Which? accepts three of six governance resolutions put forward by pressure group

The measures will be voted on at the charity's annual general meeting in November

Which? magazines
Which? magazines

The Consumers’ Association, the charity behind the Which? publications and brand, has backed three of the six resolutions submitted by a 400-member pressure group to reform the charity’s governance.

In a letter and voting pack that has been circulated to members of the charity, Which? has supported three resolutions from ordinary members out of 15 that will be discussed and voted on at the charity’s annual general meeting on 15 November.

The association has been criticised by some members for its pay and bonus policies for a number of years. A Third Sector investigation last year showed bonuses worth a total of £2.24m were set aside by the charity in 2015/16.

Of the ordinary resolutions submitted by members, the charity said it accepted a measure to make it seek a second legal opinion on whether it could run trading subsidiaries as profit-making enterprises. The charity had already put this into practice, it said, and recommends in its voting pack that members should support this amendment.

The charity’s articles state that the charity should not run commercial operations for a profit, but Which? said that legal advice obtained in 2007, 2008 and 2017 confirmed that none of its trading subsidiaries conflicted with the charity’s articles.

Which? is also supporting a request to make available audio recordings of all general meetings, and another resolution to consider creating a standing body of the entire council and 30 ordinary members that would meet twice a year and discuss the charity’s direction.

There have been controversies about the pay of the charity’s executive team and the controversial use of long-term incentive payments, a practice that was abandoned by the charity earlier this year.

But the charity has opposed three resolutions put forward by members, one of which calls for a reversal of changes agreed by ordinary members in 2007 to grant voting rights to associate members in council elections.

The charity’s voting pack for the AGM says its council recommends that members vote against this proposal, saying it could not work to support consumers’ interests while removing their right to choose representatives for its council.

Another resolution that the council recommends members should reject would reverse changes agreed by ordinary members in 2012 and increase the size of the council to incorporate 12 ordinary members.

Which? says in the voting pack that this resolution would contravene good practice for the charity sector, and that the current mix of nine elected and six co-opted council members "strikes the right balance".

The charity is also opposing a resolution to change the level of support needed to requisition a resolution to 50 members or 5 per cent of ordinary members, and remove the cost of doing so from the charity’s membership.

Instead, the charity proposes capping the number of ordinary members needed to support resolutions being put to the AGM at whichever is the lowest out of 400 ordinary members or 5 per cent of ordinary members.

The council has also proposed another two special resolutions, one of which will allow a coordinated review by ordinary members of the notice of AGM, annual report and accounts, and council election ballot papers.

Which? has also backed a resolution to clarify rights where more than one person is named in a single entry on the charity’s register of members, which would ensure one vote per each ordinary member in the charity.

A Which? spokeswoman said: "The Consumers’ Association’s council is supportive of changes that take us towards better and stronger governance to ensure we can tackle consumer detriment for decades to come.

"We cannot support proposals we believe could undermine the effective governance of our organisation, but we have proposed alternatives where we can."

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