AGM minutes

Arran Eco Savvy Community SCIO SC045785

Arran Eco Savvy Annual General Meeting (by Zoom)

Sunday 29th November 2020

Draft minutes

Present:

Trustees:  Chair – Helen Ross, Treasurer – Hilary Maguire, Secretary – Elsa Rodeck, Esther Brown, Donald McNicol.

Members: Jude King, Val Waite, Charlotte Mann, Pauline Robinson, Keith Robertson, Karen Legge, Gavin Steven, Cicely Gill, Chris and Jan Attkins, Diana Turbett, John Campbell, Jan McGregor, Sarah Kelly,  Mikey Stewart.

Associate members: Beverley Walker, Douglas Coulter

In attendance: Rory Rutherford, Mary

Apologies: Simon Ross-Gill

Helen Ross welcomed all to the Arran Eco Savvy Community AGM 2020 which this year was held by Zoom due to the Covid-19 situation.

  1. The minutes of the 2019 AGM were proposed by Donald McNicol and seconded by Esther Brown. No amendments were suggested.
  1. Matters Arising – None, apart from those addressed in the Chairperson’s report.
  1. Helen Ross presented the Chairperson’s annual report on the activities of Eco Savvy over the past year. 
  2. Adoption of the Chair’s Report: Proposed by Keith Robertson, seconded by Diana Turbett.

Helen reported on the activities and achievements of Eco Savvy over the past year. These included the governance activities of the trustees (in light of the recent constitution change), the work of the energy subgroup, the Eco Savvy shop, and the work of the Sustainable Island Life (SIL) team who deliver the aims and purposes of the organisation through the SIL projects.  This year Eco Savvy also had to adapt to the Covid-19 pandemic, which meant finding new ways to work and continue activities.  

Helen also reported on the project development work that has been ongoing over the year, which Esther Brown has been leading. After last year’s AGM a series of consultation meetings were held in November 2019, and January and February 2020, and participants shared ideas regarding what they felt were most important for Eco Savvy to take forward over the coming year and beyond. All project areas were discussed and suggestions included a Lift Share, a Bike Tool Library, and a community composting site. Several of the suggestions have been implemented, such as the Lift Share which was launched and running before Covid but since March has gone on hold. The Bike Tool Library is in development, and the composting project is on hold. Eco Savvy are looking at whether other organisations on the island would be better placed to run this project at the moment. Community renewable energy schemes were also popular, see more below for developments.

All staff and volunteers were thanked for their excellent work over the period in what has been a very challenging time, and for all the work that Val Waite as shop manager has done especially with the renovation of the shop.

  1. Hillary Maguire presented the annual accounts, Treasurer’s Report 6th April 2019 – 5th April 2020, and the statutory accounts.

Adoption of the Treasurer’s Report: Proposed by Diana Turbett, seconded by Donald McNicol.

Hilary was thanked for the huge amount of work, time and commitment she has given over the year, which once again has gone above and beyond the duties of being a trustee.

  1. Election of Trustees

In January Donald McNicol joined Eco Savvy as a co-opted trustee,

Pauline Robinson who has recently moved to the island expressed an interest in joining Eco Savvy as a trustee and has attended meetings as an observer. 

The following members were elected onto the Board of Charity Trustees:

  • Elsa Rodeck: proposed by Helen Ross, seconded by Hilary Maguire
  • Helen Ross: proposed by Esther Brown, seconded by Donald McNicol
  • Donald McNicol: proposed by Val Waite, seconded by Esther Brown
  • Hilary Maguire: proposed by Elsa Rodeck, seconded by Esther Brown
  • Pauline Robinson: proposed by Hilary Maguire, seconded by Helen Ross
  • Esther Brown: proposed by Helen Ross, seconded by Val Waite

All trustees were thanked for their contribution to Eco Savvy.

  1. Community Renewable project development – the energy subgroup of Eco Savvy has been working throughout the year developing possible community renewable schemes, following on from members’ suggestions during the consultations earlier in the year.

