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NATIONAL ECZEMA SOCIETY ANNUAL GENERAL MEETING


NOTICE OF ANNUAL GENERAL MEETING TO BE HELD BY

Notice of Annual General Meeting


To be held by video conference:
please
visit eczema.org/annual-general-meeting/ for meeting joining instructions

Date and time: Saturday 12 September 2020 at 11.00am

Notice is hereby given that the Annual General Meeting of the National Eczema Society will be held by video conference on Saturday 12 September 2020 at 11am. Joining instructions for attending and the meeting papers can be found on the National Eczema Society website as detailed above. The meeting Agenda is below. To vote by proxy, please follow the procedure given on the back of this Notice.

By Order of the Board of Trustees.

NOTICE OF ANNUAL GENERAL MEETING TO BE HELD BY


Edward Davies QC

Chairman

1 June 2020


AGENDA


  1. To approve the Minutes of the Annual General Meeting held on Saturday 21 September 2019 (Resolution 1). Copies of the draft minutes can be viewed on the Society’s website and will be circulated at the meeting. Members who wish to receive a printed copy in advance should email [email protected] or write to National Eczema Society, 11 Murray Street, London NW1 9RE.

  2. To receive the Chairman’s Report for the year to 31 December 2019.

  3. To receive the Treasurer's Report on the statutory accounts for the year to 31 December 2019.

  4. To re-appoint MHA MacIntyre Hudson as the Society’s Independent Examiner and to authorise the Board to fix their remuneration (Resolution 2).

  5. To re-elect Edward Davies QC (Resolution 3a) and Stephen Pugh (Resolution 3b), each of whom is retiring from office by rotation and is willing to continue in office as a Trustee.

  6. To elect Catherine Escott (Resolution 3c), Dr Celia Moss (Resolution 3d) and James Pitayanukul (Resolution 3e) as Trustees.

  7. To consider and, if thought fit, to pass the following Special Resolutions to amend the Society’s Articles of Association that have been proposed by the Board of Trustees:

Special Resolution (Resolution 4) - That Section 10.2 of the Articles be amended to say the following: ‘A date shall be set for each annual general meeting and published in advance on the Society’s website. This is in addition to and does not affect the giving of notice of the meeting.’

Special Resolution (Resolution 5) - That Section 11 of the Articles be amended to add the following: ‘A meeting may be held by suitable electronic means agreed by the trustees in which each participant may communicate with other participants.’

Special Resolution (Resolution 6) - That Section 12.3 of the Articles be amended to say the following: ‘The notice must be made publicly available for members on the Society’s website and given to the trustees and auditors.’

Special Resolution (Resolution 7) - That Section 14.2 of the Articles be amended to add the following: ‘“Present” includes being present by suitable electronic means agreed by the trustees in which a participant or participants may communicate with other participants.’

Special Resolution (Resolution 8) - That Section 18.1 of the Articles be amended to say the following: ‘Any vote at a meeting shall be decided by a show of hands or equivalent means for meetings held electronically unless (before or on the declaration of the results of the show of hands) a poll is demanded.’

Special Resolution (Resolution 9) - That Section 20.1 of the Articles be amended to say the following: ‘A person who is entitled to attend, speak or vote (either by a show of hands or equivalent means for meetings held electronically, or on a poll) at a general meeting remains so entitled in respect of that meeting or any adjournment of it, even though a valid proxy notice has been delivered to the charity by or on behalf of that person.’



Voting by Proxy

Proxy Voting: Explanatory Notes

If you are unable to attend the meeting, you may, using the form given below, appoint one or more proxies to vote on your behalf. Your completed proxy form must be returned to the Chief Executive, National Eczema Society, 11 Murray Street, London NW1 9RE or scanned and emailed to [email protected] by 1 September 2020. Once you have done this, you can only cast a valid vote at the meeting if you have given the National Eczema Society written notice cancelling the appointment before the Annual General Meeting starts.


Mandatory Proxy (Option 1): If you want to instruct your proxy how to vote on one or more resolutions, you should use Part 1 of this form.


Open Proxy (Option 2): If you want to appoint a proxy to vote as he or she considers fit, you should use Part 2 of this form.


You may appoint more than one person as your proxy, but only in respect of different resolutions. If you wish, you may appoint the Chairman of the Trustee Board, Edward Davies or, alternatively, the Society's Chief Executive, to act as your proxy, in each case, c/o National Eczema Society, 11 Murray Street, London NW1 9RE.


Appointing a Proxy: Mandatory Proxy (Option 1 above)

National Eczema Society (“Company”)

I/We [………………………….…………………………….….] of [……………………..…………………………………………………………….…
……………………..……………………..…………..
address] being a member/members of the Company, hereby appoint [……..….……….…….....………..…..…………] of [……………………………………….……….……………………….…..……. address] or alternatively, […..…..……..…………..……………………] of [………………………..…………………………………..……..….. address], as my/our proxy to vote in my/our name[s] and on my/our behalf at the Annual General Meeting of the National Eczema Society to be held on Saturday 12 September 2020 and at any adjournment thereof. This form is to be used in respect of the resolutions above as follows:






Resolution No 1 *for *against Resolution No 4 *for *against

Resolution No 2 *for *against Resolution No 5 *for *against

Resolution No 3a *for *against Resolution No 6 *for *against

Resolution No 3b *for *against Resolution No 7 *for *against

Resolution No 3c *for *against Resolution No 8 *for *against

Resolution No 3d *for *against Resolution No 9 *for *against

Resolution No 3e *for *against


*Please strike out whichever is not desired.


Unless otherwise instructed, the proxy may vote as she or he thinks fit or abstain from voting.




Signed__________________________Name___________________________________Date_________2020

(Member to sign) (Please print)




Appointing a Proxy: Open Proxy (Option 2 above)

National Eczema Society (“Company”)

I/We [………………………………….] of [……………………………………………………………………….…………………….……….. address] being a member/members of the Company, hereby appoint [……………...…………………………………..……………….] of [………………………………………….………………………………………………………….………… address] as my/our proxy to vote in my/our name[s] and on my/our behalf at the Annual General Meeting of the National Eczema Society to be held on Saturday 12 September 2020 and at any adjournment thereof.




Signed__________________________Name___________________________________Date_________2020

(Member to sign) (Please print)




Please send your completed form to Chief Executive, National Eczema Society,

11 Murray Street, London NW1 9RE, by 1 September 2020


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