NOTICE OF THE 236 th ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the 236th Annual General Meeting will be held at Lord’s Cricket Ground on Wednesday 3 May 2023 at 15 00 (Members are permitted to attend in person or online).
AGENDA
1. To hear the President’s Address.
2. To receive the minutes of the 235th Annual General Meeting held on 4 May 2022
3. To receive a presentation from the Club Chair.
4. To receive and, if thought fit, to adopt the Annual Report and Accounts for 2022
5. To approve the MCC Committee’s recommendations for the appointment (or in the case of (c) the re-appointment) of:
(a) D.J.C. Faber as a Trustee with effect from 1 October 2023;
(b) C.C.B. Rogers as Treasurer with effect from 1 October 2023; and
(c) KPMG as auditors of the Club.
6. To receive the announcement of the re-election of J.T.C. Kendall as a member of the Nominations committee.
7. To consider, and if thought fit, to pass the following Resolutions proposed by the MCC Committee:
(a) “That increases to Entrance Fees and Annual Subscriptions, such increases to take effect from 1 January 2024, be approved as set out in the Explanatory Note to Agenda Item 7(a).”
(b) “That the changes to the Club Rules are made in accordance with the Explanatory Note to Agenda Item 7(b).”
8. To receive a report of changes made to the Laws of Cricket.
9. To discuss matters of which written notice has been given by twenty or more Members, in accordance with Rule 21 3(x), relating to:
(a) “Allocation of tickets”;
(b) “MCC Regulations”; and
(c) “Improving involvement in MCC decision making”.
10. To transact Any Other Business.
11. To receive the announcement by the President of his successor.
In relation to the business to be transacted at the Annual General Meeting there are Explanatory Notes on the pages which follow.
G.W. Lavender Chief Executive & Secretary, MCC 13 April 2023
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EXPLANATORY NOTES
Voting
The MCC Committee considers that all items of business on the agenda of the Annual General Meeting which require a vote are of sufficient importance to the Club to justify the use of online and postal voting, to enable all Full and Senior Members to vote without having to be present at the time of the Meeting.
The MCC Committee has decided that, in order to obtain the views of as many Members as possible in relation to the items of business on the Club’s AGM agenda, it is fair to extend the right to vote to every Full and Senior Member and not simply those who are able to attend General Meetings of the Club.
The MCC Committee has decided to extend the voting window and accordingly, online voting will open when the AGM documents have been sent out and will close at 12 noon on Tuesday 9 May 2023. For Members wishing to vote by post, and to whom a Postal Voting Form has been sent in accordance with Club Rule 3 19, the Postal Voting Form must be returned so as to be received no later than 12 noon on Tuesday 9 May 2023
The Explanatory Notes which follow should be read in conjunction with the agenda for the Annual General Meeting.
AGENDA ITEM 2
Minutes of General Meetings are now formally received by Members at Annual General Meetings and a vote is not taken.
The minutes of the Annual General Meeting, held on 4 May 2022, are published on pages 68 to 81 (inclusive) of the Annual Report and Accounts 2022
AGENDA ITEM 4
Every Member has been sent a copy of the Annual Report and Accounts 2022, by post or email.
The Annual Report and Accounts 2022 also includes minutes of General Meetings held during the year to which the document relates, a report on the MCC Foundation and obituaries of Members. The MCC Committee believes that Members support the inclusion of these three sections, which, although not forming part of the Annual Report and Accounts, are of general interest to Members.
AGENDA ITEM 5(A)
In accordance with Rule 18 2, R.S. Leigh is due to retire as a Trustee on 30 September 2023 and, having served six years in total, is not eligible for re-appointment. The MCC Committee accordingly recommends the appointment of D.J.C. Faber as a Trustee in his place for a period not exceeding three years with effect from 1 October 2023
David Faber, a Member of the Club since 1981, served four terms as an elected member of the MCC Committee, from 19972000, 2001-04, 2005-08 and 2010-13. He served on the Marketing committee from 1995-2005 and the Arts and Library committee 2009-19, chairing it from 2013-19. A Playing Member, he has toured with the Club including as manager of the tour to Canada in 2001
He was the Member of Parliament for Westbury from 1992-2001, before leaving politics to focus on a career as a writer and historian. Since 2010, he has been the Headmaster at Summer Fields School in Oxford.
