MEETINGS IN A SACCO

Definition:   A meeting is the gathering or coming together of at least two persons for a lawful purpose.  A meeting then consists of two or more persons.

When members of a co-operative society come together to discuss matters concerning their cooperative, the meeting is lawful. the meeting of a co-operative society is said to be private because only members can attend and participate in passing resolutions.

Meetings are important for the success of any organization.  there are two main classes of meetings in co-operative societies.  these are:

•   General Meetings

•   Committee Meetings

General Meetings

General meetings are meetings where all members of a co-operative society attend. the supreme authority of a co-operative society is vested in the general meeting.  this is where members have the right to attend, participate and vote on all matters.  the two types of general meetings are:

•   Annual General Meetings

•   Special General Meetings

Annual General Meetings

The functions of the annual general meetings are: (section 27 of the Act)

• Consider and confirm the minutes of the last annual general meeting.  the annual general meeting of a co-operative society is convened each year by the committee. it should be held within four months after end of the financial year (Section 27 of the Act).  this is when members exercise their authority.
• Reading the notice convening the meeting
•  Consider the minutes of the last annual general meeting and any other intervening general meeting.
• Consider reports of the committee and any from the commissioner.
• Consider and adopt audited accounts.
• Determine the manner in which any available surplus is to be distributed or invested.
• Approve the estimates of income and expenditure of the ensuing year.
• Carry out elections to fill any vacant positions.
• Determine, where necessary, the maximum borrowing power of the society.
• Appoint auditor for the ensuing year.
• Transact any other general business of the society of which notice has been given to
•  Members in the manner prescribed in the by-laws.
• The quorum of AGM of any SACCo Society shall be as laid in by-laws

The annual general meeting is the mirror of the society.  if the co-operative is growing and making progress, this will be seen in the annual general meeting. this is the occasion when members exercise their ownership, authority and control of the co-operative.

Special General Meeting

A Special General Meeting of a co-operative society may be convened by:

• The committee for the purpose of discussing any matter which may arise in the society before the annual general meeting is due.
• The committee on receipt of a written notice for such meeting signed by such number of members of the co-operative  society as may be prescribed in society’s by-laws and stating the objects and reasons for calling the meeting. If the committee fails to convene a meeting within 15 days of receiving the notice from the members, the members demanding the meeting may themselves convene the meeting by giving notice to the other members of the co-operative society stating the objects and reasons for the meeting and the fact that the committee has failed to convene the meeting.
• The Commissioner for Co-operative development, who may direct the matters to be discussed and who may preside at the meeting will not need a quorum

There is no fixed number of special general meetings to be held in a year.  the number will depend on the frequency at which urgent issues arise. As much as possible, all important matters should be properly planned for and addressed during the annual general meeting.

Committee Meetings

In every registered co-operative society, members elect the committee to run the affairs of the society on their behalf.  the committee should consist of five, seven or nine members.

In order to carry out duties entrusted by the general meetings, the committee members hold regular meetings. the frequency of the committee meetings depends on the business of the society, but they should normally be held monthly and at least quarterly.  the discussions during the meetings include:

•   to consider and confirm the minutes of the previous meetings.

•   to discuss and check the accounts of the society (liquidity position).

•   to receive and discuss various reports of the society (includes activity and sub committee reports).

•   to discuss the financial obligations of the society (creditors and other commitments).

•   to discuss any other matters that affects the running of the business of the society.

•   to discuss membership growth, withdrawal, staff matters

•   to discuss product and services development

•   to discuss loan delinquency management among other things

Sub-committees - When the committee finds that some matters need more detailed work and reports, sub-committees are elected from among the elected members of the committee. Such committees have only delegated powers and have to report back to the main committee on their work.

The number of sub-committees and the frequency of sub-committee meetings is dictated by the volume and nature of business.

All meetings should have meeting schedules prepared and approved by the full board. this will assist in proper planning and budget allocation. Sub-committees should normally meet earlier and then present their reports to the full committee meeting for adoption and discussion.

Ad-hoc Committees - these may be formed to address specific tasks, and they will cease to exist when the work assigned to them is accomplished.

Joint Meetings

The management committee and the supervisory committee are expected to hold joint meetings quarterly. this is after the supervisory committee has compiled its quarterly report.

The Supervisory Committee should present its report to the meeting for discussion and response from the society committee on the various issues raised.  After presenting the report,  the management committee should be left to make decisions on how to address the issues raised and not yet addressed.

The manager of the society should attend all committee meetings to offer advice on technical and professional matters.

EXCERPT FROM: Savings and Credit Co-operative Societies; Start-up Kit (Swiss Contact and Department of Co-operatives).

ESSENTIAL ELEMENTS OF AN EFFECTIVE AND VALID MEETING IN SACCOs

The following requirements have to be observed in an effective and valid meeting:

•   there must be notice of the meeting.   in case of general meetings, there must be 15 clear days written notice (section 27 of the Act). the notice should clearly indicate

•   the nature of the meeting

•   the date of the meeting

•   the place of the meeting

•   the time of the meeting

•   the agenda of the meeting

•   the notice should be by a person authorized to do so.

•   the notice must be circulated to all members.

•   notice of the meeting must be read and adopted at the start of the meeting.

•   there must be a quorum; that is, the minimum number of members required before a meeting can continue with business.

•   the meeting must be chaired by the person authorized to do so by law. It is usually the chairman and in his absence the vice-chairman. If both are not present, then any member elected by the majority of members present shall preside.

