Minutes of the 40th Annual General Meeting held at the Institute of Physics, 76 Portland Place, London, on Tuesday 15 May 2007.
AGENDA ITEM 1
– Report of Council and Financial Statements, 31 December 2006
The President proposed, with the consent of the meeting, that the report of the Council and the Financial Statements be taken as factual. There being no objections, the President stated that he would mention some of the issues in the Council Report later and went on to note a number of points which had affected the financial outcome for 2006.
The overall surplus of £70,000 for the year was very pleasing, mainly due to another successful conference at Harrogate. This compared to a surplus of £117,000 for 2005.
The slightly lower surplus was mainly due to a lower attendance at the Harrogate Conference, exceptional costs related to the change over of Chief Executive, and the costs incurred in archiving the Institute’s Journal.
The annual Conference was the major event in the Institute’s educational programme. The Harrogate Conference in November 2006 realised a surplus of £62,000. The 2006 Conference attracted 437 delegates which was a marked reduction on the 611 delegates in 2005. There were 48 papers presented in 27 different sessions, and the exhibition was again popular with 160 companies participating.
The President then proposed, seconded by Richard Boyce, that the Report of Council and the audited accounts be received and approved. The President then called for questions from the floor.
A question was asked on whether any forward profiling had been done on the age of members, particularly involving the proportion of members paying the retired member’s subscription, and how this would effect the membership subscription revenue in future years. The President responded that this profiling had not been done but the issue would be considered as a future programme of work.
There being no further questions, the resolution was put to the vote and carried unanimously.
AGENDA ITEM 2
- Elections to Council
The President brought members’ notice to Agenda Item 4, Special Resolution One, to adopt amendments to the Articles of Association that would affect the composition of Council.
The President said that he intended to proceed with the elections of Council using the current Articles approved in 2002. Then, if the Resolution was carried later in the meeting, he would task the Executive Committee to form a plan that would migrate the Council from the 2002 Articles to the 2007 Articles with the relevant positions filled by both elected or co-opted members as relevant.
Dealing with the 2002 Articles and arising from the Report of Council the following members retired at the conclusion of the AGM:
John Parkin Nominated Member
Malcolm Thomas Nominated Member
Clive Plested Branch Member North West
Bill Askew Branch Member London
Bill Askew was eligible to be re-elected in his respective category. John Parkin, Malcolm Thomas and Clive Plested were not eligible for re-election.
Alistair Cameron was taking over as the Representative of the North West Branch from Clive Plested and was elected unopposed.
Alan Mosedale who has been a co-opted member was elected as a General Member unopposed.
In addition Ian Hinitt, the Secretary of the Yorkshire Branch was standing for election. Under the 2002 Articles there was no relevant vacancy either as a General Member or Branch Member, but under the proposed 2007 Articles there would be a vacancy as the York Branch member. Ian Hinitt had agreed to fill this slot if it became available.
The President drew the meeting’s attention to the retirement from Council of John Parkin, Malcolm Thomas and Clive Plested and thanked them for their enormous contribution to the Institute over many years and through their service on Council. The members applauded.
AGENDA ITEM 3
– Appointment of Auditors
The President noted that Moore Stephens had continued to provide an excellent service to the Institute for many years and proposed that Moore Stephens LLP be re-appointed as auditors to the Institute and that Council be authorised to fix their remuneration. Robert Chatwin seconded. The motion was carried unanimously.
AGENDA ITEM 4
– Special Business
The President informed the meeting that all Ordinary Business had been concluded. There was one Special Business Item, Special Resolution One.
Special Resolution One was to adopt the amendments of the Articles of Association that would simplify the membership grading structure; remove the Corporate and Non- Corporate distinction; and improve the composition of Council. The President then asked the CEO to provide an overview on the issues in the Resolution.
The CEO explained that the proposed amendments fell under three categories:
Membership Grades
Over the years IHEEM had gradually accumulated membership grades with nine membership categories. Currently there were no members in the grades of Technician, Affiliate and Associate.
These grades, together with Licentiates and Students (which also contained no members), were largely created as a result of recruiting initiatives – none of which were particularly successful.
Over recent years only a very small number of applicants had been admitted as new members in any of these grades and even these members had been fairly quickly upgraded.
The proposed changes to the Articles greatly simplified the membership structure and it was proposed that the grades of Fellow, Member, Associate Member, and Graduate be retained.
Corporate/Non-Corporate Members
The Articles did not contain any meaningful definition of the terms “Corporate” or “Non-Corporate” and the differentiation between the two groups of members was minimal. The only differences were that Non-Corporate members may not vote on Council resolutions or serve on Council. Both of these differences mitigate against Council’s wish to become more inclusive and to offer full and fair representation wherever possible.
In view of these arguments and the fact that the current numbers of Non- Corporate members was very small (less than 1.5% of the membership), the proposed amendments to the Articles removed references to both Corporate/Non-Corporate membership. All members would be “Members”.
