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Hamilton Academical Supporters' Society

AGM Minutes
Friday 27th February 2009
Low Waters Community Hall

Present

Donald Anderson, Ian Kelly

Apologies

Mark Falconer, Robert Black, David Dickson

Meeting

Ian Kelly to Chair the meeting


It was decided that treasurer Ian Kelly would chair the meeting.
Independent Examination Rule Change
It is hereby resolved to amend the society’s rules by inserting new clauses c-f in
Rule 86 as laid out below
FINANCIAL AUDIT
86. The Society Board will in respect of each year of account ending on 31st
August:
a. cause to be prepared a revenue account or revenue accounts which:
(i) singly or together deal with the affairs of the Society and any subsidiary
company or society as a whole for that year; and
(ii) give a true and fair view of the income and expenditure of the Society
and any subsidiary company or society for that year;
b. cause to be prepared a balance sheet giving at that date a true and fair
view of the state of the affairs of the Society and any subsidiary company or
society.
c. In any year of account, the Society shall not be required to appoint auditors
if it is exempt under the 1968 Act and has disapplied the obligation to do so in
accordance with the 1968 Act.
d. In any such year, an Independent Examination of accounts under the
guidelines recommended by Supporters Direct and all references below in
Rules 25, 35, 87, 88, and 91 to ‘auditor(s)’ and ‘audited’ shall be read as
independent examiner and Independently Examined’ respectively and rules
89, 90, 92, 93 and 94 shall not apply.
e. Any decision to disapply the requirement for audit must be passed by the
appropriate margins laid down under the 1968 Act at the Annual General
Meeting prior to the Annual General Meeting at which the accounts for the
year in question are to be laid before members.
f. No decision to disapply shall be valid if the accounts laid before the Annual
General Meeting at which the decision is being taken indicate that the turnover
of the society in that financial year is higher than the specified threshold for
audit exemption in the Supporters Direct Membership Policy, should such
exemption be allowed under that policy.

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Donald Anderson explained the expense of a full audit, and that the Supporters
Direct group, of which we are a member, allows its member organizations to
disapply the full audit with a less expensive but less thorough Independent
Examination provided the turnover of the organization does not exceed a value
laid down in their membership policy. The Society turnover is very small and in
no danger of exceeding that limit in the near future. The expense of the audit, at
£400+, is exceeding the turnover at present.
The resolution was passed unanimously.
Independent Examination for next AGM
It is hereby resolved that subject to the provisions of section 4A of the 1968
Friendly and Industrial and Provident Societies Act, the members of the Society
shall not require an audit for the accounts covering the current financial year
ending on 31 August 2009 when they are presented to the next AGM held in
2010.
The members of the society agree that the Accounts for the financial year ending
on and for which reports will be laid before the following AGM do not require a full
audit provided that:
• The total income for that year does not exceed the threshold laid down by
Supporters Direct for audit exemption (currently £25,000)
• An Independent Examination of those accounts is carried out in place of the
full Audit
• The Independent Examination is carried out in line with the best practice of
Supporters Direct as set out in the Guidance Notes.
• A report from the Independent Examiner is included within the Accounts and
circulated to members.
The Society notes that
• The Independent Examination does not carry the same weight as a full Audit
• The members of the Trust instruct the Board to identify a suitably qualified
practitioner to undertake the review
• The Board shall agree the appointment of the examiner and shall agree the
terms of that appointment in writing
• Supporters Direct has no liability in respect of any Trust Accounts
• Supporters Direct will use the report of an Independent Examiner when
considering your Trust’s eligibility for membership as against criteria in its
membership policy.
Donald Anderson explained that this resolution is required, and in subsequent
years, to enable an Independent Examination to be carried out instead of a full
audit. The rule change previously passed demands this resolution each year to
allow members to insist upon a full audit in any given year if desired.
The resolution was passed unanimously.
Amendment to Rescind need for Society Seal
It is hereby resolved to amend the society’s rules by rescinding the following
rules:
26 g shall approve the use of the Society’s seal.
30 f having charge of the seal of the Society.
76 The Society Board may delegate any of its powers to committees of the
Society Board and in particular may appoint a sealing committee to consider
documents submitted by the Executive Board for sealing and if appropriate to
seal them.

