AGMs during the Covid pandemic
For groups who are CIOs – and therefore registered with the charities commission – the most important thing is to try and complete and submit the required annual return to the charities commission. The charity commission have adopted a flexible stance towards AGMs during the covid pandemic, recognising that it hasn’t been possible to hold physical meetings. You can find guidelines at this link https://www.gov.uk/guidance/coronavirus-covid-19-guidance-for-the-charity-sector#agms-and-other-meetings-postponing-or-cancelling-meetings.
Most library community groups are small unincorporated charities, which is the most informal charity structure. They are not registered with the charities commission so they don’t have to submit an annual return. Nevertheless, it is worth checking out the link to ensure that you are following ‘good practice’.
Zoom accounts available
We have Zoom accounts for community groups to use to enable them to hold meetings, including AGMs. If you would like to book one of the accounts for your meeting, please email firstname.lastname@example.org.
Guidelines for Unincorporated Charitable Associations
IMPORTANT: The guidelines below are specifically for groups operating as an Unincorporated Charitable Association (previously known as a ‘Small Unincorporated Charity’) using the ‘Small Charity Constitution ‘provided by Suffolk Libraries. This was based on a template provided by the charities commission which we tailored to Suffolk Libraries. hey are based on what to do in normal (ie. non covid) times. You can find a copy of the template here.
Most Suffolk Libraries member groups chose to become ‘small unincorporated charities’ when they were formed back in 2012 / 2013. This is the most informal charity structure available. It does not involve registering with the charities commission and is suitable for groups with an annual income of £5,000 or less. You can find a copy of the template constitution
Some groups have adopted a more formal structure with CIO (Charitable Incorporated Organisation) being the most common. These groups should ensure that they prepare and run their AGM in accordance with their constitution. There are a small number of groups where the town / parish council is member group, in which case an AGM is unlikely to be necessary.
Invitations to the AGM
The community group should send out invitations for the AGM to the membership of their group with at least 14-days’ notice – although groups may feel that a lengthier notice period is beneficial. This notification can be in the form of an email – it doesn’t have to be a hard copy. Groups may also choose to advertise the AGM using posters. The invitation should make it clear that the appointment of trustees will take place at the AGM. It should invite members to stand as a trustee if they wish, asking them to let the group know in advance of the AGM if they wish to stand as a trustee.
Election of trustees
- The existing trustees will stand down at the AGM but they can stand for re-election
- The Library Manager is an ex-officio member of the friends’ group. However, in some cases, the library manager may not be able to fulfil that role in which case another member of library staff will do so. (Note that the wording of this in section 3 of the Small Charity Constitution is slightly misleading in that Suffolk Libraries do not need to ‘nominate’ the library manager to the ex-officio trustee role. This would only need to happen if a different member of staff to the manager were to become the ex-officio member.
- Library staff can stand as a trustee in addition to the ex-officio trustee.
- The Small Charity Constitution states that groups should appoint between 3 and 7 trustees. Some groups have opted to appoint more than this and have amended their constitution, but it is suggested that groups do not exceed 12 trustees.
Election process: The rules of the Unincorporated Charitable Association state that trustees be elected at each AGM. However, in practice, for most groups, the number of candidates standing has not ever exceed the number of trustee positions to be filled. Therefore, those standing are automatically elected to the post without the need for an actual ballot.
However, groups should be familiar with what to do if an election is required, and be suitably prepared to hold one. If an election is needed, every member of the friends group present at the AGM has a vote and can vote for however many trustee vacancies there are. For example, if it has been agreed that 12 trustees will be appointed and 15 members have expressed an interest in filling those roles, then each of the members present would be entitled to vote for 12 members. In order to ensure the smooth running of the AGM, groups should invite trustee nominations in advance of the meeting to enable them to prepare ballot papers, listing all candidates’ names, and specifying the number of positions available. Obviously if this is not done in advance, it would delay and complicate the voting process at the AGM.
The votes would be counted, results announced and trustees appointed.
Election of officers
- Trustees will elect a chair, treasurer and secretary – although this will usually happen at the meeting that they have after the AGM.
- Library staff who are trustees can fill officer roles on the group, although it is preferable for these to be filled by volunteers
- It is possible for an officer role to be shared (if agreed by the group and both parties) and in fact, if necessary, meetings can be chaired by a different person on each occasion.
Suffolk Libraries Board Nominee
The board of Suffolk Libraries is elected by the membership at the Suffolk Libraries AGM. It is made up of members of community groups. These have usually been trustees of community groups but they don’t have to be – they can be elected from the wider membership.
Groups are able to provide one nominee from their membership to stand for election to the Suffolk Libraries board. This person does not need to be selected at a group’s AGM. Suffolk Libraries will contact groups and ask them to provide details of their board nominee (if they have one) prior to the Suffolk Libraries AGM. If more than one member expresses an interest in becoming their group’s Suffolk Libraries board nominee, there will need to be a vote in order to select the nominee. The Library Manager and other Library staff are, as employees of Suffolk Libraries, ineligible to be a board nominee.
Accounts / auditing
At a group’s AGM, the treasurer will present the annual accounts. Given the fairly simple nature of most friends’ group accounts, this will usually consist of an overview of the income, expenditure and financial position.
We have taken advice from our auditors who have advised that there is no statutory requirement for charities to have their accounts audited unless their income exceeds £500,000. Charities with an income in the year of above £25,000 will need to have an ‘independent examination’ of their accounts. This consists of a review of the accounts and accounting records following procedures designed for smaller charities. It is ‘lighter touch’ than an audit.
As friends group’s annual income is usually less than £25,000, neither an audit or an independent examination is a statutory requirement. However, groups may feel that it is good practice to have their accounts checked by a third party.
Suggested options for this are as follows.
- Groups could informally arrange for a third party with accounts knowledge to review their account,
- They could make a more formal arrangement with an accountant – although there’s a possibility that this might cost.
- Group treasurers could informally review each-other’s accounts. If any groups would be interested in this, they should contact us and we can put interested groups in touch with each other in order to make this happen.
- Suffolk Libraries could arrange for an accountant to carry out a ‘light touch’ review of the accounts of those groups who want it. There would be a cost involved in this.