Reply to: Position Statement on Legal Structure of SI Network – 4 November 2017

• 04 Nov 2017 18:42| Ros Urwin

  I am really concerned that such fundamental changes, to include updating the Articles of Association of the SI Network, have been done with no reference or intended consultation with the SI Network members.

   

  I strongly disagree with the Position statement first assumption that:
  ……”we have reviewed the management requirements to ensure that the roles cover the necessary mix of academic and business skills to take the company forward.” NOOOOO Not academic mix with business skills. Where are the occupational therapists and clinicians to help shape and inform the future direction of the Network? The Board appoint the Universities to bid for the Module postgraduate programme on a three year cycle, as required – the relationship has been that the “academics” work in partnership with the Board. The Board invited a Business representative to support the Board in its decisions. The Directors have a limited term of office, being required to stand for re-election after 3 years.
  

   

  I cannot see the new Articles of Association on Companies House website – therefore these announcements and changes are not currently available to the membership.
  

   

  I am particularly concerned that these changes have been announced during a period when there have been no occupational therapists on the Board of Directors since 1 April 2017 (the Articles state there should be a minimum of 5 directors) and that these decisions have been taken by 2 Speech and Language therapists/academics (who are not SI practitioners), a physiotherapist (who is an Advanced Si Practitioner) and a business manager – with the Chair, having the casting vote?
  

   

  I am very sorry to see these announcements – I have petitioned quietly for the last year asking for when the SI Network would be holding a legal AGM. There has not been one since 2014 (Unless the `Articles of Association” are changed – which the SI Network’s ones have not since 2011), the position is (you can see the link below the following statement):
  Must a company hold general meetings?
  

   

  There is now no statutory requirement for a private company to hold any general meetings, not even an Annual General Meeting. This change was introduced when Part 13 (sec281 – sec361) of the Companies Act 2006 came into effect on 1st. October 2007. Before that, all companies were required to hold an Annual general Meeting, though since the 1989 Act came into effect it has been possible for private companies to opt out if holding AGMs, by passing a (now defunct) elective resolution. Some companies’ articles will require them to hold an AGM and any such provision will continue to be binding on the company until the articles are amended. A company may hold an AGM even though not bound to by the Act or its articles.

   

  The former statutory requirement to lay accounts before the general meeting has been replaced by a provision requiring them to be sent to the members: CA 2006, sec423 – sec425.http://www.companylawclub.co.uk/must-a-company-hold-general-meetings. I am very pleased to see that the Network are holding an Annual Conference; which I had hoped would become ‘annual’ again (not had one since 2014 post 2015 ESiC).

   

  I hope it will return to being a members’ Network for the members, responsive to all those who are passionate about Ayres’ Sensory Integration.

   

  Ros Urwin
  Previous Director Postgraduate Education (SI Network 2012-2015)