Esther shared a presentation on the new Arran Community Renewables solar panel project at the Auchrannie, which was recently awarded funding from CARES. The presentation can be seen here. Members of the steering group were present to answer questions from Eco Savvy members after the presentation. The presentation introduced the Community Benefit Society which is being set up and will be the vehicle through which the community invest in the project.

There were a range of questions. Pauline highlighted the tight deadline of 31st March 2021 for the project to be completed, Keith asked how quickly and easily can the solar panels be installed, and Douglas asked about the possibility of wind power on Arran. There was a good discussion and members showed enthusiasm for the project. Keith Robertson declared, ‘Brilliant! Every community building should have panels!’ Esther said it can be a model that works very well (see Edinburgh community solar panel project) and said she has every hope we can meet the project deadlines over the next 2 months, with the great team of engineers and consultants working on it.

Helen thanked the energy subgroup for all their work in bringing the project to this point.

  1. Member consultation

The members were asked to consider two questions to help inform Eco Savvy’s future strategy.

These were:

 

  1. On Arran, what are the most important areas that we need Government support from, in order to help meet carbon emission net-zero by 2045?
  2. What are the most important things that we need to do to prepare for the climate change that is already happening?

A good discussion followed in response to these. Esther suggested reinstating feed in tariffs and extending renewable heat incentives by the Scottish or Westminster government would have considerable impact on domestic renewable electricity generation. Reversing the situation with the underwater cable and substation constraints at Carradale, will be very important so that future renewable projects can go ahead.  Having more energy efficient homes (insulation) and retrofitting houses through government incentives would also be important. Gavin gave examples of insulation on external walls in Renfrewshire. Charlotte talked about the new opportunities for cash back grants.

The idea of setting up a partnership with a local company to deliver apprenticeships and training for young people on Arran was aired.  This is something that Eco Savvy could discuss with NAC / Scottish Government to see if it can be taken forward. –  Action HR

Mary raised the issue about damp problems in housing on Arran – technological fixes are needed and the challenges faced by Arran residents with regard to the unreliable ferry which is ongoing.

This raises the questions of how Arran can become more resilient and self sufficient in these areas.

The issue of transport was raised. Several members noted that we need separate cycle paths (not part of the roads), and a better, more regular and cheaper (if not free) bus service, with buses able to take bikes.  Hilary thought a better bus service may also encourage tourists to leave their cars on the mainland. Pauline said ideally we would have smaller and electric buses too, and a renewable energy generator to power these!

In response to question two, flood risk was mentioned, we need climate resilient plans. Jude’s work with the Arran Recovery Group was mentioned. Having an environmental voice put forward in Covid recovery plans is very important. Diana Turbett mentioned the ALP (Arran Locality Partnership) and thought it might be worth having an Eco Savvy rep in that group to address this

Action: HR to liaise with DT

Gavin asked if Eco Savvvy could think about taking steps for broadband to be improved as an environmental issue (if broadband is better, more meetings can take place without the need to travel).  However, the Arran Recovery Group is already looking at this.

 

  1. Any other business

Helen asked for any matters arising under AOB

Pauline said we’d so far focussed on climate resilience but what about bio diversity resilience, and in particular the mass felling of larch trees on Arran and what will happen once they’ve been removed.

Donald mentioned that the Forestry Commission have targets for planting and larch are a very fast growing tree

Keith said it can’t be left to the FC – Roots of Arran have FC land and plant their own trees. He said Arran used to be known as the Land of Sacred apple trees, and that soft fruit was ideal to plant on Arran

Donald referred to the NTS planting taking place in Glen Rosa.

 

There was a question about the grant applications that had been made and Helen listed these:

  • Scottish Power
  • Energy Saving Trust
  • Postcode Trust
  • Green Health Development Fund

There being no other business, the meeting closed at 16.15.

 

 

Annual General Meeting

Ormidale Pavilion

Sunday 17th November 2019 – 2pm

Draft Minutes 

Present: 

Trustees: Meeting Chair – Helen Ross, Esther Brown, Treasurer – Hilary Maguire & Beverley Walker 

Members: Elsa Rodeck, Diana Turbett, Donald McNicol, Megan Fyfe, Chris Attkins, Karyn Costa, Catherine Brown, Carol Lee, Jan Attkins, Nanette Cowieson, Mark Wickstead, Tricia Sloss, Keith Robertson, Rory Rutherford. 