Composition of Council
It was proposed that all UK Branches are represented on Council. This would increase Branch members from nine to 12 and remove the anomaly whereby North East/Yorkshire, South/South West, and East Midlands/Anglia each share a representative.
The proposed change also combined the existing Nominated and General members (to be called Council General members) and increase their numbers to 12. The new General member may only serve a maximum of six consecutive years before mandatory retirement, the same as for Branch members. The system whereby members could serve on Council for an unlimited period had been removed. The makeup of the General member category had been altered so that representation across the various sectors would be as broad as possible.
Further guidance of a non-prescriptive nature on General member representation would be placed in Standing Orders.
The Consultation Process
A full consultation process had been conducted on the proposed amendments.
All Members of the IHEEM Council, the Engineering Council and the IHEEM solicitors have been included in the consultation. A few comments have been received and where possible these had been included.
The Privy Council and Regulations Panel of the Engineering Council, and the IHEEM solicitors were content with the proposals. A copy of the current Articles of Association, and the Articles with the proposed amendments included, had been available on the members only page of the IHEEM website since 3 April 2007 and a copy of the background notes was sent to all members with the AGM calling notice.
The President then stated that as this was an important vote the Institute had gained advice from the Institute’s solicitors. The solicitors had recommended that the amendments may be carried at the AGM by a show of hands and they suggested that a 75% vote for the motion should be provided to carry the motion. If a majority of 75% was not carried then, under Article 41, the Chief Executive would conduct a postal vote of all Corporate Members entitled to vote.
The President then raised the Resolution to adopt the amendments of the Articles of Association that would simplify the membership grading structure; remove the Corporate and Non-Corporate distinction; and improve the composition of Council. The Resolution was Proposed by John Hayes and Seconded by Richard Boyce. The voting was recorded as 28 for the motion, nil against and 2 abstentions. The President informed the meeting that Special Resolution One had been carried by a majority of 28.
President’s Address
The President informed the meeting that when he took over from Richard Nugent at last year’s AGM he indicated a number of areas in which he would continue the good work progressed by his predecessors.
In particular, he would re-establish the recruitment drive; introduce a simpler membership structure; introduce a simpler Council structure; progress Authorising Engineer registration systems and set up a trading subsidiary with a salaried business manager.
Increasing membership numbers remained the number one goal, but more help was needed to recruit new members. Fifty-three individual members and 28 companies joined the Institute in 2006, and this compared with 75 individual members and 12 companies joining in 2005. There were 837 members registered through IHEEM with the Engineering Council. In December 2006, there were 1,855 individual members (1,770 engineers, 85 non-engineers) and 111 company affiliates each with four nominated members. Membership totalled 2,289, a net loss of 45 members during 2006, and this compared with a net loss of 75 members in 2004.
The more rigorous approach to the non-payment of subscriptions was continuing to have an effect on recorded membership numbers. The Recruitment and Membership section of IHEEM was now fully staffed by full-time employees – James Rees as the Manager and Fay Dyer as Membership Officer.
IHEEM had 837 members registered with the Engineering Council in December 2006, and this number compared with 861 members in December 2005. IHEEM played an active part in the Engineering Council’s business – the Institute is represented on the Engineering Council’s Engineering Education Alliance, Professional Development Forum, and Group B College Forum. Alan Mosedale, representing IHEEM, is a member of the EC Board, and the Institute supplies three ECUK Liaison Officers.
The President thanked the Branches for their continued enthusiasm and hard work. The Branches were the bedrock of IHEEM activity and the President hoped that this was now better reflected in the amended Articles which provided for each of the Institute’s 12 Branches to have a chairperson on Council.
A Business Development Board had been established and a Business Development Manager appointed. IHEEM was now well placed to move forward with business ventures that brought benefit to the Institute and its members.
The IHEEM website continued to go from strength to strength with positive feedback from many members. The President asked members to continue to use it. IHEEM would continue to upload relevant data.
As part of its role as a professional body, IHEEM carried out the function of a Learned Society, which, among other things, included the awarding of prizes. The 2006 winner of the Northcroft Silver Medal (for the best Health Estate Journal technical paper by a member) was jointly awarded to Michael Touhey of Northampton and Carl McKenzie of Hertfordshire for their paper Natural ventilation needs supplementing that was published in the October 2006 edition of HEJ. The medal will be presented at the annual conference.
In 2006, there were no papers eligible for consideration for the John Bolton Award (for new members). IHEEM continued to provide the administration service for the International Federation of Healthcare Engineering (IFHE). The last IFHE Congress and Council were held during May 2006 in Cape Town. 350 delegates from 30 countries attended.
The IHEEM’s Health Estate Journal set excellent standards and was attractive, popular and informative. More articles were still needed – and members were urged to consider writing features and sending these to the editor.
The President concluded by mentioning future objectives – to raise the profile of the Institute among professionals and the public; to promote IHEEM panels of experts within their specialist fields; and to promote the concept of IHEEM Technical Platforms.
Before closing the meeting, the President thanked the members of the Council for their sterling and unwavering voluntary support. The AGM was closed.