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112 Society is to have a seal which is to be kept in the custody of the
Secretary. The seal is not to be affixed to any instrument except by authority
of the Society Board or a sealing committee appointed by the Society Board.
The affixing of the seal is to be attested by the signature of one member of
the Society Board and the Secretary.
120 The registered name of the Society is to be engraved in legible
characters on its seal.
Donald Anderson explained that the relevant Acts no longer require the purchase
of a large metal sealing device, which the board considers unnecessary for our
operation.
The resolution was passed unanimously.
Financial review
Treasurers report by Ian Kelly. By 31 August 2008, there was £6,800 in the bank
plus £3,000 shares in HAFC. The bank balance now £5,728 following
sponsorships, donations and expenses in the meantime.
The accounts for the year ending 31st August 2008 were approved by vote of the
meeting.
Board Elections – the position
Ian Kelly explained that we are proposing to put trust on Hiatus as there are
insufficient board members. We would still meet once a year. We appear to be
wasting our time just now. Things going well at the club and there appears to be
little interest.
Donald Anderson elaborated that two board members have already resigned, and
the four remaining members all feel their time might be better spent. The rules
require six elected members and two co-optees. Only two were able to attend the
AGM. Consulting Supporters Direct, it is understood the trust cannot operate with
less than the required number on the board except to pursue new board
members and produce the accounts.
Player of the Year efforts and Trust Functions
We now have almost 200 members, albeit with no subscription being paid. We
had approached the club last summer to try and make sure there is a Player of
the Year event at the end of this season. We were told to approach them again
late in 2008, and Mark Falconer had done so around the time of the Motherwell
game in December. Mark has reported there appears to be little enthusiasm for
the trust except from Jim Corcoran, the new director.
Donald Anderson pointed out that efforts to arrange such an event have been
repeatedly frustrated by its co-incidence with the club’s annual youth dinner. The
youth dinner is an understandable priority given that it raises £10,000s for the
Youth Scheme, but suggestions by some people at the club that it is our fault
there hasn’t been a Player of the Year event at the end of the season are unfair.
We have been in touch with the club, but have been told the last Saturday
clashes with the Youth Dinner, the next day will be too busy and our best hope is
to arrange something on a weekday evening before the end of the season. This
may not be suitable for many supporters though. At present, John Paterson of
HAFSWO is looking into it and will let us know if anything can be thrashed out
with Scott Struthers at the club.
It was suggested to move the Player of the Year event to the start of the
following season, although the award winners may have moved on by then.
Board Elections – the solution
Kenneth Fee spoke up for the continuation of the trust’s activities, especially with
the increased membership whose interest should be maintained. Suggested
smaller activities, keeping up meet the manager nights, perhaps presenting
Player of the Year trophies at the first one of the new season.

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Kenneth appealed for people to step forward for the board positions, although
unable to do so himself.
The following people volunteered, and were co-opted to the board:
• David Ogg
• Alastair Brown
• Alan Hutcheson
• Paul Daly
• Darren Jameson
• Tommy Jordan
• Craig Rankin
With the continuation of Ian Kelly and Donald Anderson, this brings the board up
to nine members. Darren Jameson did forewarn that he may well be leaving to
work in Hong Kong later in the year though and will resign if and when that
happens.
Board Positions and next board meeting.
Ian and Donald will continue as treasurer and secretary. We will confirm, as we
understand, that Mark Falconer and David Dickson will both step down, though
they had offered to stay on to keep watch had the trust gone into hiatus.
The new chair will be decided at the next board meeting. It was decided to hold
this prior to the St Mirren game, at 1pm on Saturday 21st March. Tommy Jordan
is a member of the Railwayman’s club and will book the small room there for the
meeting.
David Ogg asked that full terms of reference for the board positions should be
published. Donald Anderson will look at the Supporters Direct website as a basis
for creating them and will have them ready for the board meeting. Board
members will also have to sign a declaration at the first board meeting giving
their details.
It was accepted that some people are very busy and may not always be able to
make every board meeting. It was also suggested that there should be at least
two trust board members at any future formal meetings with the club.
Meet the Manager
It was suggested to hold another meet-the-manager event with Billy Reid,
perhaps after the SPL split. Kenneth Fee pointed out that we could establish this
as a regular annual event. It will be discussed at the next board meeting.
Any Other Business
Darren Jameson suggested we write letters to Advertiser encouraging people to
attend, as the Advertiser do not usually give much publicity to HAFC initiatives.

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