In attendance: Jude King, Sustainable Island Project Manager

Apologies: Trustee: Sue Weaver, Member: Nicola Kelly

Helen Ross, meeting chair, welcomed all to the Arran Eco Savvy Community AGM 2019.

  1. The minutes of the 2018 AGM were proposed by Esther Brown, seconded by Hilary Maguire and adopted by the meeting.
  2. Matters arising: None – apart from those dealt with in the Chairperson’s report.

  1. Esther Brown presented the Chairperson’s annual report on the activities of Eco Savvy. Please use this link to view Chair Person’s Report,    

Adoption of the Chairs Report: Proposed by Keith Robertson, Seconded by Chris Attkins. 

All volunteers were thanked for their excellent contributions in the shop, the food share work and in other projects.   Esther gave a special thanks to Elizabeth (who was given a round of applause in her absence) for her dedicated work in the Eco Savvy shop.  Gerald Tattersfield was congratulated on his award for his voluntary work.

There was a good discussion about the report including a number of questions and comments. 

Members asked for information and clarification about what could be recycled on Arran.  North Ayrshire Council has a Zero Waste Strategy  however there are always challenges to be overcome.  Eco Savvy are very supportive of reducing waste overall and increasing the percentage that is recycled.  Esther referred to the informative “Day at the Dump” event where Eco Savvy members were given a tour by the Local Authority and this very question was discussed.   

Hilary referred members to the Think About Plastic website for some useful information.

Esther was thanked for her work as Eco Savvy Chair and for her Eco Savvy developments role.  The report was well received by the meeting. 

  1. Hilary Maguire presented the annual accounts.  Please use this link to view Treasurer’s Report 6th April 2018 – 5th April 2019 – The statutory accounts will be available online and with OSCR once independently reviewed. Adoption of the Treasurer’s Report: Proposed by Chris Attkins, Seconded by Keith Robertson.  

Hilary was thanked for her sterling efforts in developing a new accounting system for Eco Savvy which had taken many hours of work.

  1. Constitutional changes: Following the discussion at the AGM held in 2018, and consultation with the members in accordance with the current constitution, the proposal was made to change the constitution.

Why did we have a consultation?  During project development work the board of trustees were advised by a number of funding bodies from the Big Lottery to the Highlands and Islands Enterprise that under our current constitution Eco Savvy is not eligible for their support.  If Eco Savvy wishes to apply for further funding we need to update our constitution.  Part of the reasoning behind this is to ensure there is genuine community control of the charity and that the community we represent will benefit from future projects.

How did the Board of Trustees decide to do this?  Currently we have an SCVO model Constitution.  The simplest and most effective way to change the constitution is to adopt the Scottish Government model SCIO constitution. It is more comprehensive and complies with all the requirements of the Scottish Charity Regulator (OSCR) as well as with major funders.

Both the current and proposed constitutions had been made available to members in advance of the AGM.  

The headlines changes were as follows; – 

  1. Only members who are ordinarily resident on Arran will be able to vote on decisions at members meetings.
  2. There must be a majority of residents on the board at all times and present in all meetings.
  3. The community we represent will be clearly defined as the whole of the Island of Arran.
  4. The board will be able to bring in trustees who are not residents which is an important feature to ensure the board has the skills it requires.

What would not change?  The charitable purposes of the charity and the legal structure of the registered charity.

In more detail:

Geographical Identification

  1. Our current constitution does not identify the geographical area of Arran, it will be referred to as postcode KA27 and this will comply with requirements.

Members

1. Ordinary members must be eligible to vote in local elections on the Isle of Arran.

2. Associate membership will be open to all supporters who are not eligible to vote in local elections on the Island of Arran.

3. Ordinary members will have one vote per member at Annual General and other Members meetings.

4. Associate members will not have a vote at any meetings. 

Trustee Board

1. The maximum number of board members will increase from 7 to 10.

2. ‘Elected Board Members’ who are eligible to vote at local elections on the Isle of Arran will be able to invite to the board ‘Appointed Charity Trustees’ with full voting rights.