The appointment of D.J.C. Faber is subject to approval by Members.
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AGENDA ITEM 5(B)
In accordance with Rule 10 1, A.B. Elgood is due to retire as Treasurer on 30 September 2023 and, having served for six years in total, is not eligible for re-appointment. Following the Nominations committee review, the MCC Committee recommends the appointment of C.C.B. Rogers to succeed him with effect from 1 October 2023 for a period of three years.
Christopher Rogers was elected as a Member of the Club in 1977 and has served on the Club’s Finance committee since 2015 He is currently non-executive chair at Wickes Group and a non-executive director at Sanderson Design Group and Kerry Group. He was also previously Chief Financial Officer at Whitbread and Global Managing Director of Costa Coffee.
The appointment of C.C.B. Rogers is subject to approval by Members.
AGENDA ITEM 5(C)
KPMG LLP, have acted as the Club’s auditors since their appointment in 2015. The MCC Committee recommends that the re-appointment of KPMG LLP as auditors be approved.
AGENDA ITEM 6
There were four nominations for the directly elected vacancy on the Nominations committee. Consequently, a ballot was held, in accordance with Rule 16 6
The ballot closed at 12 noon on Monday 13 March 2023. A total of 5,161 ballots were submitted, of which 53 were found to be invalid. James Kendall has been re-elected to serve on the Nominations committee for a full three-year term with effect from 1 October 2023, having received 2,455 votes.
AGENDA ITEM 7(A)
The MCC Committee, in accordance with Rule 4 1, is proposing an increase to Entrance Fees and Annual Subscriptions of 8% across the various classes and categories of membership with effect from 1 January 2024
Annual Subscription changes presented to the membership have, over the years, usually been aligned with recently published changes to the official inflation index. This is on the basis of the Club’s long-standing policy that the contribution of the membership to overall annual income by way of subscriptions should remain roughly at the same proportionate level over time.
The average increase in Annual Subscriptions introduced on 1 January 2023 was 6%, following two years, 2021 and 2022, with no increase at all. Proposed subscription rates for 2024 were discussed with reference to the Consumer Prices Index (CPI), the figure by which the rate of inflation is now most widely judged and reported. The CPI inflation figure for the 12 months to Feburary 2023 was 10 4%. The Retail Prices Index, which the Club has previously used as a benchmark was, over the same period, higher still at 13 4%.
The Committee believes that 8% is fair and sensible and that Annual Subscriptions continue to represent excellent value for money when compared to similar memberships. The proposed increase is lower than would be the case if the 2022 increase in CPI was applied in full and although CPI is widely predicted to fall through 2023, this does not mean that there will be any significant accompanying reduction in the level of costs that the Club faces.
As Members will know, there was a large spike in inflation during 2022 - a year in which, as noted above, there were no subscription increases. This spike led to a significant uplift in the Club’s costs. In paying the London Living Wage to our valued casual staff, the lowest hourly rate has increased by 37% in the same period – representing a £4m casual wage bill. The cost of alcoholic drinks from suppliers has increased by an average of 18% since 2022. Utility costs have quadrupled since pre-Covid levels, accounting for a further £4m of cost to the Club. These are the headline figures in a much longer list.
As is stated in the Accounts, 2022 was a good year financially for the Club. However, it is essential that similar good outcomes continue to be achieved in future years, in order for the Committee to have confidence to present the membership with plans, underpinned by the necessary funds, to continue the phased upgrade of Lord’s and its facilities, with Members’ stands, the Tavern and Allen, being the next planned phase of Ground Development.
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To recognise cost of living pressures, an opt-in instalment plan will be offered to Members paying by direct debit to spread the cost of their Annual Subscriptions across five months from October 2023 to February 2024. In practical terms, this would mean 15% of the Annual Subscription paid by direct debit on or shortly after the first working day of each of October, November, December and January, with the final 40% payable in February. For those Members taking this option a flat administration fee of £15 will be added to the Annual Subscription taken with the January instalment.
