Re ANZMES becoming a trust, I just learned that the new law for incorporated societies will require Societies to get a significant proportion of their members to attend their AGMs - which just isn't going to happen for patient organisations. Apparently a lot of other organisations currently operating as societies are restructuring and becoming trusts for the same reason So a trust it will be, by the look of it
How do you know that @Ravn? I looked at the bits of the Act that I thought would be most likely to say that, and searched on 'quorum', and I couldn't see it. As far as I can see, Incorporated Societies have to have a constitution, and they can specify what quorum they want to have in that. Also, attendance can be via video or audio link.
Hearsay from someone who usually knows about these things (not ANZMES), I didn't check (and haven't been able to confirm any source since) Whatever the quorum rules, if you want to influence the change in structure at this stage options seem limited You could try to convince members to vote No to force a pause for further discussion. Or, if time permits, you could try to convince ANZMES to add a second vote for a pause and discussion onto the agenda, and then convince members to vote for that. No idea how you'd achieve this And/or you could try to insert yourself into the process of drafting the trust deed. No idea how you'd achieve this either (ANZMES indicated there would be opportunity for feedback but didn't say when or in what form) And/or you could try to get yourself appointed as a trustee. You guessed it, no idea how you'd achieve this Not much help, am I The actual SGM is on 2 November, 10.30am Postal/online votes have to be in by 5pm 29 October As I said in a previous post I would very much have liked to have been given the opportunity to discuss this change and fully understand its implications before being hit with the voting papers. I'm disappointed but not exactly surprised this didn't happen I suspect the change in structure is a foregone conclusion. How it will play out in the long run will depend on the quality of the trust deed - so perhaps worth putting some effort into giving feedback there - and, crucially, on trustee appointments. In my experience, structure matters. A suitable range of skills matters (though these can to a degree be acquired or contracted out as needed). But what perhaps matters most is the right mix of personality types to avoid the extremes of group-think on one end and constant infighting on the other Anna Brooks is currently on the committee, I hope she will consider becoming a trustee. There may be others who could be shouldertapped to put themselves forward in time, Mona Jeffreys could be good for example, and some suitable candidates may be more willing to take on a trustee role than a committee role. With a good trust deed and the right mix of people in place this restructure could be the kickstart ANZMES needs to become more effective than they are under the current structure. Can't pretend to be overly confident in such a positive outcome but stranger things have happened after organisational shakeups
Yeah I'm pretty sure an Incorporated Society created under the 2022 Act can decide what a quorum is at their AGM. There is a Constitution Builder and, while there is a minimum on the number of Trustees/Committee Members (at least three), there's no such specification about the AGM quorum. I don't think those problems can be pinned on the Incorporated Society structure. I think, as you say, the organisation has suffered from group think, some past leaders who had an attitude of 'it's my way or the highway' and it hasn't achieved much (the latter not being all of its fault). The committee was way too big and it had a lot of people on it who weren't active. But, at least there was a small chance that if enough people cared, members could vote for change. As far as I can see, the main consequence of the proposed new structure is that there is less scrutiny. I'd be interested to hear what the benefits are expected to be that a smaller, better committee would not have also provided.
Some more info on the topic of trust vs inc soc that may be helpful (have only been able to skim) First, confirming that no, apparently there's no specified minimum quorum However, the act is interpreted as setting an expectation of a high level of active member engagement, e.g. https://www.legislation.govt.nz/act/public/2022/0012/latest/LMS238718.html? Also this https://www.legislation.govt.nz/act/public/2022/0012/latest/LMS100813.html? I'm no lawyer so can't meaningfully comment on the interpretation of the Act, just putting here for info These two tables compare the pros and cons of the different legal structures https://communitytoolkit.org.nz/cho...cture-for-your-group/table-of-legal-entities/ https://www.parryfield.com/charities-information-hub/#charities-incsocvscharitable
I don't think that (that Incorporated Societies must have a high level of active engagement) is really right. The first bit you quoted is clause (2) from this section: So, Clause 89(2) only applies if the organisation's constitution says it does. I haven't looked into it, but I can't see how an optional clause can be used as evidence that there is an expectation of a high level of member engagement. If an organisation doesn't want the optional clause, leave it out of the constitution. Consumer NZ, for example, is an incorporated society. Members are entitled to vote for the board members, but it's not compulsory. The only requirement of a member is to pay their annual subscription. I'm a member. I read the reports when I want to find a good stick blender or whatever, I usually vote for the board members, I pay my annual subscription. If it became known that the board was acting irresponsibly, I would vote for different board members. That's all. But that ability to change the board is an important safeguard, especially when the ANZMES committee has substantial funds to manage, and can influence the care that people with ME/CFS receive. The following quote is from Ravn's community toolkit link: So, members who aren't officers aren't required to do much under 2022 Act. I think anyone who is saying that ANZMES non-officer members would have to do a lot if ANZMES was an incorporated society (and so that is why a Trust is a better structure) is wrong. I don't know why they would say that. @Ravn, has someone lining up to be an ANZMES trustee actually said these series of things that aren't true?
A misunderstanding here? I don't think anyone claimed "non-officer members would have to do a lot"? I understood member engagement to simply mean to actually bother to vote on major issues, whatever major means in this context. But that's just my guess and I don't have the capacity to dig into this. The links I posted earlier were just for general information as a starting point for people interested in looking deeper. They don't come from ANZMES. I have no idea who is lining up to become a trustee, let alone what they may have said on the matter if anything. I assume some of the current committee members are candidates but that's only a guess. All ANZMES have said on the matter, that I know of, is in the SGM notice
But members don't have to vote on major issues. If you want members to just vote at the AGM for the trustees and maybe if there is a significant change to the constitution, you just put that in the constitution. ANZMES appears to be saying that "member involvement is required for major decisions", but that's simply not true, unless you define 'major decisions' only as 'voting for Trustees'. Lack of member engagement is not a reason to change to a charitable trust structure. I think the proposed new structure leaves the trustees to do pretty much what they like, within a wide scope, and to keep the decision-making tightly held within an "in-group" for ever more. I think that is concerning. Is anyone else concerned?
