Kates’s analysis of the EGM
What happened -
It was hot, crowded and acrimonious. It went on for three hours. It was not a lot of fun.
The good things that emerged -
The hall was full to capacity with members from all around the country, many carrying proxies.
Trustee John Simmons opened proceedings with a clear, honest and apologetic account of the last few months. He and other Board members insisted on being treated as a collective, though it was clear that full consultation could not have taken place for many incidents. He announced that the trustees had all already decided to resign together.
Paul Ranford, resigned Finance Officer, gave his testimony, which enlarged on the statement given to you yesterday. Paul was clear, exact, measured, and devastating in his analysis of what went wrong. He has given up his job and put himself through the ordeal of a public meeting purely on principle, and many of you have already written to say how brave and unusual a move this was.
We learned that the poetry world contains several union officials, lawyers and public servants well able to speak up. Maybe they can all be future trustees. Maybe Paul Ranford would consider it, too.
And the bad things -
The story outlined in Paul Ranford’s statement yesterday was corroborated by the Board. They didn’t produce good reasons for their behaviour: no grievance had been brought against Judith Palmer, they said, nor any process followed. They acted as they did because the relationship between Director and Editor had become a matter ‘of open debate’. When we commented that this debate had not been open to members, the Chair replied, ‘You obviously weren’t at that party.’ What had happened to Judith Palmer, it became clearer and clearer, was, as union official Tom Hall rose to say from the hall, that very unusual thing: ‘an overwhelmingly strong case for constructive dismissal’.
Judith Palmer hasn’t brought this case, yet; but she did, and only orally, suggest that the Board’s behaviour might be actionable. In response to this, the Board has spent £24,000 of legal fees with the firm of Harbottle and Lewis. They didn’t try ACAS. They didn’t use their HR indemnity. They didn’t use charity lawyers. They couldn’t remember who the pro bono lawyers were. The former Chair, Anne Marie Fyfe, rose to express her great anger that lawyers had been used to threaten Judith Palmer – simply, it seemed, for talking to her. The lawyers’ bill and the withholding of the ACE grant have brought the Society to its knees: Paul Ranford stated that an overdraft was now needed, and the building in Betterton Street was being valued.
The vote: No confidence, by an overwhelming majority.
Where did this get us?
Not as far as it should have. The Board announced that because we had not put names of prospective new Board members on our Requisition, they would not be resigning immediately to allow a new Board to be elected. Instead, they would stay on till September when they would resign at the AGM. However, they agreed to co-opt three new Board members: Robyn Marsack, Edward Mackay and Cary Archard.
While this decision does follow the Articles and Memoranda, it is also largely a matter of will. The only reason why the Board’s resignation as a group and the election of a new interim Board would not be allowable is the idea that ‘the members’ would protest at the short notice of elections. But I think the will of the members was very apparent in that room. I asked, several times, for two Board members to stand down to allow the co-option of two fresh Trustees, but they also declined to do this.
Of course, September is not very far away. But the date does affect Judith Palmer, the resigned Director. If she wants to sue for constructive dismissal, then no one in the room yesterday can be in any doubt that she has a very strong case. Her pay-out would be £50,000-£90,000, including costs, bringing the Society to its knees or even bankrupting it. But Judith would need to start such an action before September for it to be legally effective. She has said that she would rather return to her job – on her contract of April 1st. The Board, though they said they were ‘in negotiation’ with her, would not say that they would offer her this. The Board’s refusal to step down also means that if she returned, it would be to report to the same people who forced her resignation in the first place. While I understand the Trustees’ wish to act as a group and retain their dignity, I think they should also have thought about this dilemma, and of the Society’s wider interests.
The AGM will now be in September. If any wider good can come of this, it has to be in renewed membership, renewed enthusiasm, and new openness. The Poetry Society needs a new, tighter, constitution and a new, more disinterested board. I know that that Board is out there now, and I hope that you will put yourself forward.
Thank you for all your support. The Requisition has brought an amazing group of people together who otherwise would not have known each other, and there has been huge amount of good will and good work. I’d like to thank Samantha Wynne-Rhydderch, Lydia MacPherson and Martin Alexander for so very much work.
I suppose this is goodbye.
Extraordinary General Meeting
Doors open at 1:30 – Meeting at 2:00 on Friday 22nd July. Details below.
This from the Poetry Society EGM facebook event page (updated Tuesday 12th July 2011):
“* NOTE: Please bring along your membership card, which should have an expiry date of 22/7/2011 or beyond. (If you have mislaid your card, contact Paul McGrane, Membership Manager, on 020 7420 9881 or email@example.com)”
Root out and check your membership card, and advise others to do so. We’d hate to see members refused entry!
– anyone fancy meeting for lunch at 12:00 on Lincoln’s Inn Fields, opposite the RCS? Bring a sandwich and a name-badge. And an umbrella.
2:00pm on the 22nd July 2011. Doors open at 1:30.
Lecture Theatre 1, The Royal College of Surgeons, 35-43 Lincoln’s Inn Fields, London WC2A 3PE
Location – How to find the RCS
Detailed map – on Google