BMC AGM: A comparison of alternative constitutions

Posted by Peter Burnside on 15/05/2018

At this year’s BMC Annual General Meeting, we’re asking members to vote on some significant changes to the BMC’s constitution. There are two constitutions to vote for: Proposal A (as recommended by National Council) and Proposal B, proposed by a group of members.

An incredibly detailed comparison of the proposed changes to the BMC Articles of Association has been written by BMC honorary solicitor Martin Wragg. Below is the first few paragraphs of the comparison article, the full document can be viewed here

Martin Wragg: a comparison of the current Memorandum and Articles of Association with the Tier 1 Articles proposed by some members and the National Council recommended Articles

The BMC is the national representative body for climbers in England and Wales and the national governing body for competition climbing. In 1993 it converted from an association to a limited company when the current M&A were adopted. Although there have been some amendments on specific points since then, the Articles remain substantially similar.  In the interval there has been a fundamental reform of company law resulting in the Companies Act 2006 (“the Act”) and the introduction of improved standards of governance not reflected in the current M&A.

Although they served the BMC well for 2 decades, the current Articles have given rise to difficulty in recent years due to confusion over the respective roles of National Council and the Executive Committee. Central to this is the deliberate ambiguity in Article 15.1 (“the Ambiguity”) which provides “The policies of the BMC shall be decided by National Council …. And shall oversee the work of the Executive Committee and the CEO”. Company law provides that the board of directors is responsible for management and strategy, answerable only to the members in general meeting. Article 13.1 provides that members of Executive Committee are the directors and by extension Executive Committee is the Board.

Matters came to a head during 2016 and in February 2017 National Council determined to set up an Organisational Review Group (ORG) which was appointed in April with Ray Wigglesworth as independent chair. In the interval a Motion of No Confidence (“MoNC”) was submitted and as soon as that was published Sport England suspended grant funding which supports a range of BMC activities. These events coincided with an increased focus by government on governance of organisations that received public funding and the introduction of a new Code of Conduct (“the Code”) in October 2016. Although the MoNC was defeated at the 2017 AGM the suspension remained and this has added urgency to the review.

TO READ THE FULL DOCUMENT: Please download it here


Your AGM: It's time to vote!

Don't let your vote go to waste. This year, there are two ways to vote: use the online voting system, or attend the AGM in person. Want to vote but don't know how? 

VOTE: How to vote in the 2018 BMC AGM

Know how to get to the AGM? Want to know what's happening, what you'll be voting on, and why?

THE EVENT: BMC AGM event details and agenda

Do you know who is up for election this year? There are candidates running for the position of BMC President as well as Vice-President. Find out more here.

PEOPLE: Elect the candidates you want to run the BMC

Detailed info on the BMC AGM and proposed changes

Your BMC is growing and it needs to stay relevant in an ever changing world. Changes are being proposed and will be voted on in the 2018 AGM. Find out more and why we need your vote. It's a complicated topic, so start with this one:

READ: It's your BMC, and we need your vote

We're asking our members to vote on some significant changes to the BMC's constitution. Part of the discussion is the relationship between the BMC and Sport England. (Article online soon). 

READ: What are Sport England Tier 3 and Tier 1 relationships?

There are two constitutions to vote for: Proposal A (as recommended by National Council) and Proposal B, proposed by a group of members. To learn more about the two proposals, you can read a detailed comparison written by BMC honorary solictor Martin Wragg.

READ: A comparison of alternative constitutions

How did the recommendations get decided? Read more about the process that lead to this stage, including the reports from the Organisational Review and more. 

READ: BMC Organisational Review reports

Watch the Open Forum debate

We held a debate in Manchester on 15 May for both options to be discussed. You can watch the livestream here:


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19/05/2018
Does this mean that the BMC has to be tier 3 compliant, because it represents England, Scotland, Wales and Northern Ireland, but Mountaineering Scotland is allowed to be tier 1 compliant, because the BMC does the tier 3 work for it?

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