse new members
The Kennel Club recommends that, as private members clubs, registered societies are entitled to accept or refuse new members at their discretion, the decision on which should be delegated to the committee of the society. Furthermore, a committee is not required to give any reason in the event that it refuses an application. The committee may not refuse a renewal application.
Committee declarations (as per the Kennel Club)
The club must submit annual returns/declarations to confirm it is operating in accordance with Kennel Club Regulations for registered societies.
Collective responsibility; confidentiality etc
Agree to at time of election to Committee:
- Act in accordance with the club's constitution, and to use powers only for the purposes (i.e. the objects) for which they are conferred.
- Act in way that the director considers, in good faith, will promote the success of the club for the benefit of its members.
- Exercise independent judgment.
- Exercise reasonable care, skill and diligence.
- Avoid situational conflicts of interest.
- Not to accept benefits from third parties (because of being, doing or not doing anything as committee member).
- Declare to the club's other committee members any interest in an existing or proposed transaction or arrangement with the club.
- Observe the strict confidentiality of committee business
- Maintain collective responsibility for committee decisions
- Observe the stated quorum requirement for committee meetings
Ex official
This term indicates that the President, Chairman Honorary Secretary, Honorary Treasurer etc. are members of the committee ‘by virtue of their office’. There is no requirement for the individuals holding these posts to have served previously on the committee. It does not confer or deny voting rights.
Upper age limit for committee members
The Kennel Club Rule A36 refers to Kennel Club Committee and Sub-Committee members and does not apply to registered society committee members. Individual societies are at liberty to determine their own practices in this respect.
Code of Ethics
A Code of Ethics is, by definition, a set of guidelines or principles on expected levels of behaviour. They are not necessarily hard and fast rules. This is one of the reasons why the Kennel Club’s own Code of Ethics has not been incorporated within Kennel Club Regulations. In general terms, in order to crystallise the committee’s powers to enforce any form of ethical requirements upon members, a qualifying paragraph within the rules would be required to outline the steps which could be taken. Consequently, members must of course be made fully aware of the existence of such measures.
Membership categories
Each category should be defined in the club constitution with terms of reference, ie age limits, rights and privileges. As a general guide we would expect;
Single |
subscription payable, one named individual, full voting rights |
Joint |
subscription payable, two named individuals at same address, subscription payable, full voting rights |
Family |
subscription payable, one/two adults at the same address, full voting rights; juniors at the same address, no voting rights |
Junior |
one named individual under 18 years, no voting rights |
Honorary |
one named individual – subscription and voting rights are not usually associated with this category but clubs can determine this. |
Junior Members
The Kennel Club advises that junior members should have no voting rights and should not be eligible to serve on or make nominations for committee. Clubs which accept junior members should specify the age range and terms of reference.
Honorary/Life Membership
The Kennel Club does not specifically require Registered Societies to include Honorary Life Membership in their rules. However, under Kennel Club Regulation C3.a(1), a rule defining the procedure for election of committee, officers and members is required. Therefore, if a Registered Society has Honorary Life Members, therefore must be some provision in the Constitution to allow for this and to describe the rights and privileges of this category of membership.
Membership list
The club must maintain an up-to-date membership list and keep a record of subscription payments. The club needs to have a precise record of who is a member at any one time.
Voting rights of officers
Chairman, Secretary. Treasurer, Patrons, Presidents, Vice-Presidents etc. This is a matter which would be governed by the rules of the particular club in question, as Kennel Club Regulations for registered societies do not include such detail. Consult the rules of the club concerned. In the absence of any clear guidance in the rules, the club should follow its established practice on this matter.
Inquorate committee
If the number of remaining officers and committee members should fall below the required quorum for committee meetings, then a Special General Meeting of the Society must be called in order to request the membership to appoint further officers/committee members to serve until the next AGM. Under circumstances where a committee cannot form a quorum, those remaining have effectively lost their mandate to manage the affairs of the society.
