AGM Minutes 2007

'''Minutes of the fiftieth Annual General Meeting of CONSUMERS' ASSOCIATION held on Tuesday 20 November 2007 athe Institute of Physics, 76 Portland Place, London, W1B 1AD starting at 12.00 Noon.'''

PRESENT: Professor Robert Pickard (Chairman), Mr Peter Vicary-Smith (Chief Executive), and some 166 Ordinary members of the Association.

The Chairman began by asking asked Lord Howe to say a few words on the occasion of the 50th anniversary.

Lord Howe said that it was a privilege to'be given an opportunity to speak at the 50th AGM and to have served as President for 15 years. Lord Howe said he had been involved from a very early stage $nd had provided legal advice to the Bow Group in 1957.

In 1972 he had been invited by Edward Heath to be the first Minister of Consumer Affairs. This had been a challenging role and one of the items on the agenda had been The Fair Trading Bill which set up the Office of Fair Trading.

Lord Howe paid tribute to a series of people closely associated with Which? namely Michael Young, Peter Goldman, Elizabeth Llewellyn-Smith, Shirley Williams, Jennifer Jenkins, Eirlys Roberts and Sheila McKechnie.

'''1/50 MINUTES OF THE 49TH ANNUAL GENERAL MEETING OF CONSUMERS' ASSOCIATION HELD ON 25 NOVEMBER 2006'''

The Minutes of the meeting held on 25 November 2006 were APPROVED.

2/50 CHAIRMAN'S STATEMENT

Professor Pickard said that this was his first year as Chairman of Which? and that it had been a great privilege to serve both Council and members in the 50th year. The Chairman paid tribute to Brian Yates for handing over a sound and well-established organisation.

He also paid tribute to the Which? founders for their vision and foresight in creating such a necessary, forward-thinking organisation.

History was made when Dorothy and Ray Goodman returned to the US leaving Michael Young with what he called 'a baby and a desk'. The desk was in the disused garage in Bethnal Green, where it all began, and the baby was the consumer group idea which went on to become Which? within a month, Which? had enough subscribers to secure its future. From early reports on detergents, paints and fridges, Which? soon became bolder in its testing and the 1963 Contraceptives supplement, featuring Best Buy condoms, was the first critical comparative review of its type ever published. This was swiftly followed by the start of car testing and the launch of Money Which? and a huge growth in membership to Which?, ensuring shoppers were able to buy products that were reliable and safe.

It was this honest and uncompromising approach to giving consumers the impartial advice that they wanted when they wanted it, which was the spur to even greater things.

In the 1970's, Which? took a more assertive stance and started campaigning for the necessary changes to consumer law. From 1970 until the late 1980s, an average of one new Consumer Act per year was passed and Which? played a pivotal role in many of these developments.

The Chairman added that today, there was high-level consumer involvement in many fields. Organisations frequently had consumer panels and board members, while professional self-regulation usually included a strong consumer presence. Which? had helped to bring all of these improvements about.

There had been a number of campaigning achievements over the last 12 months. Scottish consumers had achieved a victory with the competition watchdog acting on our supercomplaint about the failings of the current legal system.

Nutrition labelling had now become a priority issue and the traffic light labelling scheme for front-of-food packaging had been adopted by several food companies. Which? would continue to campaign so that the EU review on food labelling ensured that useful information was not removed from labels and that labels were much clearer.

The Kids' Food campaign continued to go from strength to strength as the fight continued for an end to irresponsible marketing of food to children. Some companies were acting more responsibly in their promotions to children, and new rules from OFCOM went some way towards restricting TV advertising in this area.

The Chairman said that equally as important was the crusade to receive fair treatment in hospital. With the 'Impatient for Change' campaign, Which? was highlighting the issues that exist between the NHS and its patients over complaints about poor food, dirty conditions and a lack of organized care. Our findings had so far been well-received by key players.

Through our campaigns to curb excessive bank charges and the mis-selling of financial products, and through reports in Which? Money, we continued to tackle the financial issues that really matter to consumers.

In conclusion, the Chairman said that in the three years since Peter Vicary-Smith was appointed as Chief Executive, the organisation had made substantial progress with the most sustained growth in circulation for two decades. The current membership of Which? stood at 683,000, with total subscription numbers increasing by some 18% to more than one million. We published five magazines, more than 20 book titles and 12 free guides. We also gave people a one-stop, online experience, a utilities switching service and several email and telephone support lines, including Which? Legal Service. The Chairman said that he could not think of a better position to be in, in our 50th year: a place of growth and achievement.

3/50 CHIEF EXECUTIVE'S STATEMENT

Mr Vicary-Smith said that the year had been characterised by looking back over the enormous success seen during the last 50 years and looking forward to an era of sustained and sustainable growth, with new products and ventures which would continue to benefit consumers in the 21st century.

Mr Vicary-Smith said that in this 50th anniversary year, he had been struck by the warmth that the public, politicians and media had shown towards Which? Furthermore, he had heard from long-standing members who, over the years, had taken Which? Best Buys to their hearts and shunned the throwaway society of today. A number of members still had Which? Best Buy vacuum cleaners or toasters that were 30, 40 or even 50 years old.

