UK National Kidney Federation| TRUSTEES PRESENT: | Mr G Lloyd | Co-Chairman (Meeting Chairman) |
| Mr M Hill | Co-Chairman | |
| Mr R Mackey | Vice Chairman | |
| Mr D Griffen | Treasurer | |
| In attendance: | Mr T.F.Statham OBE | Chief Executive |
| Mrs J Bartlam | Office Manager | |
| Mr R Dunn | Advocacy Officer | |
| Mrs J Oldfield | Helpline Manager | |
| Mrs K Wright | Kidney Life Editor | |
Plus 26 Official representatives and 43 representatives as per the Attendance Registers. |
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A quorum of 30% of official representatives was met.
Apologies were received from Frank Howarth, President, John Powell, Southend, Michelle Harris, Exeter.
1 The meeting had been called by the Executive Committee of the National Kidney Federation to seek support of their decision to form a new company limited by guarantee to be called “National Kidney Federation and to register the company as a charity as per the proposal.
The members of the Council of the National Kidney Federation (“NKF”) support the Executive Committee’s decision to form a new company limited by guarantee to be called “National Kidney Federation” (the “Company”) and to register the Company as a charity (subject to any changes agreed with the Charity Commission and legal advisers), and at a date to be determined by the Executive Committee to sign an appropriate agreement and any ancillary agreements to effect the transfer of the assets and liabilities of the NKF to the Company and as a consequential part of this process the Executive Committee shall in due course, after giving the Council 3 months notice, put forward a resolution to dissolve the unincorporated NKF.
It was explained that the reason for becoming incorporated was to protect trustees, in the event of a claim on the charity, from having their personal assets put at risk should the charity be unable to meet any debt or claim. This was on the recommendation of the NKFs Professional Legal Advisor.
National Kidney Federation will retain its charitable status.
Gordon Nicholas, whilst in support of the proposal and the reasons for changing to a limited company, pointed out that the change would not cover trustees totally as in the event of them acting with negligence they would still be liable and may well be sued.
In answer to a question from Bob Price it was explained that incorporation would cost £3,000 and registration of the Trade Mark would be an additional £2,000.
Mick Hill agreed with the comments but explained that there was more protection for trustees as an incorporated body than as an unincorporated body. Currently trustees homes could be at risk and in future, apart from the more remote possibility of an action for negligence, the risk would be limited.
It was proposed by Gordon Nicholas, NEKPA, seconded by Bob Smith, Queen Elizabeth Hospital KPA and agreed unanimously that
The members of the Council of the National Kidney Federation (“NKF”) support the Executive Committee’s decision to form a new company limited by guarantee to be called “National Kidney Federation” (the “Company”) and to register the Company as a charity (subject to any changes agreed with the Charity Commission and legal advisers), and at a date to be determined by the Executive Committee to sign an appropriate agreement and any ancillary agreements to effect the transfer of the assets and liabilities of the NKF to the Company and as a consequential part of this process the Executive Committee shall in due course, after giving the Council 3 months notice, put forward a resolution to dissolve the unincorporated NKF.
The motion was carried.
Mick Hill pointed out that the proposal was also to dissolve the unincorporated NKF, which on the advice of the solicitors, would be carried out sooner rather than later.
Sharon Orpen, Wordsley KPA asked for clarification of the position of trustees of local KPAs regarding their assets. Mick Hill confirmed that they would be liable for their KPAs affairs but most KPAs do not have employees and do not have the same risks as NKF. He recommended that KPAs take out both Public Liability and Professional Indemnity insurance.
Asked whether the incorporation could be extended to include KPAs, it was confirmed this would not be possible.
There being no further business the meeting closed at 10.25 am.
The National Kidney Federation is registered in England and Wales as a Company limited by guarantee (Company No 5272349) and awarded charitable status (Charity Number 1106735). Give as You Earn contributions No. CAF GY511.
Registered Office:- The Point, Coach Road, Shireoaks, Worksop, Notts S81 8BW, Tel: (01909) 544999, Fax: (01909) 481723, Helpline: (0845) 601 02 09, E-mail: 
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Last updated: 27 February 2011