•   the meeting must be conducted following the order of the agenda.

•   Minutes of the previous meeting must be read, confirmed and signed by the chairman before proceeding with the meeting.

•   voting must be carried out in a democratic manner and in accordance with the by-laws.

•   the chairman must control the meeting and act in the best interest of the society.

•   After each discussion, the chairman must announce the decisions arrived at (resolution) to enable the secretary enter a proper record.

•   Any report presented must be adopted before it is discussed.

•   Each resolution passed should be proposed and seconded. For resolutions passed that require action to be taken,  the meeting should:

»   identify who to act (action persons).

»   Give time limit by which action should be taken (action deadline).

»   identify and allocate required resources to enable implementation (resource allocation).

•    Minutes of the meeting must be clearly written.

Minutes and Minutes Writing

Minutes are a summary of the main points discussed/arrive at during a meeting. they are not a record of everything that was said.  Minutes should provide a clear and concise indication of what actually happened, that is agreements reached and resolutions passed.

Minutes are only valid after they have been read and signed by the chairman and the secretary on behalf of the members who attended.

Purpose of Minutes

•   reference - Minutes serve as a record for future reference of what was discussed and agreed upon in a meeting.

•   Evidence - Minutes are used as evidence in case of litigation in a court of law. this is to
promote or protect the interests of the society when appropriate.

•   disputes - Minutes are used to settle disputes in case of disagreements on what was agreed on in the past

•   Allowance - Minutes are used to support payment of the sitting allowance of committee members in societies in  accordance with approved budget

Layout of Good Minutes

The layout of minutes should consist of the following:

•   name and address of the organization

•   title, nature, date, place and time of the meeting e.g. Minutes of the management committee meeting held on 10th July 2007 in the co-operative society’s boardroom from 10.00 a.m. to 1.00 p.m. (in capital letters)

•   names and designations of those in the meeting.   these can be categorized as present,
present by invitation, in attendance. Also record those who are absent with apology and
those who are absent but have not sent any apology.

Actual Proceedings of the Meeting

Start by recording the actual proceedings of the meeting.  Always start by numbering each minute from the last minute during the same year.  For example when recording the 3rd meeting of the year where the last minute number of the previous (the second) meeting was 18, start with number 19 e.g.

Min. no. 19/3/2007:  READING AND CONFIRMATION OF THE PREVIOUS MINUTES

The minutes of the previous meeting held on 8th February 2006 were read and confirmed as a true record of the proceedings of that day.  This was proposed by ……………….…… and seconded by ………..………………..

If there are any amendments to be made before confirmation, they should be made and the minute written for example as follows:

The minutes of the previous meeting held on 8th February 2007 were read and confirmed
as true record of the proceedings of the meeting with the following amendments:  (if any)

EX-MINUTE: ………………………………………………...………….

Minutes are always written in logical order from the first to the last one. Each minute title should be written in capital letters and underlined, as in the example above.

Min. no. 20/3/2006:  MATTERS ARISING FROM THE PREVIOUS MINUTES

If any discussion is raised on any of the previous minutes, record it by reference to the minute e.g.

EX-MINUTE:  13/2/006 - The chairman explained that the society could not repair the machines as agreed due to delays in processing tender documents.

EX-MINUTE: 17/2/2006 - The meeting agreed to re-allocate 50% of the money meant for committee training members’ education after realizing that this was the main bottleneck in the progress of the co-operative society.

Note: Every letter calling a meeting should have the first agenda, Reading and confirmation of previous minutes and the second as Matters arising from previous minutes.  The last item of the agenda should be; Any other business.

Ending Paragraph

In a separate paragraph after any other business, conclude the meeting with:

There being no other business to discuss, the meeting ended with prayer at………….
or:

Due to inadequate time, the chairman decided that all agenda of the meeting could not be discussed and some matters were therefore referred to the next meeting.

The society should maintain a minute file where all valid minutes are kept.  Copies of minutes may be sent to relevant offices for information and any necessary advice.

The supervisory committee will follow the same procedure of convening and conducting meetings.

EXCERPT FROM: Savings and Credit Co-operative Societies; Start-up Kit (Swiss Contact and Department of Co-operatives).

DUTIES OF GENERAL MEETINGS

General Meetings of co-operatives usually have the following duties:-

MEETINGS

a) Consider and confirm the minutes of the previous General Meeting.

b) Consider reports of committees, the Commissioner or his/her representative and the audited accounts on the society’s activities during the past financial year.

c) Consider and resolve on the manner in which any available surplus shall be distributed or invested, subject to the Act and rules.

d) Elect or remove members of the Committee and the Supervisory Committee, subject to the Act, Rules and these by-laws.

e) Fix the indemnity for the elected committee members and management staff.

f) Consider recommendations from the Committee, against suspension and expulsion of members.

g) Consider appeals against refusal of membership by the Committee.

h) Confirm or reject admission of new members by the committee.

i) Fix the maximum liability which the society may incur in loans and deposits from both members and non-members.

j) Approve the estimates of income and expenditure for the financial year following the General Meeting.

k) Fix the honoraria, if any, for officers or employees of the society.

l) Decide on the management structure, including the establishment of branches to facilitate efficient and cost effective delivery of services to members.

m) Appoint bankers, auditors and advocates of the society for the ensuing year.

n) Affiliate the society to National Co-operative Organization for SACCO societies and the Apex society, subject to approval of the General Meeting;

o) Transact any other business of the society for which notice has been given to members in the manner prescribed in these by-laws.