AGM Minutes 9 November 2010 - GS1 UK

To: GS1 UK Members
AGM Minutes 9 th November 2010
Minutes of a meeting held at The Grand Connaught Rooms, 61-65 Great Queen Street, London, WC2B 5DA
Members Present
Name Company
Tony Engleman AdvanceFirst Technologies Ltd
Alan Winsbury Atlas Products Ireland Ltd
William Pugsley Atlas Products Ireland Ltd
Steve Cross ATMS
Bob Stevenson Axicon
Brian Marcel Bar Code Systems (London) Ltd
Greg Tanner Bar Code Systems (London) Ltd
Lee Tate Board Strategies
Dave Hodges Brandbank
Ed Collins Brandbank
Rob Tarrant Brandbank
Alison Wiltshire BT Global Services
Keith Sherry BT Global Services
Prof. Richard Wilding Cranfield School of Management
Danny McCarthy CSM (United Kingdom) Limited
Philip Leslie Dectag
Lawrence Hutter Deloitte MCS Limited
Lee Metters Domino UK Ltd
Douglas Barber GEM
James Barber GEM
Matthew Stephenson GS1 UK Supervisory Board
Alice Wood GXS Ltd
Jonathon Berg GXS Ltd
Rob Minns GXS Ltd
Terry Cramphorn Herbert Retail Ltd
Nitesh Hirani Hirani Industries
Justin Suter IBM
Ian West IBM United Kingdom Ltd
Tony Corkett InviSys Ltd
John Jenkins JJ Associates
Helen Mollart Kodit Database Limited
Steve Coussins Life Member
Prof. Tom McGuffog Life Member
Stefan Hesse Makro Self Service Wholesale
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AGM Minutes 9 th November 2010
Hugh Cockwill Mobilize
Hywel Williams National AIDC Centre for Wales
Joanne Morgan Nestle UK Limited
Robin Kidd Nestle UK Limited
Sarah Jordan Nestle UK Limited
Iain Howarth Open Range Ltd
Jon Graves Packaging Logistics Services Ltd
Lisa Beattie Premier Foods
Jon Bemrose R&R Ice Cream UK Ltd
Mike Coupe Sainsburys Supermarkets Ltd
Neil Batchelor Sato UK Ltd
Richard Scott Sato UK Ltd
Gregory Matis Spilt Milk Music Limited
Kate Fellick St Richards Hospital CSSD
Tessa Brai St Richards Hospital CSSD
Steve Agg The Chartered Institute of Logistics
Bernard Auton The Chartered Institute of Logistics
Adam Swanson Transalis Ltd
Roger Heafield Truimph International Ltd
Jon MacFarlane Unilever UK Limited
Members Present
Eric Kirby Unilever UK Limited
Peter Jordan Life Member
In Attendance
James Spittle GS1 UK Chairman
Graham Clarke GS1 UK Financial Director/Company Secretary
Gary Lynch GS1 UK Chief Executive/Life Member
Gemma Haworth
Tom Barry
Apologies
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Minutes Secretary
Augustina Fashola 2D Marketing Ltd
Adrian Conway Abcon
D Myres AIDC Solutions
S Brown Albert Brown Ltd
GS1 UK Supervisory Board Member
F L Minnear Alucard Publishing
David Stothard Apollo Gardening
H Afiz Aqua Natural Ltd
Asif Siddiqui ASGS (UK) Ltd

AGM Minutes 9 th November 2010
J Hayden Blanchford & Co
N John Blue Max Group Ltd
Duncan Lennard Brakes
B Brown Breezement Farm
Martin Dobson Bristol-Myers Squibb
Marcus Dunsmore Cadbury Plc
Zoe Wallace Cadbury Plc
C Spiby Caroline’s Dairy
David Nettleton Coriely Ltd
Professor Lynette Ryals Cranfield University
A Arkinstall Creative Yarns Ltd
Kevin Skinner Easylink Services International Ltd
Eva Kalenda Eva Kalenda
J Hally F A Richard Ltd
R Howel Fabris Lane Ltd
David Geary Fatherson Bakery
Sir Moir Lockhead FirstGroup
Ali Sancar Gamma Import/Export Ltd
Mark Ferrar GS1 UK Supervisory Board
Richard Pratt GS1 UK Supervisory Board
J Hopwood Intellident
Mark Brackley Jade Communications Ltd
David Aspen Jana Ltd
Jill Vaudin Jill Vauidin Publishing
Craig Story Kodit Database Limited
Alan Boxer Life Member
David Elloitt Life Member
Roger Till Life Member
A Stevenson Longday Foods
Robert West L’Oreal (UK) Ltd
P Steadman Makro
Susan Martindale Mitchells & Butlers plc
Steve Gray Mobilize
James McCarthy Motorola/Symbol Technologies
Frank Bell Moulson Coors
Chris Tyas NestleIan Peake
Ian Peake O-I Manufacturing UK Limited
T Oliver Olivers Cider and Perry
Stewart Oades Palmer & Harvey McLane Ltd
Alun Price Premier Foods
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AGM Minutes 9 th November 2010
Eugene McElhatton Procurra Solutions Ltd
