DRAFT MINUTES OF MEETING (TO BE APPROVED BY MEMBERS AT THE 2021 AGM) - AGM 2020 - Rugby House, Twickenham Stadium, 200 Whitton Road, Twickenham ...

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DRAFT MINUTES OF MEETING (TO BE APPROVED BY MEMBERS AT THE 2021 AGM) - AGM 2020 - Rugby House, Twickenham Stadium, 200 Whitton Road, Twickenham ...
AGM 2020

              DRAFT MINUTES OF MEETING

(TO BE APPROVED BY MEMBERS AT THE 2021 AGM)

Rugby House, Twickenham Stadium, 200 Whitton Road, Twickenham, TW2 7BA
                        www.englandrugby.com

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DRAFT MINUTES OF MEETING

                              ANNUAL GENERAL MEETING

                    Virtual Meeting held at 17:00 on Friday 12 June 2020

The following Unions and Clubs were represented:
Aldermaston RFC                     Chosen Hill Former Pupils RFC        Hertford RFC
Ampthill & District RFC             Cleethorpes RUFC                     Hertford RFC (Oxford)
Anselmians RUFC                     Colchester RFC                       Hertfordshire
Army Rugby Union (CB)               Colerne RFC                          Hope Valley RUFC
Aylesbury RFC                       Corpus Christie/Somerville RFC       Hove RFC
Balliol RFC                         Coventry University RFC              Hungerford RFC
Banbury RFC                         Crewe & Nantwich RUFC                Jesus College RFC
Barnes RFC                          CS Stags 1863                        Kenilworth RFC
Bedford Athletic RFC                Datchworth RFC                       Kent
Bedworth RUFC                       De Montfort University (Leicester)   Kesteven RUFC
Berkshire                           RFC                                  Kettering RFC
Berkshire County RFU (CB)           Devizes RFC                          Keynsham RFC
Berwick Upon Tweed RFC              Devon RFU (CB)                       Keyworth RFC
Bingham RFC                         Devonport Services RFC               Kidderminster Carolians RFC
Birstall RFC                        Dorset & Wilts                       Kings Norton RFC
Bishops Castle & Onny Valley RFC    Dorset & Wiltshire RFU (CB)          Law Society RFC
Black Horse RFC                     East Midlands Rugby Union (CB)       Ledbury RFC
Blackheath FC                       Eccleshall RUFC                      Leicestershire Rugby Union Ltd (CB)
Blandford RFC                       Edwardian FC                         Liskeard-Looe RFC
Bletchley RUFC                      Egham Hollowegians RFC               London Irish Amateur RFC
Bournville RFC                      Emmanuel College RFC                 Long Buckby RFC
Bredon Star RFC                     Erdington RFC                        Longton RFC
Brixham RFC                         Esher RFC                            Lutterworth RFC
Broadstreet RFC                     Essex County RFU (CB)                Lymm RFC
Bromyard RFC                        Fairford RFC                         Marlborough RFC
Buckingham RUFC                     Five Ways Old Edwardians FC          Marlow Rugby Union Football Club
Burntwood Rugby Club Limited        Girton College RFC                   Melksham RFC
Burton RFC Ltd                      Gloucester & District                Mellish RFC
Camborne RFC Ltd                    Gloucestershire RFU (CB)             Morley RFC
Cambridge University RFC            Goole RFC                            New Brighton Football Club (RU)
Cambridge University RFU (CB)       Gosford All Blacks RFC               Newbury RFC
Camp Hill RFC                       Halifax Vandals RUFC                 Newcastle (Staffs) RUFC Ltd
Castle Donington RUFC               Hammersmith & Fulham RFC             Norman Robertson
Cheltenham Civil Service RFC        Hampshire RFU Ltd. (CB)              North Hykeham RUFC
Cheshire RFU (CB)                   Hampstead RFC                        North Midlands RFU (CB)
Cheshunt RFC                        Haslemere Community Rugby Club       North Petherton RFC
Chester RFC                         Haywards Heath RFC                   North Yorks & Cleveland
Chesterfield Panthers RUFC          Henley Rugby Club Ltd                Northampton Old Scouts RFC
                                    Hereford RFC

