Following are the DRAFT minutes from the 2020 (2019-2020 year) AGM. 

Due to COVID-19 restrictions the AGM was postponed until October 2020. These minutes are to be approved at the 2021 AGM.

New World Theatre Club A.s.b.l.

association sans but lucratif

Registered address: 1 rue Evrard Ketten, L-1856 Luxembourg

R.C.S. Luxembourg: F226

(“NWTC” or the “Club”)

 

Minutes to the meeting of the annual general meeting of the members of

New World Theatre Club A.s.b.l.

Monday, 5 October 2020 at 19:30 CET

held at B.U.R.O.S, 3 rue Thomas Edison, L-1445 Strassen

 

NWTC members present:

Christine Probst-Staffen             chairperson of the NWTC committee, attending in person

Susanne Storgårds                     secretary of the NWTC committee, attending in person

Pauline Lloyd                           treasurer of the NWTC committee, attending in person

Rose Flammant                         membership secretary of the NWTC committee, attending in person

Niamh Power                            member of the NWTC committee, attending in person

Valerie Scott                            member of the NWTC committee, attending via videoconference

Chris Albrecht                          attending via videoconference

Beverly Atkinson                      attending via videoconference

John Brigg                                attending in person

Phillip Dutton                           attending via videoconference

Julian Nest                                attending via videoconference

Kim Hermans                           attending via videoconference

Jan Thoemel                             attending via videoconference

Daniel Badea                            attending by way of proxy to Rose Flammant

Jean-Marie Bodé                       attending by way of proxy to Christine Probst-Staffen

Lorna Cassidy                           attending by way of proxy to Susanne Storgårds

Helena O’Hare                          attending by way of proxy to Phillip Dutton

Sultana Raza                             attending by way of proxy to Niamh Power

Alexandra-Gabriela Stanca        attending by way of proxy to Pauline Lloyd

Lynne Thill Pressman               attending by way of proxy to Valerie Scott

Michael Watson                        attending by way of proxy to Kim Hermans

 

 

1. CONVENING FORMALITIES

 

Christine Probst-Staffen (the “Chairperson”) opened the annual general meeting of members of NWTC (the “Meeting”) at 19:30. The Chairperson requested Susanne Storgårds to act as secretary of the Meeting.

 

The Chairperson noted and the Meeting agreed that, in accordance with the articles of association of NWTC (the “Articles”), the Meeting had been duly convened, and a quorum of at least fifteen percent of the members of the association were present or represented. It was therefore agreed that the Meeting was validly constituted and could duly deliberate on the following agenda:

 

1. AGENDA

 

1. Approval of the draft agenda;
2. Approval of the draft minutes of the Annual General Meeting held on 17^th June 2019;
3. Matters arising from the 2019 minutes;
4. Chairperson’s report;
5. Treasurer’s report. Approval of annual accounts for 2019/2020. Approval of auditor’s report.
6. Discharge of 2019/20 committee- Chairperson’s comments and thanks;
7. Election on 2020/21 committee. Auditor for 2020/21.
8. Amendment of articles of association; and
9. Any other business.

 

• DISCUSSIONS AND RESOLUTIONS

 

The Chairperson noted and the Meeting agreed that each member had been provided with the documentation for discussion in advance of the present meeting and each member had been provided with ample opportunity to examine such documentation. This being confirmed, the Chairperson proceeded to address the first point on the agenda.

 

• The Meeting took note of the agenda proposed for discussion at present time, a copy of which had been circulated to all members sufficiently in advance of the Meeting in accordance with the Articles. No objections being raised to the agenda, John B. PROPOSED the approval of the draft agenda, and Valerie S. SECONDED the motion.

 

The Meeting therefore RESOLVED to approve the draft agenda.

 

• The Chairperson next drew the members’ attention to the draft minutes of the annual general meeting of members of 17 June 2019 (the “2019 AGM Minutes”), a draft of which had been provided to all members sufficiently in advance of the Meeting in accordance with the Articles. Upon review of the 2019 AGM Minutes, the Meeting agreed that it would benefit NWTC for such minutes to be approved. Niamh P. PROPOSED the approval of the 2019 AGM Minutes, a motion which was SECONDED by Rose F.

 

The Meeting RESOLVED to approve the 2019 AGM Minutes.

 

• The Meeting then considered whether there were any topics arising from the 2019 AGM Minutes that required addressing. No matters were brought up, and the Chairperson moved to the next item on the agenda.

 

• The Chairperson then presented a report of NWTC’s activities during the past year. The Chairperson began by outlining the participation of the Club in the FEATS festival in Munich in 2019, having performed the play The Ripple Effect, and achieving much success. The Youth theatre had been progressing well, with two groups of students participating. There had been play readings, an acting workshop, and the NWTC writer’s group had met on several occasions. The Chairperson proceeded to explain that the Club had been forced to cancel or postpone several events due to the Covid-19 pandemic and the ensuing governmental lockdown and subsequent restrictions. However, the Club had begun to resume activities. Notably, the Youth theatre had resumed with three groups in order to accommodate the number of students as well as the Covid-19 restrictions and auditions for an upcoming production of One Flew Over the Cuckoo’s Nest had been held. In addition, play readings and Café Villon evenings were being planned for the future. It was further noted that the Club was already beginning to plan for FEATS2022 which would be held in Luxembourg. The Chairperson having concluded her report, the members thanked her for her presentation.