3. ‘Elected Board Members’ who are eligible to vote at local elections on the Isle of Arran will be able to invite to the board ‘Co-opted Charity Trustees’ with full voting rights.

4. There must always be a board majority of “Elected Charity Trustees’ who are eligible to vote at local elections on the Isle of Arran.  

Additional

1. Staff of the organisation will be eligible to be ordinary members if they are eligible to vote at local elections on the Isle of Arran. However, they will be barred from being board members.

2. We will be able to have junior members aged 12 to 15.

All members had been consulted within the required timescale and were given the opportunity to vote in a secret ballot at the meeting.  

Appointment of Scrutineer: Esther Brown proposed Chris Attkins, Seconded by Helen Ross. 

The votes were counted by Chris Aitkins who was independent of the trustees putting forward the proposed changes.

The Decision: The members voted unanimously to change the constitution.

  1. Election of Charity Trustees (new constitution)

All trustees were thanked for their contributions to Eco Savvy.  

Although, supportive of Eco Savvy Beverly Walker and Sue Weaver had decided to step down due to changes in their personal circumstances – work pressures for Beverley, and for Sue, a move away from Arran.  However Beverley is still keen to volunteer for Eco Savvy with the project developments and Sue is keen to keep in touch and meet up when she visits the island.

The following members were elected onto the Board of Charity Trustees:

Esther Brown: proposed Helen Ross  seconded Hilary Maguire 

Helen Ross: proposed Esther Brown  seconded Tricia Sloss 

Hilary Maguire: proposed Esther Brown seconded Keith Robertson

Elsa Rodeck: proposed Helen Ross seconded Esther Brown

  1. Consultation

The members at the meeting were asked to consider 2 questions in small groups whilst taking much needed refreshments: 

a. List in order of importance the key things that Arran needs to fight climate change

b. List in order of importance the key things that Arran Eco Savvy could do to fight climate change.

The outcome of the discussions were posted onto flipchart paper for all to see.  The key points were written up and will be circulated to those interested in contributing to the Eco Savvy Future Projects meeting (open to all) taking place on Thursday 28th November at Home Farm at 5pm.

Keith Robertson thanked Eco Savvy for our great work – there is more ahead.  He was keen that we go ahead with purchasing a piece of land to enable us to realise the vision.

Esther encouraged all to consider attending the event on 28th November to add input, energy and ideas.  Eco Savvy is keen to encourage more people to become members and more members to participate in and contribute to the developments.

  1. The meeting finished at 4.30pm. 


Arran Eco Savvy Community

Community SCIO    SC045785

 Minutes:  AGM 26th August 2018                               

Ormidale Pavilion, Brodick

Present: Elsa Rodeck, Isla Blair, Val Brown, Tricia Sloss, Graeme Bald, Karen Legge, Eric Kay, Gregor McKelvie, Helen Ross, Daren Townsend, Jan McGregor, Rebecca Lacey, Colin Smeeton, Hilary Maguire, Esther Brown, Sue Weaver, Beverley Walker, Jude King, Ruth MacLaren, Derek Morgan, Charlotte Mann, Sarah Kelly

Apologies: Holly Murdoch, Keith Robertson, Nicola Kelly, Bethany Walsh

  1. The minutes of the 2017 AGM were adopted, proposed by Esther Brown, seconded Eric Kay.
  2. Please use this link to view Chair Person’s Report, Presented by Esther Brown (There was also a vote of thanks for Esther’s own hard work as Chair and acting Treasurer.)
  3. Please use this link to view Treasurer’s Report 5th April 2017 – 4th April 2018 – Balance sheet and full accounts will be available online and with OSCR once independently audited.
  4. There was a discussion following a question from the floor about the large number of projects being undertaken vs the limited number of Trustees, (at this point numbering three). The difficulties of this situation were acknowledged by the Chair, as well as the effects on workload, due to the short-term nature of CCF funding. It was pointed out however that the CCF funding allows us to employ staff to manage those projects. It was also pointed out that Eco Savvy now attracts requests for help from business, which need to be responded to. Eco Savvy has made many efforts to attract new Trustees. The suggestion was made that in dealing with outside bodies and businesses, Eco Savvy might consider inviting reciprocal trustee help.
  5. A questioner asking as to whether potential plans for electric bikes might be competitive with island business, was reassured to know that the proposed CCF project plan is not to rent them, nor to lend to visitors, but provide them as trials for use of Arran residents only.
  6. 5. Election of Board Members. Hilary Maguire was elected as treasurer (proposed EB, seconded BW). The remining trustees were re-elected, with Esther Brown as Chair, (proposed SW, seconded BW) in addition to Beverley Walker (proposed EB, seconded Tricia Sloss) and Sue Weaver (proposed EB, seconded BW).
  7. AOB. Beverley Walker introduced a discussion document about the possible need for changes to the Constitution, following discussions with the Scottish Land Fund about funding for a feasibility study on the Eco Park project. Please follow this link to our Constitution

