Minutes of the 70th Annual General Meeting | November 2013

Minutes of the 70th Annual General Meeting (AGM) held in The John McIntyre Conference Centre, 18 Holyrood Park Road, Edinburgh, EH16 5AY on Thursday 21st November 2013

1. Welcome and opening remarks from Brendan Dick, SCVO Honorary President

Brendan Dick, SCVO Honorary President, welcomed members to the 70th AGM and thanked them for attending. He noted the excellent turn-out and expressed his hope that colleagues had enjoyed the stimulating day of activity presented by the Third Sector Summit, which preceded the AGM. The day had been rich in the quality of discussions and the Honorary President expressed his hope that the outcomes which emerged down the line would be equally rich. The Honorary President then welcomed Chris Yiu to the position of Director of Digital Participation. Events earlier in the day had demonstrated a real appetite for programmes of activity in this area over the coming years. Turning to the future of Scotland, the Honorary President highlighted the ability of the third sector to change the lives of people and communities for the better. He encouraged delegates not to get fixated on the independence referendum. While the referendum was clearly important, life would carry on whatever the result. In the meantime, the third sector had to continue to deliver positive outcomes for the people it served.

2. Minutes (2012)

The Minutes of the 69th AGM held on 21st November 2012 were proposed as a correct record by Paul Bannon (Chest, Heart and Stroke Scotland) and seconded by Susan Archibald (The Poverty Alliance). The minutes were approved by the meeting. The Honorary President asked if there were any matters arising from the minutes which were not otherwise covered on the agenda. Pandora Summerfield (Down’s Syndrome Scotland) said that she hadn’t questioned the accuracy of the minutes but noted that in 2012 she had raised concerns about the impact of Scottish Voluntary Sector Pension Scheme (SVSPS) liabilities on SCVO and other scheme members and had expected action to follow. Noting the £10m shortfall identified in the 2012/13 accounts, she noted that if the Statement of Recommended Practice (SORP) required the deficit to appear on balance sheets, organisations could go under. Martin Sime responded by saying that Pandora was right to raise an issue which was affecting all parts of the sector, including those organisations which were part of local government pension schemes. Martin then noted SCVO’s commitment to meet an annual liability of £300,000 to the Pensions Trust and advised members of the work of SCVO’s sister councils on third sector pension deficits. He advised that there were no easy answers and that we needed to work together on the challenges before us. Turning to the SORP question, Martin advised that SCVO’s assets were greater than the pension liability but recognised there may be an issue for other members of the SVSPS. Pandora advised that it would be useful to share this formula with members and Martin advised that something could be done. Pandora suggested that work to influence the SORP Committee may be helpful and Tim responded giving some detail on how the new accounting standard, FRS102, treats pension deficits.

3. Ordinary business

3.1 Special resolutions on SCVO’s legal form and constitution

The Honorary President then invited Carole Patrick (Life Changes Trust) to invite the membership to consider and pass two special resolutions. Since agreement on the direction of travel at the 2012 AGM, Carole had taken lead responsibility on behalf of SCVO’s Board in the process of changing the organisation’s legal status and governing documents. Carole advised that while it might seem strange to some, she was something of a governance enthusiast and had enjoyed the process of change and the learning which emerged from it. Since the 2012 AGM, SCVO had engaged intensively and extensively with members and stakeholders on the proposal to change the organisation’s status from a charity and company limited by guarantee to a Scottish Charitable Incorporated Organisation (SCIO). Carole explained that the motivation to become a SCIO was driven partly by the structure’s “fitness for purpose” but also by a desire to demonstrate that larger charities can become SCIOs without committing undue cost, effort or time and to show faith in the new legal form. Carole explained that SCVO’s proposal to change had been well received by members and she thanked everyone who had engaged in the process for their enthusiasm and helpful suggestions. Carole advised that particular thanks were due to the Governance Review Group and to Claire Lightowler (IRISS) and Margaret McLeod (Youthlink Scotland) for the ongoing help and support they provided. She also thanked Stephen Phillips (Burness Paull) for his expert assistance in drafting a new constitution for SCVO. Carole then invited the meeting to consider the following special resolution:

“That SCVO be converted from a company limited by guarantee to a Scottish Charitable Incorporated Organisation (“SCIO”) and that the appropriate application for conversion to a SCIO be made to the Office of the Scottish Charity Regulator (“OSCR”).