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Northumberland                       Rosslyn Park FC                     Sussex
Northumberland Rugby Union (CB)      Rugby Football Referees Union       Sussex RFU Ltd. (CB)
Northwich RFC                        Rugby Lions RFC                     Swaffham RUFC
Norton RFC                           Ruislip RFC                         Swanage & Wareham RFC
Notts, Lincs & Derbyshire RFU (CB)   Saracens Amateur RFC Ltd            Teignmouth RFC
Oadby Wyggestonian RFC               Scarborough RFC                     Tonbridge Juddians RFC
Oakham RFC                           Seaford RFC                         Trentham RFC
Oakmeadians RFC                      Seghill RFC                         University of Essex RFC
Old Halesonians RFC                  Selwyn College RFC                  University of Manchester RFC
Old Leamingtonians RFC               Sileby Town RFC                     Uxbridge RFC
Old Merchant Taylors' FC             Sleaford RFC                        Vale of Lune RUFC
Old Otliensians RUFC Ltd             Slough RFC                          Warwickshire
Old Priorians RFC                    Somerset County RFU Limited(CB)     Warwickshire RFU (CB)
Old Saltleians RFC                   South Leicester RFC                 Wasps FC
Olney RFC                            Southam RFC                         Wednesbury RUFC
Oxford University RFC                Southampton RFC                     Westbury RFC
Oxfordshire RFU (CB)                 Southend RFC                        Westcliff RFC
Penrith RFC                          St Edmund Hall RFC                  Widden Old Boys RFC
Penryn RFC                           St Hilda's College RFC              Wimborne RFC
Peterborough RUFC                    St John's College RFC               Windermere RUFC
Plymouth                             St Mary's Old Boys RFC              Wisbech RFC
Pocklington RUFC                     Staffordshire County RFU (CB)       Wortley RUFC
Prudhoe and Stocksfield RFC          Stanley Rodillians RUFC             Wymondham RFC
Quintin RFC                          Stockport RUFC                      Yardley & District RFC
Ramsey RUFC                          Stourport RFC                       Yeovil Rugby Club
Redditch RFC                         Stow-on-the-Wold & District RFC     York RUFC
Richmond FC                          Suffolk & North Essex               Yorkshire RFU (CB)
Ripon RUFC Ltd.                      Surrey Rugby (CB)

The following Council Members were represented:

    Peter Wheeler (President)        Ivor Smith                        Paula Carter
    Jeff Blackett (SVP)              James Cook OBE                    Pete Whiting
    Andy Cosslett (Chairman)         Jeff Blackett                     Peter Howard
    Bill Sweeney (CEO)               Jim Chapman                       Phil de Glanville
    Alan Milliner MBE
                                     John Rogers                       Rob Briers
    Allan Butcher
                                     Jonathan Webb                     Rob Udwin
    Andy Shorney
                                     Ken Andrews                       Robert Walsh
    Charlie McGinty
                                     Louise Latter                     Robin Wannop
    Chris Cuthbertson
                                     Maggie Alphonsi MBE               Roger Clarke
    Chris Kelly
                                     Malcolm Caird                     Roger Pierson
    Christopher Smith
                                     Malcolm Wharton CBE               Ron Jones
    Danny Hodgson BEM
                                     Maureen Jackson                   Simon Collyer-Bristow
    David Ewing
                                     Michael Procter                   Stephen Guy
    David McAteer
                                     Mike Waplington                   Stephen Pearson
    David Roberts
                                     Nigel Gillingham OBE (JVP)        Steve Miles
    Deborah Griffin OBE
                                     Nigel Orton JP                    Ted Atkinson
    Fred Batchelor
                                     Norman Robertson                  Terry Burwell
    Genevieve Glover
                                     Paul Kaminski                     Tracy Edmundson
    Ian Metcalfe

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*Please note due to the virtual nature of this meeting, questions from members were submitted via the
AGM portal, it was explained at the start of the meeting that now all questions would be addressed in
order to keep to the timings.

1.    Approval of the minutes of the Annual General Meeting held on 14th June 2019
      No substantive comments were received, the minutes of the Annual General Meeting held on 14th
      June 2019 were APPROVED.

