Annual General Meeting ("AGM") Called for Association Members of APARiV (Dog Refuge), notice received Sept. 3rd:
Meeting: Friday, September 18, 2015 – 18:00 at Hotel Rinconsol, Rincon de la Victoria.
The good news : the AGM is finally taking place - it's overdue and should have happened latest the 3rd quarter of 2014. The bad news : there were no supporting documents (allowing proper review before the AGM) accompanying the notice. Plus, there is an agenda item to vote for Board members, which the Association statutes themselves (Art. 15) say have to be subject of an Extraordinary General Meeting ("EGM").
We’re sharing this notice on digame for 2 reasons. The first and most important one is that historically APARiV hasn’t known exactly who their members are and notifications of this type haven't always been delivered to everyone in the past. We want to ensure that notice of the meeting reaches all members out there, especially those in the English-speaking community. The AGM Agenda was only produced in Spanish and is signed by the President, Dolores McNevin (mobile 657 219 269). The second reason is we want to illuminate the problems with what the intended agenda items are.
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Here in brief is the translated Agenda:
APARiV General Meeting (GM) - 18th September 2015 @ 1800 at Hotel RinconSol, Rincon de la Victoria
The agenda is given as follows:
(1) Reading, if quorate, of the Minutes of the previous GM (16 November 2012)
(2) Approval of the accounts for the reporting periods 2011-2012-2013-2014
(3) Approval of the ordinary budget for 2015-2016
(4) Review and approval of internal matters
(5) Information about the refuge land issues situation
(6) Replacement or re-election to admin and management posts
(7) Any other business.
The bottom portion of the Notice contains the Proxy authorization.
And here are our comments:
(1) Minutes are normally issued beforehand for review, along with the minimum 15 days advance Notice of Meeting; any factual corrections are discussed during the Meeting; the final version is then put to Members for approval. As Members are being asked to confirm the detail of events that took place nearly 3 years ago, in our opinion only those physically there on that day or with relevant documentation should have a say.
(2) Accounts are normally treated same as Minutes, with ample time allowed to review them. It is unreasonable to expect Members to review in a few minutes, raise questions and if appropriate approve 4 years’ worth of accounts, especially when the first of these (2011) were acknowledged at the time as being incorrect. The accounts should be made available to members (preferably by email, in worst case held for inspection at the Association's offices) from the same date as the Notice of Meeting was announced (3rd September 2015).
(3) The main assumptions on which the budget is made need to be discussed and validated before approval.
(4) This is an unhelpfully vague ‘catch-all’. Why can't the Board provide a
list of items that will be discussed? Is it an attempt to deliberately ‘blind-side’ Members in some way?
(5) We understand the land situation is very complex; at the very least, APARiV should be ready to provide full details of each land transaction; the parties involved; and APARiV’s ‘best case/worst case’ outcomes, including in legal and financial terms , specifically ownership/title and amounts owed/owing.
(6) According to APARiV's statutes, election of Board members isn’t a permitted item for an AGM. Elections to the Board require an EGM.
Furthermore, isn’t it customary to learn beforehand which Board members are planning to leave and who is on the ballot for election/re-election? The EGM notice should specify the Board positions; the qualities desired/required for each position; the CV's of the existing Board members who are re-applying; and should invite the nomination of appropriate alternative candidates.
Denise Carlini & Ian Mackey (APARiV members / volunteers for over 5