The special resolution was proposed by Grahame Wear (St Margaret’s House) and seconded by John MacDonald (Community Transport Association). The special resolution was agreed by the meeting. Carole invited the meeting to consider a further special resolution:

“That the regulations set out in the document tabled at the meeting and (for the purpose of identification) signed by the chairperson of the meeting, be adopted as the proposed constitution of the new SCIO (including any future amendments which are required by OSCR to ensure that the constitution complies with the Charities and Trustee Investment (Scotland) Act 2005 and The Scottish Charitable Incorporated Organisations Regulations 2011).”

The second special resolution was proposed by David Griffiths (ECAS) and seconded by Grahame Wear (St Margaret’s House). This special resolution was also agreed by the meeting.

3.2 Financial Statements and Balance Sheet for the year to March 2013 and the Auditor’s Report thereon.

The Honorary President invited Paul Bannon, Treasurer of SCVO, to provide a report on SCVO’s Financial Statements and Balance Sheet for the year to March 2013, as well as the Auditor’s Report. He noted that this was Paul’s first report as SCVO’s Treasurer. The Treasurer noted that the format of SCVO’s accounts was required by legislation and that SCVO had complied with best practice in preparing them. He advised the meeting that he would attempt to bring out the main points in brief. Commenting that SCVO had received a clean bill of health from the auditors, he directed members to the auditor’s report on pages 13 and 14 of the accounts. Turning to his presentation, the Treasurer advised that his first slide was the Statement of Financial Activities (SOFA), which could be found on page 16 of the accounts. The SOFA provided a detailed financial representation of SCVO’s activities throughout the year and reported incoming and outgoing resources across the main areas of the organisation and between restricted funds (those with donor imposed restrictions on use) and unrestricted funds. The financial accounts for 2012/13 reported a surplus of £8,598 In 2012/13 SCVO subsidised spend on Services to the Sector. This expenditure was for TFN, engagement with the Scottish Government and Scottish Parliament, and Policy Development. The Treasurer then explained that Voluntary Income could be found under Incoming Resources from Generating Funds. This Voluntary Income, which included SCVO’s core grant, membership subscriptions and donations and gifts, had increased by 13% from the previous year due to an increase in core grant activities Under Incoming Resources for Charitable Activities, income for providing Services to the Sector had increased by 15%. This was mainly due to increased income relating to Goodmoves - SCVO’s recruitment website - and increased rental income relating to Brunswick House. The Treasurer advised that this heading included grant funding and earned income from services provided to the sector such as desk rental income from the three offices in Edinburgh, Glasgow and Inverness, IT support, payroll services, TFN subscriptions and advertising income from Goodmoves. Income for Development and Capacity Building was up by 9% in comparison to the previous year. SVA Programme Income was down 34% in comparison to the previous year. CVS Support and Development Income was in line with the previous financial year, while income from Employment Initiatives was down by 13% due to decreased activity. The Treasurer advised that total income for the year was £14,513,735 compared to total income in the previous year of £15,885,509. Against the decrease in income was a 7% reduction in Resources Expended. Services to the Sector were in line with the previous year, Development and Capacity Building was up 9%, while the SVA Programme was down 34%. CVS Support and Development was in line with the previous year while Employment Initiatives spend was down 6% The Treasurer noted that his next slide was on SCVO’s Balance Sheet. The Balance Sheet showed SCVO’s assets and liabilities as they stood at 31st March 2013 and gave an indication of the organisation’s ability to meet its commitments in the short term. Tangible assets had decreased in the year from £3.8 million to £3.7 million, due to depreciation of buildings. Debtors had increased from £1.3 million in 2012 to £2 million in 2013. Bank deposits had decreased by £1.8 million, mainly due to the fact that SCVO received funding from Community Jobs Scotland up front which then paid out in onwards grants. Creditors had decreased by £1,138,041, again due to payments being made relating to Community Jobs Scotland. The Treasurer advised that the shifts outlined above had resulted in an increase in net current assets of £97,254. He then advised the meeting that an analysis of funds employed could be found on pages 27 and 28 of the financial accounts. Focusing on the general fund of £2,625,842, he noted that SCVO’s Board was committed to matching the level of the organisation’s general fund to its estimate of the financial risks to which the organisation could be exposed. He noted that the Board had agreed that the current level was sufficient to meet operating costs for three months and to contribute to the investment required to implement SCVO’s forward plan. . The Treasurer advised that Note 19 in the Financial Accounts on page 30 was on SCVO’s pension commitments. Along with many other SCVO members, SCVO is a member of the SVSPS that closed to further accrual on 31st March 2009. As with all participating employers, SCVO needed to make recovery payments to fund the deficit. There were deficit payments of £217,098 in the 2012-13 accounts. After an actuarial analysis, SCVO was obliged to contribute around £295,000 every year for the current recovery plan, a considerable amount of money that needed to be funded from unrestricted resources. In 2011-12 a pension deficit reserve was created to set aside funding to help meet future obligations to fund the pension deficit. Paul advised that the reserve currently contained one year’s deficit funding. The Board anticipated transferring more into the reserve should SCVO’s financial circumstances allow it. The Treasurer noted that a copy of the accounts for 2012-13, along with the previous year’s accounts, could be found on the SCVO website. In closing, the Treasurer thanked:

• SCVO’s members and all those who contributed to the Council’s income for the year
• The Chief Executive and the staff team, particularly the finance staff, for managing SCVO’s resources to the highest standard
• The Auditors, BDO, for a trouble free audit

The Honorary President invited questions from the floor but there were none. The Honorary President then asked the meeting to approve the Financial Statements and Balance Sheet for the year to March 2013 and the Auditor’s Report thereon. Approval of the accounts was proposed by Susan Archibald (The Poverty Alliance), seconded by Philip Dunion (APEX Scotland) and approved unanimously.

3.3 Appointment of Auditors

The Treasurer proposed the reappointment of BDO LLP as Auditors to SCVO for the coming year and that the Management Board be authorised to determine their remuneration. The motion was seconded by Grahame Wear (St Margaret’s House) and agreed unanimously.

3.4 Election of Policy Committee

The Honorary President than explained the process by which Policy Committee is elected. The meeting welcomed the election or re-election by postal ballot of the following members of Policy Committee: Kay Steven, Action for Children Philip Dunion, Apex Scotland Meg de Amasi, Central Scotland African Union Lesley Ann Muirhead, Children’s Hospice Association Scotland (CHAS) Margaret Wheatley, ENABLE Scotland Paul D Brown, Legal Services Agency (LSA) Gordon Maloney, NUS Scotland Amanda Millar, Perth Association for Mental Health Kim Atkinson, Scottish Sports Association Susan Lowes, Voluntary Health Scotland Kathleen Doyle, Volunteer Development Scotland The Honorary President thanked everyone who had participated in the election and wished the newly elected members every success on Policy Committee.

3.5 Election of Members of Policy Committee to Management Board

The Honorary President informed the meeting that there were three candidates from Policy Committee standing for the two places available on the Management Board. Based on postal votes and votes cast by members attending the AGM, the following members of Policy Committee were elected to SCVO’s Management Board: Michelle McCrindle, The Food Train Gordon MacRae, Shelter Scotland The Honorary President congratulated the successful candidates on their success and thanked all candidates for their participation in a well-contested election.

3.6 Convener’s report

The Honorary President invited SCVO’s Convener, Dr Alison Elliot, to provide an overview of the Council’s activities in 2012-13. He noted that Dr Elliot had reached the end of her maximum period of six years in office and would be giving her last report as Convener. The Convener thanked the Honorary President for his invitation and wished the meeting a good afternoon. The Convener said she had mixed feelings in giving her report because it was her last one as Convener of SCVO. She had thoroughly enjoyed her time in her role and would miss SCVO hugely. On a light-hearted note, she observed that Christmas was coming and that it would be nice to have a bit more spare time. The Convener said that she had been invited to reflect not just on SCVO in 2012-13 but also on her six years at SCVO, which went back to November 2007. She then went on to highlight some important themes from her time in office.