2.    Chief Executive’s Report for Season 2019/2020
      Bill Sweeney welcomed those who had joined the virtual AGM and started by noting that this is
      the most challenging period for our sport in modern times. The global pandemic means the RFU
      has to focus on the immediate need to preserve the RFU, maintain our liquidity and support the
      community game, while taking advantage of any opportunities that this crisis presents.
      Currently, the RFU is focused on short-term stabilisation of the business and longer term planning
      for our future in the new environment. Supporting grassroots clubs and a thriving community game,
      consistently winning England teams, a focus on our people and a strong business model remain
      at the forefront of all planning and decision-making.
      The RFU is working with the Department of Digital, Media Culture and Sport (DCMS) on the specific
      financial impact of Covid-19 on the RFU and making suggestions on potential Treasury help to
      support rugby and other National Governing Bodies. The RFU will, however, have to make
      important and difficult decisions on managing our resources for the long term as consequences of
      this crisis will have a lengthy and significant impact.
      The RFU is involved in preparation for the elite return to play guidance and working, led by Sport
      England, on the return to community sport guidance. Our roadmap of steps to restart training and
      playing rugby was shared with the rugby community last week. Most clubs will want a swift return
      given concerns over retaining players and generating revenue streams but the RFU decisions must
      be based on the best interests of players, volunteers and clubs and so the RFU will only move from
      one stage to the next when guidance and advice says that it is safe to do so.
      Sweeney went on to note that on 16th March the RFU became one of the first sports to suspend
      play, ending the season outside of the Premiership four days later, providing clarity and allowing
      clubs to reduce costs. On 2nd April the RFU announced the mechanism to determine final league
      standings for the season. On 25th March the RFU announced pay cuts within the RFU and
      immediately reduced costs throughout the business by stopping all non-essential activity. On the
      same day the RFU launched a £7 million support fund for the community game as well as helping
      clubs to access small business grants from government and financial aid from Sport England.
      The RFU furloughed 60% of RFU staff, while providing regular updates, advice and webinars for
      the game. Twickenham’s North Car Park became a drive-through coronavirus testing facility on
      18th April reaching a peak capacity of just over 1000 tests per day.
      The 2019/2020 season was already budgeted to be a loss-making year within a four-year cycle,
      due to the costs of the 2019 Rugby World Cup campaign and only hosting two home Six Nations
      games. The financial impact of coronavirus on sport has been dramatic and the RFU laid out the
      repercussions to a DCMS Select Committee in early May.The RFU has considered a range of
      potential scenarios that project a revenue reduction of between £27m and £103m for the financial
      year 2020/2021. For the remainder of the 2019/2020 season the situation is constantly moving,
      but the RFU expect to achieve figures within £2-3m of budget, which is an excellent result given
      that the RFU have lost over £15m of revenues in March to June 2020 due to cancelled events.
      Our business model is similar to most rugby clubs: the RFU earns revenue from events on and
      off the field, with 55% of revenue coming from ticketing & hospitality, and invest that back into the
      game. The RFU benefits from strong Twickenham Stadium revenues but is also affected if there
      is widespread cancellation of games and events. Twickenham welcomed 471,992 rugby fans,
      with capacity crowds at the Quilter Summer Internationals and our two Guinness Six Nations Test
      matches, but in lockdown the revenues these fans bring cease and no longer fuel the game.
      Sweeney explained that Project Union defined our purpose, vision and mission and a clear set of
      objectives. The RFU had to refocus and launch Project Rise to coordinate the considerable
      amount of change required. This has included concentrating on restarting our core activity and
      reshaping what the RFU does over the next 12 to 18 months and beyond. From this, the RFU