Notice of requirement to consider amendments to the Constitution

  • Eco Savvy Trustees recently met with both the Forestry Commission (managing Community Asset Transfer CATS) and the Highlands and Islands Enterprise (HIE), managing the Scottish Land Fund (SLF), to discuss the current procedures for Community Asset Transfer (CAT) of land into community ownership.
  • The first stage offered by HIE was to review our constitution to decide if Eco Savvy was eligible.
  • Unfortunately the Board has been advised that Ecosavvy are currently ineligible for the Scottish Land Fund, for the reasoning outlined below.
  • However the HIE has advised

this is not a total showstopper – if eco savvy and it’s members are willing and able to alter the constitution to become eligible by Stage 2, an application to Stage 1 can still be made. Eligibility for SLF stage 1 is: a constitution, a linked bank account, and three unrelated board members. If awarded an SLF Stage 1 using those criteria, then the award would be made with the caveat that the group become eligible by submission of a Stage 2 application.

However, outlined below are quite major changes to the core of the organisation. It is worth considering with the board and your members whether changes of this nature will allow EcoSavvy to still achieve it’s core mission.

  • It was also noted that CATS will require an eligible body on submission of the CATS application

A summary of the changes that would be required  is provided below (and further below for the HIE response):

Definition of community and eligibility for membership

  • Change required to ensure that the transfer of land (and any other assets) is for the benefit of the Isle of Arran community (as opposed to the Eco Savvy ’ community’).
  • This has implications for membership. At present, membership of Eco Savvy is ‘open to all’ and not restricted to those living on or with an address on the Island.
  • Our membership currently totals 586, with 450 with an address on Arran, and 136 with an address outside of Arran (mostly in UK, Europe and US) 21% non Arran Residents, 70% Arran residents.
  • Clearly Eco Savvy wants to build an ‘eco savvy’ community and to send our message as widely as possible, and many visitors to the island sign up in support of our objectives and in particular to receive updates on our activities. I know that one groups in Perth Australia uses our newsletters and postings as an inspiration to their own community group.
  • However our constitution also states that all members can currently be nominated for the Board, and also have a vote on how the Charity runs.

QUESTIONS TO CONSIDER

  • Should only those members who are part of the local community (ie with an address on Arran) be allowed to vote on the direction of the Charity?
  • Should we limit potentially highly skilled trustees who perhaps live on the mainland, from becoming Trustees of the Charity?
  • Is it possible to separate membership into FULL membership (with full voting rights) and ASSOCIATE membership (all membership rights excluding the right to vote)?

Exclusion of Membership

Clause 25 states that ‘Any person may be expelled from membership by way of a resolution passed by not less than two thirds of those present and voting at a members’ meeting, providing the following procedures have been observed:-

  1. at least 21 days’ notice of the intention to propose the resolution must be given to the member concerned, specifying the grounds for the proposed expulsion;
  2. the member concerned will be entitled to be heard on the resolution at the members’ meeting at which the resolution is proposed.

However, and although there are a long list of reasons provided in the Constitution which outline how a board member may be expelled, there are no reasons provided  which would justify a member to be debarred, (other than failing the broad test of ‘not supporting the objectives of Eco Savvy’)

QUESTIONS TO CONSIDER

  • should we retain the right to debar individuals who, for example
    1. place the name of Eco-Savvy in disrepute
    2. have a conviction or penalty for causing environmental harm
    3. who, as agreed by two thirds majority of members, to be actively working against the objectives the charity?
  • Or, Should this clause be simply removed ?