Which? was much more than an organisation which simply tested products and had been involved in a broad range of campaigns over the years. Some had been relatively quick and easy to achieve whilst others had taken 20 or 30 years or even longer to bear fruit. It took two decades to persuade food manufacturers of the need for a full list of ingredients on packaging and Which? had campaigned for many years for statutory sell-by dates on food. Thanks to Which?, home buying in the 1980s became quicker and cheaper, although the fight still continued.

One area in which Which? hoped to have a lasting influence was that of pensions reform. Following intense lobbying from Which?, the Government introduced legislation in 2007 which aimed to give ordinary consumers a better retirement in the decades to come, with a low-cost, independently-run national pension scheme. There had been around half a million downloads of our template letter to help people challenge the charges set by their bank. On another financial matter, Which? had recently launched a new campaign to help people who had been mis-sold payment protection insurance to get their money back.

The last twelve months had seen a real step change in our commercial activities in order to retain our position as the UK's No 1 consumer champion and it was necessary to find ever-more inventive ways to engage with customers. Since the end of the prize draw era, a number of exciting new ways had been found to attract potential customers - ones that drew them in through what we did rather than through the hope of getting rich quick. The forays into new media and TV advertising had really raised the profile of our brand.

One of the greatest challenges was to continue to provide products and services to meet consumers' changing needs. In February 2007, Which?

Money, was launched, a magazine which promised to 'tackle the money issues that really mattered to ordinary people'. Within six months it had become the biggest-selling consumer personal finance magazine in the market.

New ground had been broken with the launch of Which? Local. This service allowed Which? members to offer fellow subscribers recommendations on reliable services and shops in their own neighbourhoods. So far, more than 8,000 recommendations had been made, and the service was available nationally. Mr Vicary-Smith urged those present who had not yet made recommendations to do so.

Extra pages had been added to the magazine titles in order to deliver more relevant and up to date content than ever before, and to more customers. In 1957, 20 different types of goods had been tested. By 2006, this had grown to 2,800 individual products. More than one million people purchased our products and services last year, and over 1.6 million people read Which? magazine every month - a real achievement at a time when many magazines were in decline.

The first 'Best Buy' awards ceremony had been held at the British Museum in London. This now coveted award could be seen in the national advertising campaigns of popular brands, and for the first time ever we were allowing the Best Buy icon to be used by those who receive it, raising awareness of Which? and highlighting good practice in an effort to drive out the bad.

As for the future, Mr Vicary-Smith said that 2008 would see Which? planning further growth and laying the foundations for a whole new range of products and services consumers could buy. Products that were not reliant on subscription, but gave us income from one-off purchases of reports. This could include enabling the purchases of products online, offering services free to Which? members at a price to others, offering newsstand products to take us into new markets and expanding beyond our own national boundaries to offer products and services to consumers in other countries.

In conclusion, Mr Vicary-Smith said that over the past 50 years things had improved enormously for the consumer. There was a far greater range of products on the market and far fewer dangerous products. However, recent scandals of financial mis-selling, the increase in underhand marketing methods to sell our children unhealthy foods and lead found in toys from China, showed that the need for Which? was as great now as it was when it launched in 1957.

'''4/50 REPORT OF THE COUNCIL OF MANAGEMENT AND ACCOUNTS FOR THE YEAR ENDED 30 JUNE 2007'''

The Chairman MOVED: THAT the Annual Report and Accounts for the year ending 30 June 2007 be received.

The Chairman then read out some of the written questions he had received.

The Chairman reported that Mr Woodhams was disappointed that another section had been taken into a separate (charged for) magazine. (Which? Money). He regarded the items on finance and money to be vital for everyone and would now have to subscribe to Which? Money to keep up to date.

In reply, Helen Parker (Editorial Director) said that despite launching the new title, Which? Money, nothing had been taken away from the money-related content in the main Which? magazine.

However, as a general interest magazine that covered so many different topics, there would always be a limit to the space that Which? could devote to any one subject area. As such, we identified that there was demand for an additional, more specialised title that could cover a broader range of financial topics than Which? could ever do.

Mr Hill said he would be glad to know the thinking behind choosing products for test.

In reply Liam McCormack (Head of Which? Research) said that when selecting products to test, Which? consulted manufacturers, market intelligence reports and industry experts to find out which models would be on sale when going to press. Unless the article had a specific focus (e.g. washing machines costing less than £300), all available options would be looked at before choosing. The aim was to include as many top-selling models from the most popular brands as possible, along with products with innovative features and some models from lesser-known brands too. Our decisions were made after careful consideration of which models met those criteria and - to ensure we spent our testing budgets wisely - confirmation that those models would be easy to find in the shops when the magazine was published.

Mr Snow asked what Council members considered were Which?'s best achievements in the past 50 years?

In reply Nick Stace (Campaigns & Communications Director) said that the success of Which? 50 years ago was immediate and our relevance to consumers today was as strong as it was then. Our appeal to the British public had also drawn attention from politicians. Over five decades politicians have come round to the need to respond to the consumer agenda and campaigning demands from Which?.