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now has two equally important objectives: to ensure that it has the right capabilities across the
organisation to deliver our core activities and strategy with the resources available. Additionally,
the organisation will have to focus on doing less and with fewer resources as Covid-19 hits both
our short and longer-term revenues. The RFU’s lasting commitment remains to both the
community game – the lifeblood of our sport – and professional rugby. Without our grassroots
clubs the RFU would have no game and no England team, our network of community clubs
across the country is our strongest and biggest asset.
Sweeney noted that the RFU remains committed to having a world-leading coach, player, and
officials pathways across the game to develop the talent that comes through the community to
deliver consistently winning England teams. Work continues to reschedule postponed fixtures
including the final round of the men’s Six Nations, the outstanding women’s Six Nations fixtures,
and to replace England’s Japan Tour. The RFU has been in regular dialogue with World Rugby,
SANZAAR and the Six Nations around reviewing the global and domestic calendar.
Conversations between the northern and southern hemispheres on calendar alignment have
been extremely positive. The RFU now faces a very complex and congested balance of the year
as the international and club game seeks to fulfil outstanding fixtures.
In January, the RFU signed a ground-breaking partnership with the other Six Nations unions
combining our collective men’s and women’s international broadcast and associated series
sponsorship rights. Entitled Project Light, this bundles Autumn Internationals and Six Nations
fixtures and puts the RFU in a position of strength compared to the current fragmented rugby
broadcast media landscape The key next step is the tendering of the 2020 Autumn Internationals
which will be challenging in the current broadcast market, and the 2022 Six Nations rights.
Sweeney explained that the organisation’s commercial partnerships programme has proved
robust in a challenging market. Mitsubishi Motors, Britvic and Champagne Bollinger extended
their partnerships, with new four, six and five year agreements respectively, all running from 1st
September 2020. The RFU also saw five new brands join the sponsor family, namely: Red Bull,
Irwin Mitchell, Simplyhealth, Bremont and Optimum Nutrition. Umbro and Charles Tyrwhitt have
both signed new agreements.
Since rugby stopped in March, the RFU social media team has tailored content to support
government messaging, while keeping our varied audiences informed and engaged. As a result
the England Rugby social channels have experienced substantial year-on-year growth; with The
Rising Sons’ inspiring campaign during the Rugby World Cup taking fans along on the journey
with the team and has generated 119m fan engagements, and also leading to an ITV
documentary.
It was a very different world when the RFU enjoyed the Rugby World Cup in Japan at the start of
the season. Sweeney took the time to congratulate Japan again on a well-staged, record-
breaking World Cup, especially given that it took place in the face of the tragedy of Typhoon
Hagibis. On the pitch, Eddie Jones and the most diverse England senior men’s squad ever
secured some great victories and, while the result did not go the way we wanted in the final, the
RFU is proud of Eddie’s and the squad’s achievements. In regard to the 2020 Guinness Six
Nations, with the final match against Italy postponed, England currently sits top of the table on
points difference. The RFU is in dialogue with the Six Nations and other Unions regarding options
to reschedule for later in the year. England Women started this season with a clean sweep in the
Quilter Internationals in November.They were on course for back-to-back Grand Slams in the Six
Nations, when rugby went into lockdown and the home Six Nations matches drew impressive
crowds.
The shutdown of sport has presented big challenges for our grassroots clubs. They need simple,
focused support which delivers real benefit. The RFU wants to help them to be financially
innovative and sustainable, to address the adult male 15s challenge, and to run and retain youth
and women's teams for the future development of the sport.
Diversity remains essential. The senior mens team represented our most diverse to date with
35% BAME players and 70% coming from state school under the age of 16. Sweeney explained
this should inspire us all to make our game, and its unique values, more accessible to a wider
and more diverse group of players and administrators. Before the season ended early, player
numbers suggested a continued increase in age grade teams, growth among women players,
and men’s player numbers stable. January’s Adult Male Competition Future Structure Survey had
6,000 responses of which 48% were players and the RFU recently held webinars to help