RESOLUTION
“That the following increases in the Entrance Fees and Annual Subscriptions, such increases to take effect from 1 January 2024, proposed by the MCC Committee in accordance with Rule 4 1, be approved:
AGENDA ITEM 7(B)
Background
The MCC Committee recommends a number of changes to the Rules of the Club which are the subject of this Resolution. There are some minor consequential changes and points of format and punctuation which are not addressed in this Explanatory Note as, whilst they should be made, they are of incidental application and no serious import so far as the operation of the Club and the interests of Members are concerned.
Members who wish to review a tracked changes version of the Club Rules with all the proposed amendments marked up may do so by visiting the Members’ Area of www.lords.org or by request to the MCC Membership Director at asm@mcc.org.uk
The material alterations are dealt with under 1 to 4 below:
1 Associate Members serving on sub-committees
Serving on any Club committee is currently the right of Full Members only, as referenced in Rule 2 7(a). Given the compositions of the Club’s societies, and, in particular, the subject nature of some of the sub-committees, in order to increase the pool of the best qualified Members available for serving on such sub-committees, the MCC Committee recommends that Associate Members are eligible for appointment to those sub-committees. For clarity, Associate Members will remain ineligible to serve on the MCC Committee or Principal committees of the Club.
2. MCC Committee quorum to approve Candidates with Special Qualifications
Following changes to the Rule on the composition of the MCC Committee approved by Members in October 2020, the size of the Committee has reduced from 21 to 12 members. Rule 3 6 currently states that ”at least ten members of the MCC Committee” must be present and that three-quarters of those present vote in favour of electing a Candidate with Special
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From To Full Members Entrance Fee Ordinary Members £1,154 £1,247 Playing Members £579 £626 Annual Subscription Inner Town £617 £667 Outer Town £514 £556 Country £308 £333 Over-75 £308 £333 Under-30 £308 £333 School Staff £308 £333 Abroad List £142 £154 Out-Match Members Annual Subscription £71 £77 Senior Members Annual Subscription £88 £96”
Qualifications. With 21 members of the Committee, having ten (less than 50%) present was unlikely to be an issue. In view of the reduced size of the Committee, it is proposed that the number needing to be present to vote on such a matter be similarly reduced, to seven.
3 Playing Members’ Requirements
In 2016, the requirements for Full Playing Membership was increased, with Candidates required to play not less than twenty days in five years. Rule 3 11(a) currently lists the requirements as fifteen days in five years. The higher requirement has been communicated to all Playing Members and Candidates on an annual basis and it is therefore proposed that this Rule be amended to formally document the up-to-date requirements.
4. Playing Members’ Requirements and failure to comply with Rule 3 11
Rule 3 12 states that a Playing Member who fails to meet the Playing Members’ Requirements stipulated in Rule 3 11 will be subject to the Disciplinary procedures set out under Rule 6 2
Having consulted with the Cricket committee, both Players & Fixtures sub-committees and the Disciplinary Panel Chair, it is proposed that Rules 3 12 and 6 2 be amended to enable the MCC Committee or, by delegation, the relevant Principal committee, as opposed to the Disciplinary Panel, to administer any appeals against a Playing Member having their membership terminated for failure to play the requisite number of qualification matches (and to deal with any matters relating to playing guidance and/or regulations).
5. Minor changes
There are some further changes to the Rules of minor consequence, notably the removal of some Transitional Rules, which have now been superseded, and punctuation changes. These are not detailed in this Explanatory Note. As noted above, Members may review these changes with reference to the tracked changes version of the Club Rules.
