Draft minutes of jan 10th agm

An Extraordinary General Meeting of the Association of Irish Racehorse Owners took place at the ITBA Building on Friday, January 10th.
The draft minutes can be viewed below.

Draft Minutes of Extraordinary General Meeting held in ITBA Building, Kill on Friday 10th January 2020

Present: Nineteen members as per attached signed record
A​pology: Brian Polly, Chairman.

Association Manager, Aiden Burns welcomed all members in attendance and pointed out where the fire exits were located. He then stated that it was in order for the meeting to commence as the quorum of ten members, as required by the constitution, had been exceeded.

He confirmed other constitutional requirements (a) that notice of the meeting had been sent to members not less than twenty eight working days prior to the date of the meeting and (b) only business specified in the agenda would be discussed at the meeting. He enquired if members required the notice of the meeting to be read or could it be taken as read as a copy had been available to all on entering the meeting. Members agreed to take the notice as been read.

He advised, that as Chairman, Brian Polly, was unable to attend, due to illness, he was requesting Vice Chairman, David Hyland, to chair the meeting, which was in accordance with the Association’s constitution. 

On taking the chair, Vice Chairman, David Hyland, thanked all for coming and apologised for the date of the meeting clashing with other events viz. racing at Dundalk and Thurles and the Irish Stallion Trail that may have been of interest to racehorse owners but stated that it was the most suitable date for a number of reasons.

AIRO member, Brendan Duke, stated that a date for the meeting should have been better researched so as not to clash with racing at Dundalk and the Irish Stallion Trail. David Hyland replied that he contacted any member who had written in concerning the clash and explained the reason for the chosen date.

The Vice Chairman advised that the purpose of the meeting was to seek members approval of resolutions as per the notice of the meeting, to change the structure of the Association to that of a Company Limited by Guarantee. He stated that concerns were expressed by members at the Annual General Meeting in 2019 with regard to potential liability exposure and Council, taking these concerns on board, decided to propose the following resolutions to make the necessary change.

Resolutions

WE, the Council of AIRO, Hereby Call  for and give Notice  of an Extraordinary General Meeting of AIRO to be held in the ITBA premises at Greenhills, Kill, County Kildare, on Friday 10th January 2020 at 7pm to consider and if thought fit approve the following Resolution(s):

1.  THAT AIRO do promote the establishment forthwith of a newly incorporated Irish company limited by guarantee  to be a successor entity to AIRO as regards its activities and operations  [“AIRO CLG”].
2.  THAT AIRO CLG shall, save as may otherwise be so required or provided by company law, have or adopt the same or substantially the same name, objects, membership provisions and rules in its Constitution as apply at the date of this Notice under the AIRO Constitution.
3.  THAT the members of AIRO who have paid their AIRO subscription for 2020 shall, following the establishment of AIRO CLG, have their subscription credited to AIRO CLG and thereafter be registered as members of AIRO CLG . 
4.  THAT the first subscribers to AIRO CLG shall be as determined by the AIRO Council .
5.  THAT AIRO CLG shall commence its activities and operations, as a successor entity to AIRO, at such date as may be determined by the Council of AIRO  [“Commencement Date”].
6.  THAT AIRO shall as and from the Commencement Date cease to carry on its activities and operations other than for the purpose of winding itself down in an orderly manner.
7.  THAT the business of the AIRO Annual General Meeting to be held on or before end March 2020 shall be confined to consideration of the annual report and financial statements made up to 31st December2019 .

The Vice Chairman sought approval for the resolutions to be voted on by a show of hands and members agreed to this.

AIRO Members Peter O’Reilly and Ken Sinanan proposed and seconded that the seven resolutions be voted on as one item.

AIRO Member James Mescall enquired in relation to resolution No.7 would members attending at the AIRO AGM in March 2020 be entitled to query accounts for prior years. Robert Ryan, solicitor, said that would be at the discretion of the Chairman on the night. 
The seven resolutions were then voted on as one and passed unanimously on a show of hands.
​
The Vice Chairman again thanked all for coming and closed the meeting.