Barrow Raiders would like to remind our members of the AGM.

Since the original notice was issued on 12th November there have been some further proposals put forward by a member, which will be voted by poll, with the details below:

  • Closure of the Debenture Book.
  • Proposed amendment to Article 47, line 1, to include the following words after, “vacancy in their body”  AS LONG AS THERE IS A MINIMUM OF FOUR DIRECTOR AND ARE NOT IN BREACH OF ARTICLE 29,  WHEN AN EGM MUST BE CALLED.
  • Proposed amendment to Article 61, line 3, to include the following words after, “ such meeting”  MEMBERS MAY REQUEST,  IN WRITING A COPY OF THE ACCOUNTS BEING LAYED BEFORE THE COMPANY FROM THE CLUB SECRETARY FOURTEEN DAYS PRIOR TO THE MEETING.

The Board of Directors have concerns that the first proposal removes some of the powers of the board of directors, under article 48, to raise or borrow money for the purpose of the Company’s business. As we approach the 150th anniversary the board of directors have some ambitious plans for the club for which they will be seeking investment with the issue of further debentures.

Clarification will be sought to determine whether the proposal relates to only the current debenture book or the issue of future debentures.

The board of directors have additional concerns that the number of debenture holders/members is ageing and inevitably dwindling, and it would become increasingly difficult to hold quorate meetings. No representation from a younger generation will not reflect the range of views held by our fanbase.

The second proposal takes away the powers of the directors to act on behalf of the club in the period for which they are below quorate numbers. If no new directors are in a position to fill a vacancy, then there is little point calling an EGM, under article 29, for the purpose of electing new directors. Article 29 states that the EGM should be called as soon as reasonably practicable for the purpose of  electing new directors.

This new proposal would leave the club in limbo until the appointment of additional directors with the club unable to make decisions in this period.

The Board of Directors are supportive of the third proposal.

Below are the details of the original calling notice. All members are invited to attend with their views on the proposed changes welcomed before the voting takes place.

Barrow Rugby Football Club LTD

(Company Number: 00246668) 

(“the Company”)

Notice of AGM

Notice is hereby given that a AGM of the Company will be held at the MKM Marquee, Northern Competitions Stadium, Craven Park, Duke Street, Barrow-in-Furness, Cumbria, LA14 1XP on Wednesday 11th December 2024 at 7:00pm for the following purposes:

Special Business

  1. To amend the Articles of Association filed at Companies House 10th October 2014
  • To allow the debenture holdings from deceased members to be removed from the club’s accounts with the caveat that a record will be kept, and they can be restored should the heir of the estate apply to the club for a transfer
  • To remove the cap of 25,000 votes from debenture holders to encourage big investment in the club.
  • Removal of the reference for signing cheques to pay for the club’s liabilities to reflect the fact that all payments are now transacted electronically.
  • Removal of the requirement for daily accounts records to be kept in hard copy to reflect that all club’s accounts are kept electronically.

“IT IS HEREBY RESOLVED BY INDIVIDUAL SPECIAL RESOLUTIONS THAT the Company’s Articles of Association be and are hereby amended by the proposed changes below:

Article 6           Add a sentence to state: “The deceased members debentures will be removed from the club’s annual accounts, but a record will be kept by the club and the debentures would be reinstated should the heir of the estate apply to the club and pay for a transfer”

Article 22         Removal of the words up to a maximum of 25,000 votes.

Article 35         Removal of the reference to the signing of cheques to pay the companies liabilities

Article 59         Removal of the requirement for daily accounts records to be kept in a hard copy.

Ordinary Business

  1. CHAIR’S WELCOME AND MINUTES SILENCE
  2. INTRODUCTION OF THE TABLE
  3. APOLOGIES
  4. APPROVAL OF MINUTES OF THE LAST AGM
  5. APPOINTMENT OF DIRECTORS
  6. CONSIDERATION OF THE ANNUAL ACCOUNTS OF THE COMPANY
  7. APPOINTMENT OF COMPANY AUDITORS
  8. VOTE BY POLL FOR SPECIAL BUSINESS CHANGES TO THE ARTICLES OF ASSOCIATION
  9. CLUB REVIEW AND UPDATE
  10. AOB

In relation to agenda item 5, Suzie Garnett and John Hesketh have been co-opted onto the board since the last EGM and this agenda item will be to ratify their position with a vote by poll by members.

Barrow Rugby Football Club are still seeking nominations for the role of directors from members and season ticket holders. There is a particular requirement for an Events Director, Commercial Director and Health and Safety Director.

The identified roles would require the incumbents to create strategies to maximise income from the events and commercial departments whilst the Health and Safety Director will put strategies and plans in place to help mitigate all risks in the workplace and for the public.

If you would like to put yourself forward, please contact the club secretary, karen.barrowrlfc@outlook.com . A separate meeting will be held for the purpose of electing directors by season ticket holders should there be a requirement.

Should any members wish to add to the agenda or present any resolutions they should contact the club secretary at least 72 hours before the meeting.

By order of the Board

Steven Neale

Chair

12 November 2024

Registered Office

Lewthwaite Suite

Craven Park

Duke Street

Barrow-in-Furness

Cumbria

LA14 1XP

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