Amendments to Rules of the Club
To deal with the recommended alterations detailed above, Members are asked to support the Resolution, which will have the effect of amending Rules 2 7(b), 3 6(iii), 3 11(a), 3 12 and 6 2, as set out below:
2 7 Rights of Members
(b) Associate Members
(i) To be admitted upon production of their current membership passes (other than those on the Abroad List) without charge to Lord’s and the Members’ Friends’ Enclosures and/or Pavilion on such days as the MCC Committee may from time to time stipulate except where either Rule 2 7(a)(i)(II) or (III) applies;
(ii) to apply for reserved seats in the Members’ Friends’ Enclosures (excluding the Allen Stand Upper Tier when such area is deemed to be an extension of the Pavilion) for themselves and their guests on the same basis as Full Members may apply for reserved seats in accordance with Rule 2 7(a)(ii), but limited to those days on which Associate Members are admitted to the Members’ Friends’ Enclosures upon production of their current membership passes pursuant to Rule 2 7(b)(i); and (iii) to be eligible to serve on any sub-committee.
For the avoidance of doubt, Associate Members are not eligible to serve on the MCC Committee or principal committees and have none of the rights numbered (iii) to (xvii) inclusive of Full Members referred to in Rule 2 7(a).
3 6 Candidates with Special Qualifications
(iii) at least seven members of the MCC Committee present at such meeting, being at least three-quarters of those present, vote in favour of the candidate’s election.
3 11 Playing Members’ Requirements
(a) Full Playing Members
After election, a Full Playing Member must play at least twenty days of cricket (or such other number of days as the MCC Committee may from time to time stipulate either generally or specifically) for the Club during the period of five years following election.
3 12
Failure to Comply with Rule 3 11
A Playing Member who fails to play or, as the case may be, fails to umpire his or her required number of days of cricket, or in the case of a Tennis and Squash Playing Member fails to play his or her required number of matches for the Club, in accordance with Rule 3 11 shall be regarded as having infringed these Rules and shall therefore have their membership
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terminated by written notice. Playing Members shall be entitled to make representations within one month of the date of this notice as to why their membership should not terminate.
The MCC Committee, or relevant principal committee or sub-committee, may, subject to such conditions as it sees fit to impose, extend the periods pursuant to Rules 3 11(a) to (d) for any Playing Member.
On termination of membership for the reason set out in this Rule 3 12 , such former Playing Member shall revert to being an Ordinary Full Member or, as the case may be, Associate Member (if such before election as a Playing Member) or Candidate for membership (but only if such prior to election as a Playing Member and in that event shall duly be considered in turn as if such former Playing Member had never been elected as a Playing Member).
A Playing Member who breaches any playing guidance and/or regulations may attract a suspension which will be determined by the relevant principal committee or sub-committee.
6 2 Procedure
The procedure to be followed in the event of a complaint against a Member under Rule 6 1, shall be as set out in regulations (Disciplinary Regulations) from time to time made by the MCC Committee, and which shall appear on the Club’s website. This Rule 6 2 shall come into effect on 1 October 2016 in respect only of any disciplinary procedure commenced on or after that date.
RESOLUTION
“That the changes to the Club Rules are made in accordance with the Explanatory Note to Agenda Item 7(b).”
AGENDA ITEM 8
At its meeting on 18 January 2023, the MCC Committee, pursuant to Rule 29, passed a Resolution to approve a minor amendment to Law 38 3 (Non-striker leaving his/her ground early) of the Laws of Cricket, which came into effect immediately.
Following some high-profile incidents of attempted Run outs of the non-striker by bowlers, the Club acknowledged that there was slight ambiguity in the wording which could lead to confusion. The Club therefore moved quickly to change the wording of Law 38 3 1 to deliver better clarity for what is, to some, a confusing and controversial Law.
The previous wording led some to think that if the non-striker left his/her ground before the expected moment of release of the ball by the bowler, then the Run out could happen at any moment, even after the bowler had gone through the bowling action. That was never the intention of this Law, nor the way it was ever interpreted by MCC.
It is important to note that the revised version of the Law, shown below, does not change the way the Law should be interpreted – it has been interpreted in this manner for the past six years. Instead, the Law change is intended to make things clearer.
