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AGM Minutes 2009-2010

Minutes of the Annual General Meeting held

at 11:00am on Saturday 15 January 2011



Chairman, Dr A M Mould; Secretary, Ms H L Watters; Treasurer, Mr R Bickerstaff and 72 other Members.

By invitation

: Mr K F H Reid, Director of Ness Gardens.

The Chairman welcomed Members and declared the 2010 Meeting open. He took this opportunity to note that since the last AGM the Society had sadly lost its President, Ken Hulme. Ken Hulme, who had been President for 20 years, had been instrumental in the setting up of the Society in 1962 as well as being responsible for much of what the Gardens has since become.


Formal apologies for absence had been received by Mr Keith Cade and Mrs Pat Crooks.


A query was put forward that the Independent Examiners report on page 11 in the Annual Report and Financial Statements for the year to 31 July 2009 should have been excluded as the examination had not taken place at the time of the AGM on 17 October 2009. In response, the Secretary and Treasurer confirmed that the accounts had been examined before the Annual Report had been produced and made available for the AGM. However, as no prior knowledge had been made of the question raised, exact dates were not readily to hand to provide a full response at the meeting but the timeline would be reviewed and fully reported back to the Membership.

Not withstanding the above, the Minutes of the Annual General Meeting heldon 17 October 2009 were taken as read and accepted as an accurate record.

No Matters were arising from the Committee. Further queries were raised as to the timeline of when the Society's accounts to 31 July 2009 were examined and signed off by the Independent Examiner and presented to the Committee. The Secretary again confirmed that the full timeline would be reviewed and reported back to the Membership as exact details were not readily to hand at the meeting.
As the appointment of the Independent Examiner, Mr Adrian Jones, to 31 July 2010 had been deferred at the last AGM a Motion was put forward that a vote be made to reappoint Mr Adrian Jones to 31 July 2010 and 31 July 2011. This Motion was AGREED by the meeting.
(a) Annual Report
The Secretary detailed a number of the key points from the Annual Report for the year ended 31 July 2010:
 Membership Rates: The proposal to increase the Membership fee was discussed at the Committee meeting in September 2009 and for a further year no changes were made. However, whilst outside the timescale of this AGM subscription rates changed on 1 January 2011 and more about the impact of these changes will be reported at the next AGM. As previously mentioned at the last AGM and in the Annual Report the Committee will constantly review the classes of membership with further information circulated once full details have been confirmed.
 Membership Figures: to 31 July 2010 the Society had 7,376 Members (6,955 the previous reporting period) which is 4,433 memberships broken down into the Classes as detailed on pages 4-5 of the Annual Report. The recruitment level of 800 new Memberships over the reporting period was a significant achievement.
The Friends of Ness Gardens has a very loyal membership with 3,604 renewing over the reporting period. Whilst 64.3% of subscriptions were collected through Direct Debit it is important to ensure that this was developed further over forthcoming years to help keep administration costs down as well as to make it 'easier' to retain members. The importance of Gift Aid remains high and the £40,000 claimed back from HMRC over the last reporting period is due in no small part to the up-dating of records to ensure people have signed Gift Aid forms instigated by Jim Flemington and Brian Lewis.
 Finance: full details will be given by the Treasurer under Item 4(b) but it has again been a year when the Society has been able to provide the Gardens with additional grants amounting to £68,775, this is in addition to the £103,805 for general support (the 80% of subscriptions being paid directly to the Gardens).




Grants: there has been a varied range of grants given to the Gardens over the last reporting period including:


£46,000 to realise the installation of the award-winning Ness Botanische garden designed by Chris Beardshaw


£10,000 towards the setting up a Student Bursary in memory of the Society's late President Ken Hulme


£3,000 to automate the Ness Gardens Weather Station


£3,000 towards the Visitor Centre Lighting


Any amount of grant which remains unspent once a project has finished is written back to the Society's accounts to be available for other funding applications.