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understand the views of rugby players and clubs about creating a competition structure which
meets their needs both now and for the future. The RFU is now into deep consultation to review
the options available and ensure the organisation does what is right for the game overall.The
Game On principles, allowing teams short of numbers to play with smaller teams over a shorter
match duration, continue to provide flexibility, helping more games to take place. Sweeney
highlighted that the women’s and girls’ game continues to go from strength to strength, with
40,000 registered women players in over 400 clubs, 90,000 girls taking part in schools, colleges
and universities, and 10,000 female O2 Touch players. The RFU has a target to reach 60,000
registered players by 2029 with 220 more clubs and 1,513 more teams playing women’s and
girls’ rugby. The organisation’s investment in the grassroots game continued and included grants
to clubs affected by extreme weather conditions in January and February. The Rugby 365 AGPs
were used by over 360 clubs over the year, with almost 5,000 matches hosted. New AGPs were
completed at Lymm and Chippenham RFC, taking the total number of operational RFU AGPs to
28 across England.
The All Schools target of taking rugby to a further 750 state secondary schools was reached in
September 2019 and celebrated at Luton’s Lealands High School. The Quilter Kids First pledge
has now been signed by more than 1,000 clubs and schools, with 10,863 coaches and referees
on Quilter Kids First courses. The Half Game Rule became a mandatory regulation this season
for age grade players in all clubs, schools and colleges, ensuring that every player now gets at
least half a game rather than sitting on the sidelines. Important work with universities has seen
some 2,500 players at risk of leaving rugby retained. O2 Touch remains popular among
university students and the O2 Touch season’s target of 35,000 players was hit in March.
The RFU continues to train and support community coaches and referees who are so essential to
the game. Female coach and referee numbers continue to increase as the RFU raises the profile
and importance of women coaching in both the men’s and women’s game.
The RFU is fortunate to have more than 100,000 volunteers ensuring that everyone has the
opportunity to play and that our community clubs thrive. The Mitsubishi Motors Volunteer
Recognition Programme has thanked many of them.
Sweeney noted that Covid-19 presents huge challenges across the game and the RFU will work
closely with Constituent Bodies to support clubs, competition organisers and the wider rugby
community in preparing to restart rugby in what is likely to be a challenging environment. The
CEO has great confidence in our clubs. The RFU has been inspired by the many stories of the
rugby family working together to support the most vulnerable in their community – Sweeney
noted how this encapsulates the unique spirt of rugby and reinforces that clubs across our
community game are more than just rugby clubs in their local communities. Sweeney assured
the members that the RFU is on top of this most challenging of times and is confident that this
spirit and resilience during this period will ensure that everyone will come through this together
and emerge stronger.
In response to Buckinghamshire Country RFU (CB) Sweeney explained that all areas of the
game are being scrutinised in terms of the RFU’s ability to support them, the organisation has
been in dialogue around running a consolidated GB 7’s team to reduce costs. The RFU is also in
discussion with UKSport who would help fund our 7’s team to be able to compete at the
Olympics.
In response to Hillingdon Abbots RFC, who queried whether the RFU would relax a number of
Regulations (namely 3.3.1(d) and 3.5) as it was likely a number of clubs would fall foul of these,
Angus Bujalski (Legal & Governance Director) explained that that these regulations relate to the
minimum numbers of matches that clubs must play over two years to retain voting membership.
He explained that at the start of each season the RFU audits which clubs have played the
requisite numbers of matches, and which clubs were at risk. This was already on the agenda at
the next Governance Standing Committee meeting, as the RFU does not want to prejudice
against clubs who are affected by the pandemic.
Following two questions received from Marlborough RFC, Sweeney explained that, in regard to
the 150th anniversary of the RFU, the celebrations would have to be scaled down in light of the
crisis. However, it will be a great opportunity to celebrate this important milestone and the RFU is
in conversations with its President-elect to mark the anniversary, but it was important to state it
will be somewhat toned down from the original ambitions. In answer to the second question,