John Hall Procurra Solutions Ltd
Apologies
J Gough Regent Medical Ltd
Harry Lymburn SafeSol Limited
J Wilkes Solitaire Payphones
I Mendonca Southport Ormskirk NHS Trust
Darren Brown Stena Line Limited
Barry Davis Tesco Stores Ltd
Richard Copperthwaite Tesco Stores Ltd
Mike McNamara Tesco.com
Richard Copperthwaite Tesco.com
S Sticker The Sticker Factory Ltd
Ian Bucklar TRS Supplies
I Rainsford Verbatim Europe
A Campbell Wallace Collection
Graeme McFaull Wincanton Group Ltd
A Ford Winterbotham Darby
Andrew Plews WM Morrison
Alasdair Garnett World Duty Free
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Introduction
AGM Minutes 9 th November 2010
The Chairman welcomed members to the 34th Annual General Meeting of GS1 UK Limited and noted that the
meeting was quorate. The Chairman drew attention to the GS1 UK Competition Policy, a copy of which was available
at the meeting, and which members accepted in agreeing to participate in the meeting.
In accordance with the resolution passed at the 2007 Annual General Meeting, the Calling Notice for the 2010 Annual
General Meeting had been made available to members electronically via the GS1 UK Website, members were
notified of its availability by email (where possible). Members who had opted out of electronic communications had
been sent a link to the Calling Notice which was displayed in the website
As part of this process, members were invited to appoint proxies online and an increased number of proxies had
been registered this year.
The notice of the meeting was taken as read.
1 To approve the minutes of the previous Annual General Meeting held on Tuesday 10 November 2009
The draft minutes of the 33 rd Annual General Meeting had been made available to members on the GS1 UK Website
and copies were included in packs at the meeting.
Proposer John Jenkins – JJ Associates
Seconded Peter Jordan – Life Member
The meeting then approved the minutes of the last meeting as a true and accurate record by a show of hands.
2 To receive and adopt, if thought fit, the Financial Statements for the year ended 30 June 2010
The Financial Statements for the year ended 30 June 2010 were made available on the company website in
September, copies were also provided to attendees at the AGM.
The Chairman invited Graham Clarke, Chief Financial Officer, to introduce the Financial Statements.
Mr Clarke presented the Financial Statements and in summary reported that we had suffered a tougher year than we
are used to but we had still had a successful year and had achieved all of the key objectives. We remain in a strong
financial position retaining the ability to continue investing in improved services for members.
Mr Clarke closed the presentation by informing the meeting that this was to be his final AGM as Finance Director and
wanted to thank the members for their support over the last seven years.
No questions were raised.
Proposer Robin Kidd – Nestle
Seconded Keith Sherry- BT
The meeting then approved the Financial Statements for the year ended 30 June 2010 by a show of hands.
3 To re-appoint Kingston Smith LLP as auditors and to authorise the Supervisory Board to fix their
remuneration
The Chairman informed the meeting that Kingston Smith had confirmed their willingness to continue to act as
Auditors for GS1 UK.
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AGM Minutes 9 th November 2010
Proposer Mike Coupe – Sainsbury’s Supermarkets Ltd
Seconded Keith Sherry – BT
The meeting approved the re-appointment of Kingston Smith as auditors and for the Supervisory Board to fix their
remuneration by a show of hands.
4 Election of Officers of the Association
The Chairman informed the meeting that Mr Christopher Tyas was to step down as Vice Chairman of the GS1 UK
Supervisory.
As required by Article 20 (a) (1) the Supervisory Board had prepared the nomination of a candidate suitable for the
appointment to the office of Vice Chairman.