Which? had been instrumental in driving up standards of products and services and had created an environment where the consumer really mattered.

Mr Hatton asked if Which? could campaign with supermarkets and manufacturers to reduce the size of packaging and make packaging degradable.

In reply, Anna Butterworth (Head of External Relations) said that Which? published a report on food packaging a few years ago and it was an issue we had highlighted and investigated in dedicated reports (like food packaging) and reports like bottled water, where the amount of plastic generated for bottled water was an environmental nightmare when we had a perfectly safe and adequate water supply to our homes.

Mr May said that like many commercial organisations, Which? ran 'competitions' which were so simple that they almost amounted to lotteries. He wondered why and said that their ethics are doubtful, because unlike in honest lotteries (e.g. the national lotto) entrants had no idea whether their chance of winning justified the effort and expense of entering.

In reply Chris Gardner (Commercial Director) said that the rules governing prize competitions had changed under the Gambling Act 2005 (in force from the 1st September 2007). Which? had sought advice on the changes and was satisfied that a prize competition was permitted with any element of skill so long as it is free to enter (free being defined as including the normal cost of entry by post or via online). Our Best Buy competition was free to enter. A lottery required persons to pay in order to participate.

Mr Briggs asked whether it was now policy to limit reports on basic products such as electric kettles, electric razors and washing machines, in favour of high profile items such as digital cameras and flat screen televisions and if so, why?

In reply, Neil Fowler (Editor, Which?) said that was not Which? policy. These products were still rated as often as before - but we were now testing more products than ever before - 2600 this year against 800 three years ago - so our spread of interest was increasing. Technological advancements in certain areas meant that we would have to work hard to keep up with product developments. Basic and everyday items remained integral ingredients of Which? and had also benefited from increased resource and space in the last eighteen months.

It was RESOLVED that the Annual Report and Accounts for 2006/07 be received.

Several members expressed concern that only a very small number of written questions had been taken and that there had been no time for questions from the floor.

In reply, the Chairman said that Council had decided to make a number of changes to the format of the AGM for 2007 to see if people who might not give up a Saturday, might be willing to come to a shorter meeting held during a weekday lunchtime. While this change did appear to have increased attendance, there was clearly an issue about the time available for questions. The Chairman said that if there was time, he would open the meeting up to questions at the conclusion of the EGM. However, Council would address this concern before taking any decision on the format of the 2008 AGM.

5/50 APPOINTMENT, NOMINATION AND RETIREMENT OF MEMBERS OF THE COUNCIL OF MANAGEMENT

The Chairman said that there were four vacancies on the Council of Management arising from the retirements of Tony Burton, Sue Leggate, John Rimington and Gary Waller.

rive valid nominations had been received for these vacancies, namely John Bevan and Natalie Macdonald, together with Tony Burton, Sue Leggate and Gary Waller.

The Chairman paid tribute to John Rimington who was not standing for reelection. John had served on Council for twelve years and had been a deputy chairman for seven years. He had also chaired the Governance Committee.

In accordance with Article 3.7.6, the Chairman called for a poll and instructed the Secretary to arrange for the despatch of ballot papers during the following week to all Ordinary members. Ballot papers should be returned to the Independent Scrutineers, Electoral Reform Services, by Friday 4 January 2008. The results would be notified as soon as possible thereafter* and would be deemed to be the resolution of the AGM. The Chairman said that members voting in the election would have the choice of voting by post, telephone or internet.

(* The results of the 2007 Council elections are given below).

6/50 RE-APPOINTMENT OF PRESIDENT AND VICE-PRESIDENT

The Chairman advised the meeting that the five-year terms of office of the President, Lord Howe of Aberavon and Vice-President Eirlys Roberts, expired at the end of the Annual General Meeting. Council had recommended that each be re-appointed for a further period of five years.

The Chairman of behalf of Council MOVED: THAT in accordance with Articles 6.6 and 6.7 of the Articles of Association, Lord Howe be and is hereby re-appointed as President.

The Resolution was duly seconded and declared CARRIED.

The Chairman on behalf of Council MOVED: THAT in accordance with Articles 6.6 and 6.7 of the Articles of Association, Eirlys Roberts be and is hereby re-appointed as a Vice-President.

The Resolution was duly seconded and declared CARRIED

 7/ 50 RE-APPOINTMENT OF AUDITORS

The Chairman MOVED: THAT Deloitte and Touche LLP be re-appointed as Auditors, to hold office until the conclusion of the next General Meeting at which accounts are laid before the company.

In reply to a question, Mr Webster (Finance and Operations Director), said that the current Auditors had been in place for three years and that the audit partner was rotated every five years. The Auditors were reviewed on a regular basis.

The Resolution was duly seconded and declared CARRIED.

8/50 REMUNERATION OF THE AUDITORS

The Chairman MOVED: THAT the remuneration of the Auditors for the ensuing year be fixed by the Council of Management.

The Resolution was duly seconded and declared CARRIED.

There being no other business the meeting ended at 1.10 pm.

Election of the Members of Council 2007

The results of the 2007 elections, which closed on Friday 4 January 2008, are as follows:

4 vacancies