38 3 Non-striker leaving his/her ground early
38 3 1 At any time from the moment the ball comes into play until the instant when the bowler would normally have been expected to release the ball, the non-striker is liable to be Run out if he/she is out of his/her ground. In these circumstances the non-striker will be out Run out if he/she is out of his/her ground when his/her wicket is put down by the bowler throwing the ball at the stumps or by the bowler’s hand holding the ball, whether or not the ball is subsequently delivered.
38 3 1 1 The instant when the bowler would normally have been expected to release the ball is defined as the moment the bowler’s arm reaches the highest point of his/her normal bowling action in the delivery swing.
38 3 1 2 Even if the non-striker had left his/her ground before the instant at which the bowler would normally have been expected to release the ball, once the bowler has reached that point it is no longer possible for the bowler to run out the non-striker under this Law.
Laws 38 3 2 and 38 3 3 remain unchanged.
The 2022 edition of the Laws of Cricket, together with a detailed document explaining the latest changes, is available for Members to review via the Laws section of www.lords.org. A copy of the new Code will be sent by email or by post to any Member upon written request to the Chief Executive & Secretary (via the email address laws@mcc.org.uk).
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AGENDA ITEM 9 (A) - THE MATTER OF “ALLOCATION OF TICKETS”
The agenda includes a summary of the Matter of which written notice has been given by P.D.M. Ashton, P.C. Banham, S.B. Beaumont, S.P. Booth-Mason, P.L.M. Case, D.A. De Saxe, N.R. Dugdale, Dr. C.R.L. Friend, M.W. Hall, P. Hart, P.J. Honey, J.R. Husain, N. Jhala, R.A. Knox-Johnston, Dr. G.R.G. Lewison, M.E. Milton, M. Morgan, Dr. R.B. Packard, M.M. Rajabali, M.G. Sawyer, N. Tester, R.C.S. Titchener-Barrett, A.A.J.L. Troughton, N.H.C. Ward, C. Waterman and Brig. D.B.W. Webb-Carter.
The full text of their Matter for Discussion is reproduced verbatim below:
“To discuss the allocation process and pricing policy for tickets.”
AGENDA ITEM 9(B) - THE MATTER OF “MCC REGULATIONS”
The agenda includes a summary of the Matter of which written notice has been given by P.D.M. Ashton, P.C. Banham, S.B. Beaumont, S.P. Booth-Mason, P.L.M. Case, E.W. Collier, R.G. Dacomb, D.A. De Saxe, N.R. Dugdale, D.A. Flowers, Dr. C.R.L. Friend, M.W. Hall, P. Hart, P.J. Honey, Col. J.S. Knox, J.S. Lloyd, M.E. Milton, M. Morgan, Dr. R.B. Packard, the Rt. Hon. P.S. Patel, M.M. Rajabali, M.G. Sawyer, N. Tester, R.C.S. Titchener-Barrett, A.A.J.L. Troughton, N.H.C. Ward, C. Waterman and Brig. D.B.W. Webb-Carter.
The full text of their Matter for Discussion is reproduced verbatim below:
“To discuss the process for informing Members of regulations, particularly those that lead to disciplinary action if not adhered to.”
AGENDA ITEM 9(C) - THE MATTER OF “IMPROVING INVOLVEMENT IN MCC DECISION MAKING”
The agenda includes a summary of the Matter of which written notice has been given by P.D.M. Ashton, P.C. Banham, S.B. Beaumont, S.P. Booth-Mason, P.L.M. Case, D.A. De Saxe, N.R. Dugdale, D.A. Flowers, Dr. C.R.L. Friend, M.W. Hall, P. Hart, P.J. Honey, N. Jhala, Col. J.S. Knox, J.S. Lloyd, M.E. Milton, M. Morgan, Dr. R.B. Packard, the Rt. Hon. P.S. Patel, M.M. Rajabali, M.G. Sawyer, N. Tester, R.C.S. Titchener-Barrett, A.A.J.L. Troughton, N.H.C. Ward, C. Waterman and Brig. D.B.W. Webb-Carter.
