A 400-member pressure group calling for reform at the Consumers’ Association, the charity behind the Which? publications and brand, has submitted six resolutions to its annual general meeting designed to change the charity’s governance rules.
Among the resolutions are that the charity should seek legal advice on whether its articles allow it to run commercial operations for a profit and a call for an increase in the number of elected members of its council, which acts as the charity’s board.
The charity has in recent years faced criticism from some members about its pay and bonus policies, including a controversial long-term incentive plan that saw senior members of staff receive tens of thousands of pounds in bonuses.
The LTIP was scrapped by the charity earlier this year as part of a wider review of its pay policies.
To improve oversight of the charity’s board and executive team, a pressure group of more than 400 ordinary Which? members – who are shareholders in the charity – have submitted six resolutions to be discussed at its annual general meeting in November.
The charity has almost 6,600 ordinary members, although it is understood that fewer than 2,000 normally vote at the charity’s AGM.
Four ordinary resolutions will be discussed at the AGM and will need the support of more than half of those in attendance to pass.
The first calls for the number of elected council members to be increased from a minimum of nine to 12. Another says that all general meetings should be recorded and the footage made available to members.
A third ordinary resolution says that further legal advice should be sought on whether the charity is able to run commercial operations at a profit. The articles of the charity say that Which? should not run commercial operations for a profit, but critics of the charity’s leadership have claimed that some recent subsidiary operations, such as Which? Financial Services, have been created with the intention of doing so.
The final ordinary resolution calls for a "standing body" to be created comprising the charity’s trustees and 30 ordinary members, who should represent all 15 regions of the UK. The resolution says that the ordinary members should be coopted to the standing body for two years and should be selected randomly from volunteers at the charity’s AGM.
Also to be put forward are two "special" resolutions, which will require the support of 75 per cent of votes cast at the AGM according to Which? rules.
The first says for ordinary members should be able to see a notice of any resolution or statement to be discussed at a forthcoming general meeting when requested by 50 ordinary members. The second says that only ordinary members of the charity should be classed as "members", essentially preventing associate members from having the same rights.
This second resolution is aimed at preventing Which? subscribers from voting on issues of charity governance – there are currently 700,000 subscribers, who can heavily outnumber ordinary members during votes.
In a statement, a Which? spokeswoman said: "We are actively considering these proposals as part of our wider governance review, which we committed to at our last AGM.
"Our ordinary members will receive an update on our governance approach alongside our notice of AGM in August."