Vice Chairman Stefan Hesse, Makro
Proposer Steve Coussins – Life Member
Seconded Peter Jordan – Value Chain Vision
The meeting then voted by a show of hands the appointment of Mr Stefan Hesse as the Vice Chairman.
5 Election of the Staff Director
As required under Article 24 (b) Andrew Osborne was required to stand down as Staff Director after completing his
initial term of three years. Andrew has agreed to stand for a further term of three years.
The meeting voted by a show of hands the appointment of Mr Andrew Osborne as the Staff Director for a further term
of three years.
6 To elect the (Non Executive) Members of the Supervisory Board
In accordance with Article 24 (a) (3) the three longest serving members of the Supervisory Board who are retiring by
rotation this year are:
Richard Copperthwaite
Matthew Stephenson
Lee Tate
Mr Copperthwaite and Mr Tate had agreed to stand for a further term.
Other members retiring from the board from choice were:
Richard Pratt
Karen Winney
A replacement Non Executive Director was also required for Stefan Hesse following his appointment as Vice
Chairman. The number of vacancies therefore was six.
Candidates standing for appointment as Non Executive Directors
Nominated under Article 20 (a) 4, by the Supervisory Board
Richard Copperthwaite
Lee Tate
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Marcus Dunsmore
Duncan Lennard
Lawrence Hutter
Graeme McFaull
Nominated under Article 20 (e), by the Membership
Bill Pugsley
Ian Bucklar
Philip Leslie
Peter Jordan
AGM Minutes 9 th November 2010
Biographical details for each of these candidates were supplied in the Calling Notice.
The Chairman informed the meeting that as there were only six vacancies on the Supervisory Board, members of the
meeting should vote for six candidates only.
The votes were then cast and added to the proxy votes received. The successful candidates were then announced
as:
Richard Copperthwaite
Lee Tate
Marcus Dunsmore
Duncan Lennard
Lawrence Hutter
Graeme McFaull
The Chairman congratulated the successful candidates and thanked all candidates for standing for election.
7 To receive reports from the Chairman and the Chief Executive on the Association activities and
progress since the last Annual General Meeting
The Chairman addressed the meeting and reviewed the past year which has seen GS1 UK achieve the key
objectives set out in the Strategy Plan. We have delivered greater levels of service and experienced a growth of over
one thousand members. A copy of his report is included in the Annual Review 2009-2010.
The Chairman then invited Gary Lynch, Chief Executive, to present his report.
Mr Lynch then set out the current Strategy Plan for 2010-2013. A copy of his report is also included in the Annual
Review 2009-2010
No questions were raised for either presentation.
8 To transact any other competent business
Mr Brian Marcel from Barcode Systems (London) Ltd stated that he was unhappy due to the recent addition of the
Bar Code Image Service which had been launched as part of GS1 UK Online. He felt that this service was
jeopardising his business and as a member was not in the ‘spirit of working together’. He stated that he had been in
correspondence with the Chief Executive about this matter but felt that the responses received were not satisfactory
and wished to know when GS1 UK would cease this service.
The Chief Executive explained that in his letters he had said that the Bar Code Image service was a natural extension
to GS1’s core activity of issuing numbers and was a service that many small businesses had asked GS1 UK to
provide. He added that a number of web based organisations had also stated to offer illegal GTINS and associated
images and GS1 UK felt that it had to offer a similar service to ensure that duplicate barcodes did not enter the UK
supply chain.
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AGM Minutes 9 th November 2010
Mr Lynch went on to explain that doing the scoping of GS1 UK Online (the members portal), many stakeholders were
consulted, including, some Solution Providers before the service was launched.
With regard to not receiving a satisfactory reply, Mr Lynch said that on receipt of the first letter he had made a change
to the Imaging Service web page highlighting that GS1 Solutions Providers offer this and many other value added
services and included a link to the solution provider finder.
Mr Marcel asked why, as a Solution Provider, he was not asked to take part in the Survey, Mr Lynch responded by
stating that he would look into this and stated that he would be available after the meeting to discuss this matter
further.
9 Retiring Board Members
The Chairman thanked the retiring board members for all of their hard work during their time on the board.
10 Date of the next Annual General Meeting and Close of Meeting
The proposed date of the next Annual General Meeting is Tuesday 08 November 2011.
The meeting closed at 17.14hrs.
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