The full text of their matter for discussion is reproduced verbatim below:
“To discuss the forum by which Club issues and decisions are discussed and communicated (including AGM agenda, Matters for Discussion and View from the Committee Room).”
AGENDA ITEM 11
Under the Rules of the Club, the President is obliged to nominate their successor at the AGM. The Committee has considered whether or not this system should continue and has concluded that the traditional nomination procedure has served the Club well over a great number of years and that it should not be changed.
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NOTES ON VOTING AND PROCEDURE
The MCC Committee has decided to arrange for both online and postal voting, to take place on all items of business on the agenda which require a vote at the Annual General Meeting, to ensure that all Members are able to exercise their votes without having to be present in person at the Meeting.
1. Methods of Voting
You may vote:
(i) online – logging into www.cesvotes.com/mccagm, or
(ii) by post – completing and returning the Postal Voting Form by use of the enclosed reply-paid envelope, or (iii) in person – at the Annual General Meeting, (in each case in accordance with the instructions on the voting site, provided at the Meeting or printed on the Postal Voting Form.) Each Full or Senior Member is entitled to exercise only one vote, irrespective of the method used. In the event that a Member submits a Postal Voting Form or an in-person voting paper and an online vote, only the first received vote will be counted.
2. Voting Online
To vote online, please visit www.cesvotes.com/mccagm and login using the unique security codes issued to you by email or post, then follow the instructions on the voting site. Voting online opens when AGM documents have been sent and closes at 12 noon on Tuesday 9 May 2023. Votes submitted online may not subsequently be withdrawn or amended.
3. Voting by Post
To vote by post using the Postal Voting Form, please mark an “X” under either “FOR” or “AGAINST” on the relevant items. The Postal Voting Form should then be returned in accordance with the instructions printed on the form so as to be received by Civica Election Services no later than 12 noon on Tuesday 9 May 2023. No postage stamp need be affixed. Please do not enclose any other communication with your Postal Voting Form.
Votes submitted by the completion and return of a Postal Voting Form may not subsequently be withdrawn or amended. Completed Postal Voting Forms may be lodged at the venue of the Meeting immediately prior to its commencement, and these will be counted in the postal votes. Mutilated or defaced Postal Voting Forms may be exchanged, and lost or stolen Postal Voting Forms may, at the discretion of the Chief Executive & Secretary, be replaced, in each case on written application to him (via the email address agmquestions@mcc.org.uk) no later than 09 00 on Monday 24 April 2023
4. Voting In Person
Voting in person on the items of business which require a vote will be by use of the voting paper issued at the entrance to the Meeting. It should be noted that appropriate checks will be made by staff at the registration desks to ensure that voting papers are not issued to any Member who has submitted votes online.
5. Attendance at the AGM
Only Full and Senior Members may attend and vote. In-person admission to the Annual General Meeting will be only on production of a valid 2023 membership pass. Please visit the Club’s website at www.lords.org/agmlogin for details of how to attend the Meeting online.
Full and Senior Members may attend the Meeting even if they have submitted votes online or by post.
This document is being sent to Associate Members for information only. They are not entitled under the Rules of the Club to attend General Meetings or to vote.
6. Required Majorities
The affirmative vote of a majority of total votes cast by Members who (being entitled to do so) vote, whether online or by the completion and return of the in-person voting paper or Postal Voting Form, is required for Agenda Items 4 and 5(a) to 5(c) (inclusive) to be passed at the Annual General Meeting under Club Rule 24 7. Agenda Item 7(a), and Agenda Items 7(b) (each pursuant to Club Rule 30 1) require a vote in favour of not less than two-thirds of the votes cast by Members to be passed under Club Rule 24 7
7. Voting Regulations
As required by the Rules of the Club, the voting, and the casting of votes at the Annual General Meeting on all items of business which require a vote shall be conducted in accordance with Regulations made by the MCC Committee under Club Rule 25. A copy of the Online and Postal Voting Regulations are posted on the Club’s website www.lords.org/member-regulations. You may also obtain a copy of the Regulations on application to the office of the Chief Executive & Secretary (via the email address memberquestions@mcc.org.uk).
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