Recession

Historically, the Convener reflected, it had been a significant period. The banking crisis erupted during her first year with SCVO and, according to the Bank of England’s Monetary Policy Committee the previous day, the UK economy was now in a sustained recovery. How that translated into people’s quality of life, how it played out across the country, whether a growing economy was all it was cracked up to be – all of these were questions needed to be asked and would be asked by SCVO. But the Bank’s statement provided a kind of bookend for this official period of financial crisis. The recession narrative had dominated the last six years. The Convener advised that one of the comments Martin Sime made after his sabbatical was that the experience of the voluntary sector should be counter-cyclical. This made sense if you assumed that voluntary activity was a response to people’s needs – the more needs people had, the greater the demands on what we could offer and so the busier we were. And this had indeed been the experience of the sector. Time and again the Convener noted the need to comment on the higher demands and fewer financial resources that voluntary organisations have had to shoulder. It was small comfort that these circumstances brought out the best in people and that they tapped into the resilience, commitment and creativity that characterised the sector. The Convener noted that we would all prefer not to have to run food banks and campaign about the welfare reforms, but we should be grateful that, when times are hard, our inclination towards voluntary action could come to the rescue. In May 2013, SCVO carried out a survey to map the impact of welfare reforms on the sector and on the people the sector supports. It found that there were significant gaps in the provisions that were needed - gaps in advice, advocacy, community support, IT, transport and access to financial services - while 40% of the organisations surveyed didn’t have the long term funding or the capacity to plan ahead that would have enabled them to respond appropriately to the situation. The situation was exacerbated by a lack of public understanding of the reforms and what they meant, while 88% of organisations expected demand to increase going forward. For the people supported by these organisations, financial pressure was nowhere near a thing of the past. However, there were indications that the outlook for the sector was improving a bit. The Convener advised that SCVO’s State of the Sector survey would be published in December but that she was able to provide some flavour of it then. Although the majority of third sector organisations continued to work in a challenging environment, thanks to their adaptability and resilience, we were seeing much more cause for optimism. For example, many organisations fared slightly better in 2013 than in 2012, with more experiencing growth than in the previous year. 41% of organisations grew in size in 2013, compared with only 31% in 2012 and respondents were slightly more positive about the financial situation for their own organisation for the coming year than they were last year. The Convener said she was glad that there were some signs of stability returning to the sector because it had been a rocky time. Each quarter, the SCVO Board received a list of organisations that have joined as members, as well as those that had left. There had been considerable churn in these membership figures. In 2010, for every four organisations that joined, three resigned, often for financial reasons or because the organisation had folded or merged. SCVO was now seeing a welcome stream of organisations returning as members, possibly as a sign of greater financial confidence. Over the period, membership has increased. With 1554 member organisations, SCVO had achieved an increase of 25% on the total for 2008. The Convener noted that the membership profile had changed. In 2009, the largest category of members was those with incomes between £100K and £500K. Now, the membership profile was much closer to that for the sector as a whole, with 42% of members having an income of less than £25K.