Other minor amendments

These amendments tidy up and bring the constitution up to date and are considered to be minor, (see blue text below)

  • Ensuring that membership is not discriminatory on race, gender or religion and
  • Establishing that surplus funds are reinvested back into the charity

Given that some of the amendments are considered to be major, the Board wishes to ensure that all members are properly consulted and given sufficient time to consider and respond.  The Board plans to undertake the following actions:

  • Consult further with Scottish Land Fund
  • Develop a range of amendment options
  • Consult with members (30 day consultation)
  • Either call a members meeting, or seek agreement by email vote, to agree on the final changes

The AGM closed at 3.00pm, to be followed by refreshments and opportunities to discuss Eco Savvy activities with stalls and displays.

 

SLF Requirement Relevant EcoSavvy Clauses ET Commentary Proposed Amendment

Definition of Community

(p.11) “This is to be a geographic community as opposed to a community of interest. The boundary of the community to which the organisation relates must be clearly defined. For example, it could take the form of a community council area, parish boundary, local authority ward or could be defined using postcodes. We expect the boundary to be inclusive and to reflect commonly understood definitions of places and not cut across commonly recognised community boundaries.”

N/A

 

Though the purposes reference Arran, Arran is not clearly defined as the area of benefit for the organisation. This links to open membership, and community control below. Can be addressed by amendments to Clause 11

Open membership

(p.11) “Ordinary (or voting) membership must be open to everyone over 16 years (over 18 years is also acceptable) living within the defined geographic community. By ‘open membership’ we mean that membership eligibility requirements are to be inclusive and not discriminatory in terms of individual characteristics or circumstances such as race, religion, or gender.

In addition, individuals who meet the eligibility requirements are to be admitted as members.”

Clause 11

 

Clauses 13-15.

Clause 11 ensures that membership is open to individuals over 16. SLF requires members to be defined by the geographic definition of community (see below)

 

S

 

LF does not see the ability to reject potential members as open membership. Current clauses 13-15 deem EcoSavvy ineligible.

Major change on membership eligibility by geographic area– requires vote by members

 

Minor change: can include new clause ((12): Membership eligibility is inclusive and not discriminatory in terms of  race, religion, or gender.

 

Major change on the ability to exclude or debar members by resolution– requires vote by members

 

Social Purpose

(p.11) “The organisation’s main purpose must be consistent with furthering the interests of the defined geographic community. As we wish to support projects that will benefit the community as a whole, the Scottish Land Fund is best suited to organisations with a broad community benefit purpose and a good uptake of membership from within the defined community. Organisations that have a more narrow purpose can only be considered if they meet our eligibility requirements and the applicant can demonstrate the project will deliver wider benefits.”

Clauses 4, 4.1 I am taking advice on whether EcoSavvy’s social purpose could be deemed wide enough for SLF purposes. Awaiting advice from SLF

Community Control

(p.11) “Community control must be demonstrated at both membership and board level. The majority of the organisation’s voting members must be individual ordinary members and resident within the defined community. More than half of the voting seats on the board must comprise community directors resident within the defined community and elected by the membership.”

N/A

There is no statement ensuring community control at board level – though all directors must be members of the group, because there is no definition of the community at membership level no control is displayed.

 

Likewise, there is no community defined for membership.

Would be addressed by changes to Clause 11

 

Non-Profit Distributing

(p11) “Surplus funds or assets should be reinvested into the work of the organisation to further its objects and not be distributed to members or others.

In the event of the organisation being wound up, assets at dissolution must be passed to a non-profit distributing body with similar objectives.”

Clause 107

There is no statement ensuring surplus funds are reinvested into the work of the organisation.

 

There is a statement regarding the winding up of the organisation.

Minor Change – New Section (Surplus Funds) and Clause added ‘Surplus funds or assets are to be reinvested into the work of the organisation to further its objects and not be distributed to members or others.

There is a statement regarding the winding up of the organisation.