We have today emailed members as follows:
VOTE ON THE SPECIAL RESOLUTION
As intimated by email in March and August, we must move to change our Articles of Association.
Following some consultation, members living in Laggan feel that their area should come out of the Trust. This is a fundamental change affecting our name and certain clauses in the Articles that refer to Laggan.
Coupled with this, the Compliance Letter that we gained from the Scottish Government in 2016, confirming that our company Articles are compliant with the Land Reform Act 2016, has lapsed because of some changed requirements and we need to make some revisions. Having a current compliance letter is essential for any organisation aiming to use the Community Right to Buy (CRTB) provisions of the Act.
We have now tested new draft Articles with the Scottish Government and have their agreement in principle so now we need to gain the approval of 75% of the membership to change. We have taken time to confirm our current membership and are ready to place the Special Resolution for your consideration and your vote.
The Special Resolution recommended by the Board is therefore:
To change the name of the East Lochaber and Laggan Community Trust and adopt the Articles of Association dated 13th May 2021 for the East Lochaber Community Trust.
Our existing Articles of Association will download from our website if you click here.
The proposed new Articles of Association will download from our website if you click here. The main changes in principle are shown in a table at the end of this letter.
A Special Resolution would normally be considered at an Extraordinary General Meeting but there is a power in section 27.2 of our existing Articles that allows such a vote to take place in writing, namely:
A special resolution in writing signed by or on behalf of not less than 75% of all the Ordinary Members shall be as valid and effective as if the same had been passed at an AGM or GM duly convened and held, provided that it states that it is a special resolution and the terms of this Article are followed.
Accordingly this vote is being held by email with a deadline of Friday 15th October.
You should vote by emailing to firstname.lastname@example.org giving your NAME and indicating your vote FOR or AGAINST the Special Resolution. Please note that failure to respond must be counted as a vote AGAINST.
The Board encourages you to vote FOR the Special Resolution by Friday 15th October.
John C Hutchison
Main Changes in the New Articles
The main changes in principle within the new Articles are:
|1||Name||Becomes the East Lochaber Community Trust
|4||Definition of Community||Removes Laggan from the benefit area.
|8.2||Associate Members||Allows organisations that support the purposes to become non-voting Associate Members.
|21||Quorum at General Meetings||In the event of the Ordinary Membership being more than 500 allows the quorum at General Meetings to reduce from 10% to 5% of the Ordinary Membership.
|23||Arrangements for AGM or GM||New section: The Board may make any arrangements in advance of any AGM or GM to allow Members to fully participate in such AGM or GM so long as all those participating in the meeting can clearly comprehend each other; a Member participating by any such means other than in person shall be deemed to be present in person at the AGM or GM.
|36.1||Co-Opted Director||Allows the Board to co-opt a Director from the Ordinary Members, who is aged between 16 and 25 years, with the specific role of representing the interests of young people in the Community.