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Sweeney explained that the RFU was lobbying hard to reduce the social distancing distance from
   2m to 1m as it aligns with the World Health Organisation guideline figures.
   In reponse to Melksham RFC, Sweeney explained that, in terms of getting level 6 and below back
   playing rugby, the RFU was well represented by a number of medical groups who were providing
   the organisation with expert advice. A lot will depend on how much Covid-19 stays within society,
   however the RFU has published its 5-stage road map to return to play, currently rugby is at stage
   B which allows groups of 6 to engage in controlled training. It is the RFU’s belief that there will
   need to be a 4-week period between the final two phases, with a hope to hit that penultimate
   phase in August to allow a restart in September, which is the primary target date. If this date
   cannot be achieved, November and then January would be the next target dates.
   Following a question from Ripon RUFC Ltd, the CEO explained that the RFU generates around
   85% of its revenues through the Men’s team playing at Twickenham, so it is important they
   perform well from that point of view but also to help inspire the next generation coming through.
   In that context, reaching the final of the World Cup was indeed a good achievement and value for
   money.
   The CEO confirmed to Colerne RFC that the data on the funds allocated to the Area Facility
   Managers to issue grants to clubs for facility improvements could be shared and the RFU will
   respond to this query in due course.
   In reponse to Bournville RFC, Sweeney noted that the RFU was working closely with each CB
   and constantly monitoring clubs. The loan process has been a success so far but the RFU or CB
   can look at this case offline.
   In reponse to concerns from Stow-on-the-Wold & District RFC around the reduction in numbers in
   the adult male players, Sweeney noted there were a number of factors being reviewed such as
   time and travel. When compared to other team sports, rugby was in a relatively good position
   around number retention.
   Following a question in regard to Clubhouse reopenings from Hope Valley RUFC, the CEO
   explained that the advice the RFU had received was that if you have a licence to serve food and
   drink and you have the grounds to serve it, then the club shold contact the local authrority to ask
   for permission to do so.
   In reponse to Colchester RFC and following a question around using academy players instead of
   overseas players to help with budgets, Sweeney assured the members that the RFU was in
   constant dialogue with PRL over these ideas and suggestions.
   In response to Chosen Hill Former Pupils RFC, Sweeney stated that the RFU was looking at
   various different options and formats of the game to allow a faster return to the game for minis
   and youth rugby.

3. Financial Report and Annual Report and Accounts 2018/2019
   Sue Day (Chief Financial and Operating Officer) noted that the annual report from 2018/19 had
   been audited, approved and published in November 2019. Day provided highlights from 18/19
   where it was noted that the RFU had an operating profit of £14.9m, capital employed equalling
   £196m, bank borrowing of £60m and P&L reserves of £28.6m.
   Day provided some highlights of the 2019/2020 year which was not quite completed but the
   expectation was that the Consolidated Group revenues are forecast for £160m, compared to
   £180m in the Business Plan. As Sweeney had mentioned previously, a loss was planned due to it
   being a Rugby World Cup year with a low match profile at Twickenham which is how the
   business would normally make a large proportion of its income. The organisation expects a loss
   to reserves of £22m compared to £20m in the Business Plan. Most losses in the year incurred by
   Covid-19 have been mitigated by cost and investment savings. One area affected by Covid-19 is
   the P&L investment in rugby, which is £94m, £7m less than budget.
   Day went onto explain that the RFU’s revenue has been significantly impacted by the Covid-19
   crisis which was a shame as the organisation had been ahead of its forecasted revenue before
   the crisis took effect. The positive to take was that the RFU was still creating new sponsorship
   and partnership deals and renewals. In terms of investment, Day explained that the total
   investment into rugby for the 2019/2020 financial year would be £94m, a decrease from the
   £100m in the 2018/19 year. The organisation’s investment into grassroots rugby is £28m,

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compared to £34m in the 2018/2019 year. The reason for these reductions in investment was
     that it was part of a continued effort to reduce spending as future revenues are lower than
     previously forecasted due to Covid-19. The RFU’s capital investment was £8m which was
     primarily stadium focused. Day went on to explain the RFU will have year-end borrowing of £75m
     against the current gross facility of £100m and the organisation’s cash was currently sitting at
     £30m.

     The CFOO then went on to provide a preview of the 2020/21 year ahead, noting the current
     period of huge uncertainty caused by the current crisis. This uncertainty will impact the
     organisation’s pre-covid forecast revenues of £215m, depending on when return to play will be
     and when the RFU can have people back in the stadium watching matches again. The
     uncertainty also means that the organisation’s levels of investment into rugby will be dependent
     on that too. This is why the RFU was looking to secure additional facilties to be able to manage
     the short-term cash impact, should the organisation require it. Day emphasised the fact that we
     currently did not need this additional facility but that it would be important to have it to create
     extra headroom for the organisation.
     Day finished by stating that there were difficult years ahead that would lead to tough decisions to
     make, but reassured the members that the organisation is managing the financial position
     carefully to ensure the Union remains in a stable position for the ongoing future.
     Ian Clayden of Auditors BDO, provided an Audit Report. Clayden noted it was a pleasure to address
     the RFU on behalf of BDO for the first time and explained that the members had access to the
     Auditor’s Report and therefore did not propose to read it in its entirety. The audit was conducted in
     accordance with the international standard of auditing and the report was unqualified. Clayden
     explained this meant that the financial statements were perceived to give a fair and true position of
     the performance of the organisation and that they were properly prepapred in accordance with the
     Cooperative and Community Benefit Societies Act 2014. Clayden also reported on two key matters
     BDO had highlighted: the recognition, depreciation and impairment of tangible fixed assets in light
     of the East Stand redevelopment at Twickenham Stadium; andthe recognition and measurement
     of deferred assets. The report also included going concerns and Clayden reiterated that BDO is
     engaged by the members and would remain approachable and accessible despite the current
     Covid Crisis.
     In response to a number of questions submitted around the increase in borrowing facility from the
     bank from the Army Rugby Union (CB), Gloucester & District and Wymondham RFC, Day
     explained that, in the most likely scenario whereby the Autumn Internationals are played with no
     or reduced capacity crowds, we still do not forecast the need to draw any more borrowing. The
     situation where we would need to secure an increase in available facilities would be if there were
     no matches played all of next season, which is why we want to get this approved now. There is no
     security involved in the increase in borrowing.

