Issue 3 March 2005 - BASES

EGM
A new chapter in the history of BASES has opened
BASES is now a private limited company and will shortly be
restructuring to Divisions. At the February EGM, members
voted in favour of the following proposals:
1. To establish three Divisions focused on the areas of Sport
and Performance, Physical Activity and Health, and Learning
and Teaching
2. To form BASES as a private company limited by
guarantee.
Forty members attended the meeting and those unable to
attend registered their opinions via an on-line survey. There
was a good mix of new faces and more established members
of the Association.
BOTH proposals received overwhelming support. At the meeting there
was constructive comments and vibrant and focused debate. The main
concern raised was about a realistic hand-over period from existing
structures to a new Divisional structure. Dr Neil Fowler and Prof Les
Burwitz expressed their views that September 2006 was a more realistic
timescale. Prof Andy Smith, a proponent of Revolution rather than
Evolution, stated that a Big Bang approach was required. Such an
approach was supported by some new faces, who added that there was
a need for a leap of faith and that members needed to place
responsibility on the Strategic Management Team to put the exact detail
into the plans. A proposal to go for a less dramatic timescale in terms
of change-over was not supported and there was strong support in
favour of the original proposal with one member voting against it. Dr
Neil Fowler highlighted that, “Members now need to embrace the
changes and to volunteer for working parties and other activities.”
“Members now need to embrace the
changes and to volunteer”
The vote to form a limited company required less debate. There was
helpful comment regarding some aspects of the Memorandums but the
rationale behind the proposal was unanimously supported. Based on
effective planning by the SMT, BASES was incorporated on 8 March
2005 under the Companies Act 1985 as a private limited company. Dr
Claire Palmer, BASES Executive Officer, has headed this project and
said, “To be incorporated just 8 days after it was voted for at the EGM
is a great achievement for the Association. I spoke with another
association who took three years to become incorporated because of
needing to go through several AGMs and red tape. So for BASES to do
this in such a short period demonstrates how effective the new
Strategic Management Team is.”
“Becoming a limited company wasn’t straight forward at all as BASES
requested exemption from using 'limited' in its name. Also our company
name contains two ‘sensitive’ words, ‘British’ (implying national or
international pre-eminence), and ‘Association’ (implying business preeminence
or representation or representation or authoritative status),
which cannot be used without consent of appropriate parties. We
needed to ensure we supplied sufficient evidence to support our preeminence
and ensure that the Memorandum and Articles of Association
had the relevant clauses in. It certainly was a relief when we got the
certificate of incorporation through.”
“It’s important for the Association to be
flexible to operate in the best interests of
members at a quick pace”
The main advantage of this development is that as a limited company
BASES has limited liability. This means that if the Association ever
ceased to operate, the Association will be required to pay only what it
has already paid or agreed to pay towards settling its debts. The only
liability is for fraud and for recklessness and incompetence that has
jeopardised the interest of the creditors.
Two documents will replace the Constitution. The first document,
Memorandum and Articles of Association, broadly sets out the objects
for which the company is formed and the regulations governing the
company’s internal affairs. The second document, Rules, will contain
26 Issue 3 March 2005 The Sport and Exercise Scientist
more detailed
information,
which will be
available by
the
September
2005 AGM.
The SMT will
have the
power to
make
regulations on
any points not
specifically
catered for by
the Rules or
to make
alterations to
Prof Craig Mahoney
and Dr Claire Palmer.
the Rules, provided such new regulations or alterations are reported at
the next available quorate general meeting. Dr Richard Davison from the
SMT added, “I think it was timely to review the Constitution as it’s
important for the Association to be flexible to operate in the best
interests of members at a quick pace.”
“It's our organisation and it can only be as good
or supportive as we make it for each other”
Dr Claire Palmer commented after the meeting, “Both moves are
significant steps forward for BASES. The short timescale that both
proposals were put together and voted on was really impressive. The
Association appears to have really picked up momentum and members at
the meeting acknowledged the rate of positive change that is now
occurring. The required work between now and September will be
substantial but I’m confident that deadlines will be met.”
The existing four Section Chairs have been tasked with consulting
section members about how their needs can be met best with respect
to Interest Groups. Calls have already been made for volunteers to sit
on three Divisional working parties, which will develop Terms of
Reference for their respective Divisions (including Division name, aims,
membership, meetings, committee structure, election of officers,
structures and systems for education and training, supervised
experience and accreditation) for approval by the SMT. This will enable
elections for Division Officers to take place in time for the September
2005 AGM. The SMT will be responsible for ensuring parity across
Divisions.
Prof Craig Mahoney, BASES Chair, reflected on the EGM, “I am
personally delighted with the outcomes and would like to thank the
members, the Strategic Management Team, the Modernisation Working
Party and the full-time staff for all their hard work that was involved in
preparing these new initiatives. I think the future of the Association is
very exciting and look forward to working with the members in seeing
these proposals realised.”
One Email sent to the BASES Office following the EGM provides a good
summary, “It's our organisation and it can only be as good or
supportive as we make it for each other. I liked the vibe at the EGM. A
new chapter in BASES' history has opened.” ■
www.bases.org.uk