As per our Memorandum & Articles of Association, 31.1 An AGM/General Meeting is to be called by at least 30 clear days’ written notice.
A General Meeting will be held on Friday 22nd March 2019 at 08.00 (UK Time) at Squire Patton Boggs (UK) LLP, 7 Devonshire Square, London EC2M 4YH or via Skype for Business.
Therefore, this provides 30 clear days notice of the General Meeting of Parkour Earth. In preparation for the General Meeting, the following documents will be made available;
- Parkour Earth – General Meeting Agenda [Draft] – (Issued not less than 15 days prior the meeting to members)
- Parkour Earth – Inaugural Annual General Meeting (AGM) Minutes – 7 February 2018 [Draft] (Issued with the agenda)
- Elected Director Nomination Form – (Must be received no later than 10 days prior to the meeting)
- Memorandum & Articles of Association – Proposed amendments (Issued with the agenda)
- Voting / Proxy Voting Forms (Issued not less than 7 days prior to the meeting to members)
As part of the General Meeting, Parkour Earth is inviting nominations for up to 4 Elected Directors to Join the Board of Parkour Earth.
As per our current Memorandum & Articles of Association:
- 22.1. Subject to Article 22.2, any Voting Member may nominate individuals to be Elected Directors and Officers. Any nomination must be made on the form prescribed from time to time by the Board and signed by the nominee. Any nomination must be seconded by another Voting Member. Voting Members may only nominate or second one candidate for each post and the form must be completed and returned to the Chief Executive not later than 10 (17.00 on Tuesday 12th March 2019) days before the date at which the election is to be held
- 22.2. In respect of the following appointments, the following provisions shall also apply:
- 22.2.1. in relation to the appointment of the Elected Directors, nominations may be made by the Voting Members
- 22.2.3. in relation to the appointment of the President, nominations may be made by the Voting Members
- 22.3 Prior to the election, all nominees shall be given an opportunity to address the Board, such address being no longer than five minutes. The Board shall have no longer than 15 minutes to ask any questions of the nominees following the nominee’s address
- 27.1. Any Voting Member shall be entitled to have included on the agenda of AGM and General Meeting any matter, motion or proposal. Such matter, motion or proposal shall be accompanied by an explanatory statement in summary form . . .
- 27.2. All proposals submitted by Voting Members for consideration at General Meeting must be received by the Federation not less than 21 days prior to the relevant meeting (17.00 on Friday 8th March 2019) at which they are to be discussed
- 27.3. Each Voting Members shall be entitled to appoint two delegates to attend at AGM and General Meeting. Each voting member shall have 1 vote (that is votes per member and not votes per delegate). In addition, each Voting Member shall be entitled to appoint one further person to attend an AGM and/or General Meeting as an observer who shall have no entitlement to vote or speak (except that an observer shall be allowed to speak with the permission of the Chair)
- 27.4. At meetings of the Federation, an individual may only represent (either as delegate or observer) one member, and may not vote or speak on behalf of another member (except as duly appointed proxy of another member), and shall if required produce to the Board evidence sufficient to satisfy the Board that he/she is a properly appointed delegate of the member that he/she claims to represent
- 27.5. At meetings of the Federation, directors shall not be permitted to represent a member in any capacity whatsoever
- All current Parkour Earth Members are invited to attend. All members must RSVP by 17:00 (UK Time) on Monday 18th March 2019 if they wish to attend, this will help us in our planning and administration of the General Meeting. Members are able to appoint a proxy to attend and vote in their place.
- Entitlement to attend, speak and vote is based on the Federation’s current Memorandum & Articles of Association. ALL proxy votes must be received (either by post or email) by 17:00 (UK Time) on Thursday 21st March 2019.
- If you have any queries relating to the General Meeting please contact our Chief Executive – Eugene Minogue on [email protected] or +44 (0)20 3544 5834.