 

Having heard the Chairperson’s report, the Meeting agreed that it would be in the best interest of Club to approve the report, whereby Niamh P. PROPOSED its approval, and Kim H. SECONDED the motion.

 

The Meeting RESOLVED to approve the Chairperson’s report.

 

• The Chairperson next requested Pauline Lloyd, the treasurer of NWTC (the “Treasurer”) to present a report regarding the annual accounts of the Club for the 2019/2020 year (the “Annual Accounts”), a copy of which had been provided to all members with due notice. The Treasurer proceeded to explain that the balance was slightly higher than for the previous year. This was in large part due to the profit from the Youth theatre. The Treasurer further explained that the Club did not have liabilities. Chris A. asked about the drop in revenue from membership fees compared to the previous year, and the Treasurer explained that in the current year there had not been a major production, and that productions often brought in new members. Upon query, the Treasurer further explained certain particulars regarding the Richard Chappell award, such as the fact that the award was being advertised.

 

Having duly considered the above, the Meeting agreed that it would be in the best interest for the Club that the Treasurer’s Report and the Annual Accounts be approved, upon which Susanne S. PROPOSED their approval, and Valerie S. SECONDED the motion.

 

The Meeting thereupon RESOLVED to approve the Treasurer’s Report and the Annual Accounts.

 

The Treasurer further presented the auditor’s report (the “Auditor’s Report”), a copy of which had been provided to the members with due notice. The Meeting thanked the Treasurer for her presentation.

 

Upon due reflection by the members, Christine P. PROPOSED to approve the Auditor’s Report. Valerie S. seconded the motion.

 

The Meeting RESOLVED to approve the Auditor’s Report

 

• The Chairperson thanked the members of NWTC committee for their contribution and hard work during the past year. She gave a particular acknowledgement to Rose Flammant, who would be stepping down from the committee after many years’ dedication as membership secretary. The Chairperson further wished to extend a special acknowledgement to Valerie Scott, who had served diligently on the committee in various capacities over several years, and who had also requested to step down from the committee.

 

The Meeting acknowledged the committee and agreed that it would be in the best interest of the Club that the members of the committee be granted discharge for the exercise of their duties for the 2019/2020 year. John B. PROPOSED to grant the discharge of the 2019/2020 committee, and Rose F. SECONDED the motion.

 

The Meeting therefore RESOLVED to discharge to the members who had served on the NWTC committee during the 2019/2020 for the exercise of their duties.

 

• The Meeting next considered the appointment of the committee members for the 2020/2021 year. The members of the current committee were willing to stay on for another year, with the exception of Valerie Scott and Rose Flammant. Kim Hermans was interested in joining the committee, as was Pam Carlisle. Luuk Wildschut, the Youth theatre director, had also expressed an interest in joining the committee. It was noted that it would be positive to have a slightly larger committee than in previous years, with seven members.

 

Chris A. PROPOSED that the abovementioned members be elected onto the committee, and Valerie S. SECONDED the motion.

 

The Meeting RESOLVED that the committee of the Club for the 2020/2021 year should be composed as follows:

• Christine Probst-Staffen
• Pauline Lloyd
• Susanne Storgårds
• Niamh Power
• Kim Hermans
• Pamela Carlisle
• Luuk Wildschut

 

The Treasurer then informed the Meeting that Ailbhe Jennings had confirmed that she would stay on as auditor for the 2020/2021 year. Susanne S. PROPOSED to approve Ailbhe Jennings as auditor for the Club for the 2020/2021 year, and Niamh P. SECONDED the motion.

 

The Meeting RESOLVED to appoint Ailbhe Jennings as auditor for the 2020/2021 year.

 

• The Chairperson proceeded to update the members of the proposal for amendment of the Articles, which had been discussed at a previous meeting and which had been further developed during the previous year. It was noted that, in accordance with the Articles, all members had received a copy of the proposed amendments (the “Amendments”) with due notice. The Chairperson proceeded to outline the Amendments. The Meeting proceeded to discuss the Amendments. Beverly A. expressed her opinion that a member should be limited to holding three proxies at a general meeting and requested that the proposal be amended accordingly. There was also some discussion regarding the composition of the committee.

 

It was noted that although the Meeting was quorate for the purposes of the annual general meeting, in order for an amendment to the Articles to be passed, two-thirds of the members of NWTC would need to be present or represented at the Meeting, and this majority was not present. The Meeting therefore agreed to finalize the Amendments, taking into consideration the present discussions, and to then take the necessary steps in convening an extraordinary general meeting to deliberate on the Amendments.

 

Chris A. PROPOSED to finalize the Amendments in preparation for a future vote, and Beverly A. SECONDED the motion.

 

The Meeting RESOLVED that the Club should take any and all necessary steps to proceed to a vote on the amendment of the Articles.

 

• Having thus completed the discussion of the points on the agenda, the Chairperson opened the floor for any other business that would be of importance to the Meeting. It was noted that John Brigg was heading the work on FEATS2022 which would be held between 26 May 2022 and 29 May 2022. Expressions of interest in contributing to the FEATS2022 should be addressed to John.

 

There being no further item on the agenda and no member having brought up any other points for discussion, the Chairperson declared the Meeting closed at 20:50.