: year-on-year the Society continues to run on an extremely tight ship assisted in no small terms by the on-going generous support of Jim Flemington and Brian Lewis who look after the membership database. The success of the recruitment has also been due to the proactive up selling by the Visitor Services Desk volunteers.

(b) Accounts


A query was put forward that the Independent Examiner's report for the Financial Statements to 31 July 2010 were not dated. A question was also raised as to when the Trustees received the Independent Examiners report?


The Secretary apologised that a date had been omitted from the Annual Report which was an error on her part in compiling the text but confirmed that the Independent Examiners report had been presented in draft to the Committee at their meeting on 20 September 2010, with the final report at the meeting on 8 December 2010. Again, a full timeline of processes would be reviewed and reported back to the Membership.


In order to close this issue and move the meeting forward, the Chairman confirmed that, if required, a Special General Meeting would be called in order to fully close this area of business.


The Treasurer outlined a few key points from the Account to year end 31 July 2010:


Subscriptions and Donations

: the year end accounts showed an increase of just under £20,000 from the previous year which included a 4.5% in subscription income. Donation income was significantly higher than in the previous year with a legacy of £1,000 an interim payment from the Estate of Miss Joyce Baynham. The £40,000 income received from Gift Aid submissions to HMRC included the £6,083 which was held back from the previous year's accounts.

Income from Activities

: the Plant Sale had shown a significant increase of c.£1,300 on the previous reporting period along with improved income from the Coach Trips.

 Grants: the main additional grant support projects had earlier been detailed by the Secretary under agenda item 4(a) and shown on page 14 of the Annual Report but showed a slight increase on the previous year; 80% of subscriptions are automatically transferred over to the Gardens.
Resources Expended: the Society continues to operate within tight expenditure levels to undertake its range of activities and either showed comparable levels with last year or, under Postage and Stationery, significantly less.
Current Assets: the Treasurer confirmed that overall the total assets for the Society remained positive with £68,707 showing in the accounts at the end of the financial year. The Treasurer also confirmed, with agreement from the Committee, that at the start of the current financial year reserves had been moved from both the COIF and bank accounts, which were giving low returns, into a new higher interest account and short-term bond.
The Chair thanked the Treasurer for his report and put forward that the Accounts to 31 July 2010 be put forward and confirmed. This was AGREED by the meeting.
The Treasurer left the meeting
This had been discussed and AGREED under Agenda Item 3 above.
The Secretary reported that there were two Ordinary positions on the Committee due for election; both, in accordance with the Constitution, were Barry Fowler and Lindsay Price whose current terms were at an end.
The following had put themselves forward for election onto the Committee:

Mr Steve Ferguson

Mrs Lindsay Price

The Secretary confirmed that as there had been no additional nominations received by the deadline of 31 December 2010 there was no need for an election and the Chairman, therefore, declared that Mr Steve Ferguson and Mrs Lindsay Price were duly elected to the Committee. This proposal was AGREED by the meeting.
The Secretary took the opportunity, on behalf of the Committee, to thank Barry Fowler, who had decided not to restand as an Ordinary Member, for the enormous hard work he has given to the Society over many years. However, in recognition of the current work being undertaken with Steve Ferguson on the implementation of the new administration system, the Committee had taken an earlier decision to appoint Barry onto one of the two co-optive positions - to which he had kindly agreed. There remained an additional vacant co-optive position to fill.

The Chairman invited Barry Fowler and Steve Ferguson to provide some background and a presentation on the new administration system.

Membership Cards
A new type of permanent 'Infinity' card will be issued which will be the same size as a credit card with one side printed with the Friends of Ness Gardens logo and the reverse side will be printed in-house and changeable information. Embedded in the card is a wire loop containing a unique number which will communicate to the Visitor Desk computer and reveal the members details via a card reader. In the event of a card being lost its unique number can be removed from the records and a new card issued with its unique number associated with the member's information. If the member does not have a card then giving a name and address at the admissions desk can allow membership to be verified.

