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Extraordinary General Meeting

Extraordinary General Meeting

Date: 09/03/2022

 

9th March 2022, Bedford Hall, Dublin Castle (in tandem with the AGM).

An Extraordinary General Meeting (EGM) of ACESA took place at approx 5.15pm, Wednesday 9th March 2022 at Bedford Hall, Dublin Castle.

The purpose of the EGM was to vote on a proposed amended Constitution (Memorandum of Association and Articles of Association – “Memo and Articles of Association”).

The proposed memo and arts were amended by the Membership Subgroup of ACESA, which was established to examine our current membership structure.

Proposed Changes to ACESA Memo and Arts – Explanatory Note

To address any issues in relation to membership of ACESA, and in line with the 2019/2020 strategic plan process of ACESA, a Membership Subgroup was established by ACESA. The group’s membership includes two board members, John Farrelly (who chairs the subgroup) and Jim O’Toole. The other members of the subgroup are: Rónán Ó Domhnaill, Mairéad O’Driscoll, Liz Pope and Kevin Prendergast. The group’s work is supported by Dermot Ryan, ACESA Executive.

Among the first tasks of the group has been to examine the memo and arts of the organisation with regard to membership and make recommendations for any necessary changes.

The subgroup has taken the view that the memo and arts need to be updated, and as such, have proposed the amended document ‘Proposed New Memo and Arts ACESA’ for adoption at the EGM. The main changes proposed included:

  1. Changes to the criteria of what constitutes a Chief Executive, to make sure that we do not exclude suitable potential members with other position titles.
  2. Changes to the criteria of what constitutes a member agency, so as not to exclude commercial state agencies.
  3. Clarity of who can qualify for ‘Alumni’ membership. This is an area which has evolved organically, and subgroup members recommended that clarity be brought to who qualifies and what the status of their membership should be.
  4. The removal of several clauses that would have permitted the Board to take significant decisions such as the purchase of property, without referring to the wider membership.
  5. The document was not gender neutral, and has been updated to correct this.
  6. There was a reference to ‘charitable’ that suggested ACESA is a charity, which it is not. This reference has been deleted.
  7. Several minor edits to bring our Memo and Articles of Association into line with the requirements of the Companies Act 2014.

 Please note:

  • The changes proposed come with the recommendation of both the Membership subgroup and the ACESA Board.
  • The changes have been reviewed and approved by Anthony Joyce & Co Solicitors, Dublin 8.
  • The EGM to propose making these amendments will be held at the end of the AGM on
  • 75% of members (currently 75 of 100) must support the changes for them to take effect.Members who cannot attend are asked to nominate to vote by proxy.

ENDS, 16th February 2022

If you have any questions, please do not hesitate to contact Dermot, dermot@acesa.ie 

Yours sincerely,

 

ACESA Membership Subgroup:

John Farrelly, (Subgroup Chair), Rónán Ó Domhnaill, Mairéad O’Driscoll, Jim O’Toole, Liz Pope and Kevin Prendergast.

Dermot Ryan, ACESA Company Secretary