Question

A chairde,

I'm involved in a campaign group which came together in December 2011.  Some of us would like to organise ourselves a bit better and are looking at the different type of groups / organisations to see which would suit us best.  Others in our group are not interested in structure and we therefore have a dilemma.  We have called an AGM to discuss and decide what's next for the group but some people have said it's not an AGM as there is no constitution, memorandum of rules etc.  I thought we had to have an AGM to put those things in place - a case of the chicken and the egg? Can somebody please advise.  Go raibh maith agaibh.

Comments

deirdreg's picture

Hi,The use of the word "AGM"

Hi,

The use of the word "AGM" is not STRICTLY SPEAKING technically correct, as it is a term that is used for organisations that are structured as a legal entity called a company. Such companies come under the legal jurisdiction of the Companies Registration Office and terms like AGM / Company Secretary / company members etc all have particular meanings in the eyes of the law.

But in real life, the phrase "AGM", which actually just means Annual General Meeting, has come to be used in the general community outside the legal meaning for companies. But, if you don't want to cause any confusion, the better phrase might be to call the meeting a "General Meeting" or even a "General Forum" if you prefer that.

A good way to proceed would be to prepare an agenda for the meeting, including who is invited/welcome and who will chair/run it. You should also alert people as to whether the various topics on the agenda are for discussion so that views can be aired, or whether the intention is to discuss things and then decide. The more information you can give potential attendees up front, the easier it will be to get something tangible from the meeting.

If you would like some helpful tips on how to organise a group that is made up of volunteers, you should check out the newly published Governance Code for community / voluntary / charitable organisations on www.governancecode.ie Your group would be a "Type A" organisation in the making. And even though you might not have a set of rules/constitution etc, the suggested implementation actions for Type A organisations will give you a good grounding in what groups should put in place to ensure their group is run effectively and efficiently.

Best of luck!

Deirdre

cualain's picture

Thanks Deirdre, I've been

Thanks Deirdre, I've been going through the Type A stuff alright - lenghty but easy to understand.  This is a great help.  We also gave 14 days notice for our meeting, is this ok?  We have a draft agenda, forms for registration of voluntary non-profit making organisation etc  and hope to get a facilitator to chair the meeting. We think if we are fundraising we should be a legal entity.  Are we correct to be concerned that our group is not properly structured ?  It is causing quite the rift in the group as some want to stay as we are.  Bríd

deirdreg's picture

Brid,the discussion about

Brid,

the discussion about what structure to use is always one that causes strong feelings. The best thing to do is to assess the pros and cons of each option option to you and make a decision about the structure AFTER you have made a decision about what you want to do. The Wheel has developed a guide to setting up an organisation which you will find useful in terms of assessing the different options. You can find it here: http://www.wheel.ie/sites/default/files/Forming%20a%20charity%20%282%29.pdf

There is no need at all to feel pushed into forming a legal company. Take your time, weigh up the options and decide. The fact that you are fundraising from the public does not make it automatic that you need to have a legal structure. It is important to separate the legal structure question as well from any potential question about whether to apply for charitable status or not (I am not sure if it's been raised or not, but just in case, I'm making the point here). Having a legal entity structure and even a CHY (charitable) number may be an advantage for larger organisations which employ staff, but there are costs assocated with it and it's not necessarily necessary to conduct your work efficiently and effectively. The most important things to do are to run the group with transparancy and taking reasonable precautions against fraud when it comes to money handling. Everyting that is listed for Type A organisations is what I woudl advise.

In relation to fundraising, there are further good practice principles for groups which fundraise that you can find at www.ictr.ie. If you follow these as well as the governance code, I'd suggest that you might not need to be incporated at all.

If there are no formal rules or constitution, then there is nothing that says anything about whether two weeks is enough or not. In terms of whether it is a reasonable notice, it seems fine to me. It's shorter than the 3 weeks that a company would need to give for an AGM or EGM, but as the previous note observed, you are not a company and in those circumstances two weeks is not unreasonable.

Hopefully this is helpful. You will find more in the "You and Your Organisation" section of www.wheel.ie about how to generally run organisations well.

Regards,

Deirdre

cualain's picture

Hi Deirdre, I hope I have not

Hi Deirdre,

I hope I have not kept you working late!  We have been raising money through donations mostly and also a fundraising event.  I read somewhere that we are all liable if anything goes wrong.  I'd like to press for the governence code to be put in place and best practice for fundraising at the AGM but if the group chooses not to do so  - who is responsible for the money raised?  When I get a chance I'll read through the rest of the links you posted.  Thank you so much for your advice here.  Bríd

3 minutes ago · "}'>LikeUnlike· 1 
deirdreg's picture

Yes, liability is the main

Yes, liability is the main reason why groups tend to incorporate. But many many many groups do fundraising and do not incorporate. The fact sheet on setting up a charity on the wheels website that I referenced in previous posting refers to this. Incorporation has the advantage of limited liability, but you will need to produce audited accounts to the companies registrations office yearly and that can cost between 1,500 and 4,000 euro per year for smallish groups. That can be a very heavy cost to balance out the benefits of limited liability. Directors and officers insurance would cover some of the liability issues perhaps too as well as the other insurances you would need to run fundraising events anyhow. I assume you have insurance for events and if not, that is a bigger risk than not being incorporated (in my opinion anyhow). The wheel has a partnership with BHP insurance broker for all our members and insurance advice and packages are especially negotiated to be suitable to the types of groups in our sector and what we do. You can get a quote and assess whether it is better or worse then getting incorporated. In the SARS where there is no incorporation, then those who are on the management committee / organising group / membership are liable for all the "business" of the organisation. The sector is unregulated and we all depend on people like you, who raise funds, to do the right thing and spend them the way the donor would have intended when you asked them. But there is no one who will follow up with you from any formal aspect to ensure you are doing that. Regards, Deirdre
cualain's picture

Deirdre, you have given us

Deirdre, you have given us plenty to think about and plenty to read.  Thanks a million for your time and your advice.  Le dea ghuí, Bríd

cualain's picture

Back again :-) Can somebody

Back again :-)

Can somebody clarify this for me - it's from one of the links in the above posts.

CharitableStatus

Groups can apply to the Revenue Commissioners for exemption from certain taxes.This is important for fundraising. Charitable status does not  give legal status to an organisation. A group can have charitable status without having legal status and vice versa.

(Then it seems to be contradicting that statement with:)

In order to recognised as charitable an organisation must have:

•    Legal status by means of a specific legal structure with its associated governing instrument (see below).

Thanks, Bríd

deirdreg's picture

Hi Brid,It's not a

Hi Brid,

It's not a contradiction.

In order to get charitable status, a group needs to complete a CHY1 form and submit  it to the Revenue Comissioners with what the Revennue requires. Every group under the sun has a 'legal status' which is not to be confused with the phrase ' legally incorporated'. For example. if it's a loose club or 'members' or friends, meeting around someone's kitchen table (for example), then its legal status is as an "unincporated association". I understand from previous posts that this applies to your group also.

Deirdre

cualain's picture

Thanks a lot for clearing

Thanks a lot for clearing that up Deirdre :-)