4.   Appointment of Auditors for the 2019/2020 Accounts
     It was AGREED that BDO would be re-appointed as RFU auditors to audit the 2019/2020 RFU
     Accounts.

5.   Rule Changes
     Chris Cutherbertson (Chair of the Governance Standing Committee) noted that there was one
     proposed amendment to the Rules requiring approval by the game in this General Meeting.
     Currently, under Rule 4.2(b), approval of the members is required for the Union to borrow more
     than £100m. This limit has been in place since 2008 and, with the current Covid-19 pandemic
     having caused severe uncertainty and disrupting the Union’s revenue streams, the RFU may
     need to borrow more than the current limit in order to ensure the safety of the game and the
     Union. As Day has already stated, currently the forecasts for borrowing peak below £100m.
     However, if the situation was to worsen, the RFU would need to access these funds in a timely
     manner, which is why the organisation was seeking approval from its members at the General
     Meeting. Cuthbertson also noted that, if the rule change were to be approved, the Board would
     still require Council’s approval for any increase in borrowing.
     The proposed changes to Rule 4.2(b) were:

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At the time of the borrowing the sum of the amount remaining undischarged of monies borrowed
     and of the amount of the proposed borrowing shall not exceed one hundred and fifty million
     pounds (excluding any borrowing from government or such other greater sum as Members in
     General Meeting may from time to time determine provided that for this purpose (…)
     In response to a question from Bedford Athletic RFC, Cuthbertson noted that this change in
     borrowing was a permenant change, Bujalski added that if the additional borrowing was
     approved, it did not mean the RFU would automatically draw down to the limit.
     It was AGREED that the change to the Rules as laid out in the notice circulated would be
     adopted.

6.   Any Other Business
     A number of questions had been received within the ‘AGM portal’. The first to be addressed was
     from Stow-on-the-Wold & District RFC and Goole RFC concering the investment between
     community and professional rugby. Sweeney noted that, after taking the costs of the PGA
     agreement out, the investment is around a 50:50 split. The CEO went on to add that currently, the
     RFU invests far more into the community game compared to other Unions and urged members to
     look at the numbers being invested rather than the percentage. Sweeney also answered a second
     question from Stow-on-the-Wold & District RFC in regard to a suggestion made by Francis Baron,
     noting that the suggestion was met with reservations from the Southern Hemisphere as well as
     those organising the 2023 France World Cup. World Rugby suggested it would not be feasible
     given the significant logistical work it would take. Furthermore World Rugby have been working on
     a number of packages for the game when we return to play.
     In response to Northwich RFC, Sweeney noted that when Twickenham was closed the RFU were
     vulnerable. This is not just because of ticket sales but also because sponsors want the exposure
     and to be part of a successful Men’s and Women’s team, neither of which are happening when
     stadium is closed.
     Following a query from Camp Hill RFC, Bujalski confirmed to the members that the rule change
     was an enabling rule that allows borrowing to go to the new level of £150m, but that this does not
     mean that the RFU will borrow to this limit. Indeed the expectation is that the organisation will not
     do so and that this rule change is needed in case the crisis worsens. Bujalski went on to confirm
     that the members had the power to revert this rule if they deem fit.
     In response to a question regarding the England aspirational teams programme from Ripon RUFC,
     Sweeney explained that the RFU is having to scurtinise all its programmes and areas the
     organisation invests in. Due to finite resources, programmes may continue, temporarily be cut or
     postponed and this is something the RFU is currently going through during a prioritisation progress.
     Following a question from Bedford Athletic RFC, Sweeney noted that part of the feedback process
     of the Competition Review via webinars flagged the fact that there was not an option to keep the
     current status quo. This is something Steve Grainger (Rugby Development Director) and his team
     are dealing with.