Localism

Turning to her next theme, the Convener noted that if the recession narrative had been a feature of the last six years, the period had also been historically significant in that it had seen an SNP Government in Scotland. From SCVO’s point of view, the policy that had shaped our context most was localism. The Concordat characterised the relations between national and local government and the consequences of that shift in initiative had been felt by voluntary organisations. When Dr Elliot became Convener, the ending of ring-fencing caught several organisations off guard. In principle, the Concordat was seen as a way to reinvigorate local democracy, and to give local authorities the freedom to develop their own policies and not simply be a delivery agent for policies and services that had been designed elsewhere, although how that is consistent with freezing Council Tax, the Convener never understood. SCVO had welcomed this emphasis on local democracy, taking the line that robust democracy depends on active citizens - which was where the third sector came in. The Convener said it was interesting to trace how that argument had fared. Service delivery still seemed to be the dominant mode for local authority activity, rather than creative explorations in local democracy, although, in the spirit of localism, she expected that this may vary across the country. Community Planning Partnerships offered a vehicle for a participatory approach to the development of place through the design of services and yet it was proving difficult in many places for new, co-operative behaviours to take hold. Loosening up local democracy had too often resulted in local authorities grasping more tightly their democratic mandate rather than ushering in a new era of empowered communities and active citizens. That new era was central to the dream of the Christie Commission, which the Convener was greatly privileged to be part of. She noted that the Commission was given the daunting task of reforming Scottish public services in a period of recession and huge demographic change. It took the view that, if public budgets were going to be cut, you could respond by doing less of the same or by doing differently what really needed to be done. The Commission took the line that doing things differently was the wiser course of action. Making sure that all the resources at our disposal are pressed into service was key to that – which drew into the equation all the neglected personal assets that people have that frequently express themselves in voluntary action. The Convener reflected that Christie pressed for a different way of looking at things – one that gave local people space to be in the driving seat of service provision, one that tried to eliminate the need for expensive services by preventing a situation getting so bad that they were needed in the first place, and one where agencies pooled their resources to solve the problems that service users presented to them. Commission members noticed as people and organisations “got it” and made the conceptual shift into a different outlook. The Convener noted that she had been involved in various initiatives that followed up the Christie proposals. It had been poignant to see the urgency with which those who do ‘get it’ try to push through changes to well ingrained habits and it had been painful to see the resistance to these changes from those who felt that to agree to them would be to compromise their public responsibilities. Or perhaps it was just the old story of power games. The Convener noted that it was important that the third sector should not lose sight of its distinctive strengths and characteristics in this process. The more the sector engaged with government agencies, the greater the danger that it became a pale imitation of them, or even a vibrant embellishment of them. Both outcomes, suggested the Convener, were problematic. The third sector’s natural environment was within the communities out of which it developed. They were different from groups of patients or service users or customers, and they danced to a different tune. This distinction came home to her, the Convener explained, in a recent meeting when she watched the body language and gestures of people while they talked about communities. Their gestures were fluid, and circular and horizontal, quite different from the vertical structures of accountability and managerial control that we naturally expect of our public agencies. Can you bolt the one onto the other? I’m not sure that you can. And if that’s so, the Convener concluded, we have a lot more work to do to understand how active citizens and empowered communities can shape a public realm fit for the needs of the 21st century.

Public debate

Looking back at papers from the last six years, the Convener had realised what a struggle it had been to make the civil society agenda stick, at the level of the generality of civil action and of building partnerships across a wide civic agenda. On specifics, it had been a bit easier. The Convener noted that SCVO worked hard at finding ways to promote the distinctive thinking in the sector in particular policy areas. The Policy Committee provided a valuable way of capturing views within the sector and in the last year SCVO had held 28 roundtables and seminars to thrash out some of these ideas. The Gathering was an increasingly popular showcase for the best of voluntary and third sector organisations and earlier in the year 3,200 people had visited the Gathering over its two days, with its 42 events and 110 exhibitors. With the event in its tenth year in 2014, the Convener looked forward to these records being smashed. Next year, of course, would be referendum year and SCVO had tried various formulae to capture the energy in the voluntary sector, add oomph and credibility to the debate and to give people space to lay out their hopes and fears for the future, whatever the decision on independence. SCVO had built a coalition, designed a website, held large open public discussions, carried out opinion polls, and sought reassurance that charities could take part in the debate, but the touch paper still seemed to be pretty damp. Some organisations were ready to hold local meetings, or publish discussion material or challenge the campaigns with questions and the Convener expressed her hope that others would follow. The debate mattered. The Convener reminded the meeting that we were about to embark on a significant democratic journey – whether that was as an independent country or as a partner in a union that was being shaken by the prospect of the referendum – and the confidence and engagement of civil society was a crucial measure of the health of the democracy that we take forward.