Entry into the Gardens
A member of the Society entering the Gardens at the Admissions Desk will place their card close to the card reader and their membership details will appear on the desk computer screen. The computer will keep a record of their visit for statistical purposes and at the same time the member will also be able amend their membership details, renew their subscriptions or book and pay for forthcoming events at Ness Gardens.
The Secretary also confirmed that discussions had recently taken place with Kew, Oxford and Birmingham Botanic Gardens, who all allow reciprocal entry for Friends of Ness Gardens, to keep them up-to-date with developments of a new system ensure that the benefits for Friends of Ness Gardens are maintained.

Friends' Website
The Friends of Ness Gardens website, in association with the Gardens/University of Liverpool will be upgraded to allow members to join, renew and pay their subscriptions on-line as well as being able to be done by telephone.

Installation of an Events Booking System
An additional development will be an Events booking system which will be used by the Friends and the Gardens to allow pre-booking and payment for various garden events. This will for example allow booking to be taken for timed events such as IllumiNESS and automatically prevent further bookings when numbers reach the permitted maximum (i.e. when numbers reach the maximum allowed in the Lecture Theatre). This will also be extended to the website to allow booking and payment on-line.

Membership Link to EPOS
The membership system will be linked to the new integrated till system being installed at Ness Gardens and is part of a larger system which will eventually


be rolled out throughout the University. The till at the Admissions Desk will take cash, cheque and credit card payments for memberships, donations and Gift Aid which will be recorded and transferred to the Friends of Ness Gardens bank account.

Print Design of the New Membership Cards

There were two design proposals for the new membership card which was put to the meeting. On presentation of the two options for the new proposed membership card there was an overwhelming acceptance of design B.

Whilst there are a few outstanding items to be confirmed, the Committee has made the most of this opportunity of working with the University of Liverpool to include the latest technology and the install the best hardware that is possible. Similarly, there will be opportunities of a number of possible future add-ons which the new system which will be developed to ensure as robust a system as possible.

With the new administration system and the appointment of a Membership and Accounts Administrator we have an ideal situation in which to grow membership of the Friends of Ness Gardens to the benefit of the Ness Botanic Gardens and the visiting public.


Clarity, the company who are designing the overall EPOS system, has taken a copy of the membership records and is designing a system fit for purpose. When this is complete the system will be tested to make sure that it fits all our requirements before the current membership information will be removed from the current Dataease system. Before this is confirmed both systems will be run in parallel for a period and it is anticipated this could be at the end of March/beginning of April 2011.

An opportunity was taken to thank Jim Flemington and Brian Lewis who attend the Friends Office at least twice a week to maintain the records and take subscriptions as well as organising the packing of

The Gentian. A personal note was also given by Barry Fowler on the opportunity and support that he and Steve Ferguson have been given allowing them to draw up the requirements for the new system.

A discussion took place on issues such as security and how the system would work if the entry desk was busy. It was confirmed that Clarity, the company who were designing the new process, were already involved in a number of other membership systems and all appropriate security steps would be in place. The administration system would also be operated through the University of Liverpool's operating system so, again, would be subject to high-levels of security protection.

The Chairman took the opportunity to thank Barry Fowler and Steve Ferguson for the amount of work they have put into taking this project forward.

In the absence of the Editor, the Secretary gave the following report:

The main issues around the publishing of The Gentian was the timing to ensure that its publication and mailing tied in with key areas of activity as well as ensuring that copy was received in good time.

There is a problem with diminishing advertising and additional contacts from the membership would be appreciated. With a known circulation to over 7,000 people (and a possible readership of nearer 9,000) it provides a cost effective way of advertising, as well as helping to support an activity for the Society! The Secretary felt that the recent series of The Gentian provided an impressive range of articles on a wide range of Gardens and horticultural subjects - this was AGREED by the meeting.