Resignation from Committee
The resignation of members of a committee, if done so within a committee meeting can be regarded as effective immediately, provided the resignations are formally accepted and the proceedings are recorded in the minutes. Any subsequent retraction of such resignations could be considered by the committee, but it would at the discretion of the committee as to whether the resigned members should be readmitted to the committee.
Independent Chairman
It is not Kennel Club practice to appoint or send observers or chairpersons to meetings of registered societies. However, society committees are at liberty to invite an independent individual to attend a meeting, either to observe or chair the meeting.
Before the business of the meeting is commenced, an officer of the society should open the meeting and propose to those present that the independent individual be allowed to enter the meeting and, if appropriate, take the chair. There should then be a show of hands to ascertain whether or not the membership present approves the proposal. The appointment of a chairperson for the meeting should be included on the agenda if possible.
If the membership does not approve the person invited to attend and chair the meeting, then those present should appoint an alternative chairperson from amongst their number.
Membership renewal
Kennel Club Regulation C3.a.(2) states that a society may not include a Rule that members be re-elected annually. Therefore clubs must allow current members to renew membership by paying their subscription as per the rules of the individual club. A committee is not empowered to refuse a legitimate renewal of membership.
Committee spending limit
In some clubs, a ‘ceiling’ figure is in place for committee spending, so that it is clear to all as to the maximum amount that the committee can spend without the approval of the membership. If this is not in place then it might perhaps be wise for the committee to discuss this and make a suitable proposal to a future general meeting of members.
Inquorate AGM
If a meeting is not quorate then any business conducted must be ratified at a subsequent, quorate meeting. Therefore an inquorate AGM would not be able to finalise accounts, confirm committee elections, consider proposals and so on. Either the meeting can proceed for discussion, and then a further meeting called to ratify the business, or it can be postponed in its entirety.
Charitable status situation for clubs/rescues
Two household members on committee
Kennel Club Regulations do not prohibit members of the same household from serving as officers or in committee positions at the same time. It is acceptable for the rules of the club to govern this, but if the rules do not make any provision, then it is permissible for two household members to hold two positions within the club. For their own protection, and transparency, we would recommend that both should not be signatories – ie another person on committee should be required to sign cheques and sanction withdrawals from club funds. The committee of the club has overall responsibility for the good management of the club’s finances and can jointly agree on robust systems to support this.
Officer of two or more clubs
Kennel Club Regulations do not govern this specific issue – therefore it is acceptable within The Kennel Club.
Regulations for registered societies for an individual to hold a position in more than one breed club or organisation, whether or not one or both are KC registered societies. The election of breed club officials is entirely at the discretion of the members of the club concerned, and the Kennel Club has no part in this.
It is permissible for the constitution of a registered society to make stipulations about this matter, and we are aware of some constitutions which do not allow a person to stand for election as an officer or committee member if they hold office elsewhere.
More than one officer position
It is preferable for the officer positions to be held individually, although there is nothing to prevent one person from taking on more than one role should there be an urgent need However, this should not be viewed as a long-term solution, as the officers of a club have distinct responsibilities and it would be undesirable for one person to take on a heavy workload when the duties could be more evenly spread through the committee.
AOB
For members’ points of general interest for information of the meeting. Its proper use is to deal with points arising out of the general business of the club, that is, what has gone before in the other items on the agenda.
The AOB cannot be used to pass a proposal or raise issues unconnected with the general business of the club. On the other hand, the AOB item is a proper opportunity for members to put questions or observations to officers of the club.
Removal of comittee member
An officer or committee member who has been elected at the AGM by members can only be removed from office by members voting at a general meeting. If, however, the person was not formally elected but rather co-opted by a committee decision, then the committee can remove the person from office. Therefore, if the committee member was co-opted, then the committee has the right to remove them from office as and when it chooses to do so.
However, if the committee member was elected by members, then the committee may request their resignation but the decision rests with the person. The committee can write and ask for their resignation and ask for a response by a given date. If this is met with a refusal, the committee may decide to convene a SGM to propose removal from office, by vote of members. The letter to the committee member can state that this would be the next step in the event that a resignation is not forthcoming.