The whole person

Turning to her concluding theme, the Convener noted that one of the things she loved about the voluntary sector was that, overall, it dealt with the whole person. Of course, that could be a mixed blessing, because people are not simply good and co-operative. They could be mean and fractious and obstructive and the sector gave them space to be all these things too - all in the highest interests of a greater good, of course! This space was a prime area for irregular declensions of the kind that went: “I am committed, you are misguided, and they are blindly looking after their own interests”. The Convener noted that her time in the role had had its moments. She had walked straight into the mediation process with local Councils for Voluntary Service, out of which Voluntary Action Scotland had emerged as an important player. SCVO had pushed rather hard at the boundaries with Volunteer Development Scotland, which had now developed a strong and focused profile. The sector had scratched its heads over a code of good practice for relations with local and national government, yet we were still having to argue for long-term funding to be the norm and for an end to wasteful one-year strategies. We had argued for Community Jobs Scotland as a better successor to the Future Jobs Fund than the Work Programme and explored various kinds of internship programmes. We had put in our penny’s worth in struggles over the Lloyds TSB Foundation, charity tax relief and the recent lobbying bill. SCVO always bounced back, ready for another battle in the cause of better recognition of the full contribution that the voluntary sector can make to a better world. The Convener reflected that she had probably given the impression that SCVO was a very serious place, dealing only with people’s needs and problems. But there was probably a voluntary organisation that responded to any passion or anorak interest you could care to mention – well, nearly any! The Convener noted that she had a lot of sympathy with the view that SCVO focussed too much on social services and took for granted people’s hobbies or international vision or the pleasure they took in the natural world. She observed that we cramp people’s style when we limit their possibilities for action and said she welcomed the freedom in the voluntary sector to release the gifts and strengths that some of the mainstream institutions and agencies denied or suppressed for reasons of convenience. These gifts were most prominently on display at the Charity Awards which had probably been the highlight of the Convener’s year. To be in a room buzzing with the energy and creativity of the best of the sector and to see how little it took to give it recognition probably summed up why the voluntary sector would always bounce back, with a little help from its friends. In conclusion, the Convener said that it had been a huge privilege to be one of these friends though SCVO over the last six years. She thanked the meeting and wished everyone well on their journeys. The Honorary President then presented the Convener with a bouquet of flowers as a small token of SCVO’s appreciation for her extraordinary work on behalf of the organisation and the third sector in Scotland.

4. SCVO motions

4.1 Motion to appoint Shulah Allan MBE as the new Convener of SCVO

The Honorary President then invited Elliot Stark (Volunteer Development East Lothian) to present a motion on behalf of SCVO’s Management Board. Elliot advised the meeting that he was delighted to be able to propose the motion to appoint Shulah Allan MBE as the new Convener of SCVO. The role of Convener was a key position for SCVO. As well as anchoring the organisation’s governance arrangements, the Convener was an ambassador for SCVO and the wider third sector and a champion for charities, community groups, social enterprises and voluntary organisations of all shapes and sizes. A former Director of Edinburgh Association for Mental Health – now Health in Mind – and Edinburgh Voluntary Organisations Council (EVOC), Shulah Allan was responsible for establishing the Edinburgh Compact. She had maintained her commitment to the third sector as a trustee of three local trusts, and as a committee member of a community housing association and a charity focussing on development work with people with learning disabilities. Currently Vice Chair of Lothian Health Board, Shulah was awarded the MBE for services to the voluntary sector in 2010. The motion was seconded by Susan Archibald (The Poverty Alliance) and carried unanimously. Shulah made herself known to the meeting and acknowledged the welcome she had received from SCVO’s members.

5. Members motions and points from the floor

There were no members’ motions and the Honorary President invited points from the floor. No points were raised. 6. Honorary President’s final remarks and close of AGM The Honorary President thanked members and all attending for giving up their time to participate in the AGM and the Third Sector Summit which preceded it. He closed the AGM and invited members to attend the Stephen Maxwell Memorial Lecture, which followed the close of business. The lecture would be given by Jane Jones, who had worked for over 30 years in the field of community activism. The Honorary President advised members that the day would conclude with a drinks reception, which they were invited to attend.