The Editor is looking to launch an advertising campaign and would appreciate help with selling the advertising over the 'phone - more details will be circulated when this is about to be launched.
Coach Trips: Lindsay Price confirmed that six coach trips had taken place during the reporting period and that on four occasions two coaches were required with 704 people taking part (and 704 returning!). The programme endeavoured to visit gardens which provided a wide range of interest within as short a travel time as possible (suggestions were always much appreciated). It has always been important to ensure that the coach programme was scheduled to provide a benefit to Friends rather than making money, although the reporting period had provided nearly £2,000 towards the Society's funds. Whilst the 2011 programme, to be circulated with the spring mailing of The Gentian, will try to maintain as completive a price as possible the increasing fuel and other costs will need to be considered.
Sunday Lecture Series: John Tallis informed the meeting that over the last 7-8 years that he had been organising the Lecture Series he had organised 84 lectures on a wide range of subjects. The financial support of the Lecture Series by the Friends have helped to provide the funds to support the more distant speakers, although there maintained a number of key 'local' regulars whose costs were extremely low i.e. freely given! Whilst it was important to maintain this benefit to Friends and other visitors there may, especially for more popular subjects, be a need to ticket or indeed charge for lectures.
Plant Sale: Olwen McLaughlin felt that last year's Plant Sale had proved to be very successful, raising c.£1,300 towards the Society's funds. This had been helped by the location in the Herb Garden, the good weather and a number of other jewellery and craft stall holders taking part. As always, the support of all the volunteers who help out on the day, as well as providing plants to sell on the day continues to be an important part of the event. The Committee have agreed to fund a banner which will help to advertise the event more effectively.

(a) Honorary Memberships
The Secretary confirmed that at the Committee meeting on 8 December 2010, it was agreed that due to the great support which has been given to the Society by a number of key individuals over many years (including being part of the important pool of local lecture speakers) that an appropriate gesture would be to confer Honorary Memberships to:

Peter Cunnington

Hugh McAllister

And as a collective recognition from fellow members of the Committee for the hard work in both organising and hosting of the popular and informative Sunday Lecture Series (and apologies for springing this on him with no prior knowledge!).

John Tallis

The meeting AGREED that this would be an appropriate gesture.
The Director outlined a number of key points:

There had been 22 days of closure due to the weather and resulting damage to a number of trees;

The Garden, along with a number of other visitor attractions, was suffering from a reduction in corporate business;

A number of Ness-specific plants would be on sale soon;

Results from the recent survey undertaken would inform a number of initiatives over the forthcoming months although initial results were showing the importance of extra activities and value added benefits to visitors;

Ness Gardens had recently featured in The Telegraph as one of the top five gardens to visit in the winter;

The area behind Ness Botanische would be developed as an orchard with further plans to look at the growing of fruit and vegetables to be used for fine dining at a series of events for the University;

A request was put forward for help to transcribe Bulley archive material;

Proposals are underway for IllumiNESS 2011 to take place in November, to be confirmed in May if the event is going ahead;

Discussions are underway with Royal Botanic Gardens Edinburgh on joint purchasing products for the Shop;

The development of Roses Tea Rooms was continuing well with table service having been introduced in early December;

Discussions would be taking place with Keith Chandler from Burton Manor as to how the Gardens can provide support when the College closes at the end of March 2011.
The Secretary confirmed that discussions were taking place with Roses Tea Rooms on possible additional benefits for Friends. One proposal was that during


January - March 2011 all Friends taking an Afternoon Tea offer would get another one half-price.

The Chairman thanked Kevin Reid for his extremely comprehensive and impressive presentation and looked forward to the further development of the Gardens.

Before he formally closed the meeting, the Chairman took the opportunity to thank Helen Watters who, despite having a demanding full-time job, put a great deal of hard work, on a purely voluntary basis, into the role of Secretary of the Society. These remarks were applauded by the meeting.

There being no further business the Chairman thanked all attendees and brought the 2010 AGM to a close.