7.   Any other relevant matter for the consideration of the Council and/or the Board of Directors
     during the ensuing year, but on which no voting shall be allowed
     No matters were raised.

8.   Appointments
     It was noted that when the members agreed to make changes to the Rules to implement the Sport
     England governance code, one of the additional key safeguards for members was their right to
     ratify appointments to the Board and certain other key roles. Thus, members were required to ratify
     the following appointments:
     Andy Cosslett          Chair of the Board of Directors for a further one-year term until 31 July 2021;
     Genevieve Shore        Independent Non-executive Director for a second three-year term until 31
                            July 2023;
     Chris Cuthbertson      Chair of the Standing Governance Committee for a final two-year term until
                            31 July 2022;
     David Roberts          Chair of Community Game Board for a three-year term until 31 July 2023;

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Philip de Glanville     Senior Representative on the Professional Game Board for a second two-
                              year term to 31 July 2022;
      Paula Carter            Council Elected Director for a three-year term until 31 July 2023;
      Stephen Pearson         Council Elected Director for a second three-year term until 31 July 2023.

      The AGM RATIFIED the appointments put forward, outlined in the AGM pack.

9.    To elect the President, Senior Vice-President and Junior Vice-President for 2020/21
      The nominations for presidential positions agreed by Council in accordance with Rule 8.2 (i) were
      as follows:
      President                  Jeff Blackett
      Senior Vice-President      Nigel Gillingham OBE
      Junior Vice-President      Rob Briers
      The AGM APPROVED the Presidential positions for 2020/2021.

10.   *Presidential Acknowledgements
      The President congratulated Jeff Blackett as the new RFU President for the 2020/21 season and
      looked forward to supporting him in the same manner he had been supported. Wheeler went on to
      thank Nigel Gillingham for his support and congratulated Rob Briers on joining the Presidential
      Team.
      The President reflected on how it has been an unprecedented season, with huge challenges for
      Wheeler both personally and for the game of rugby itself. With this in mind, the President thanked
      Council, Board and the Executive team for their unwavering support over the season, with
      particular thanks to Andy Cosslett (Chair of Board of Directors ) and Bill Sweeney (CEO) for their
      support and guidance. Wheeler also went on to thank all the background and IT staff for all the
      unseen work and patience, particularly over the last few months as meetings became virtual.
      Wheeler noted the fantastic trip to Japan and the brilliant effort the England Men’s team made
      during their World Cup campaign, particularly highlighting the semi-final performance against New
      Zealand as one of the best performances he had ever witnessed. The President also noted the
      strong performing Women’s team and U20’s, stating English Rugby looked in fine health.
      Since then, the world has been dealing with one of the worst pandemics of the modern era and
      rugby has been and is being massively affected by it. The President was confident that better times
      would be waiting ahead and rugby would be played again. Wheeler was immensely proud of the
      way the Executive team, Council, Clubs and volunteers are handling the difficult situation, with a
      general thankyou to all those that continue to ensure the survival of the game.
      Wheeler looked forward to helping and staying involved in rugby for many years to come and he
      welcomed Jeff Blackett into his new role, noting that he would be an asset to the Union.
      Jeff Blackett thanked Peter Wheeler and everyone who had helped him during a difficult time to
      prepare for his Presidency. Blackett noted that it was an enormous pleasure and honour to be
      President of the RFU. Blackett welcomed Rob Briers to the Presidential team as Junior Vice-
      President.
      On behalf of the RFU and the game, Blackett thanked Peter Wheeler and mentioned how he
      personified his outstanding service to the game and wished him and his wife Margaret all the health
      and happiness in the future. Blackett also took the opportunity to thank the Executive staff for all
      they were doing for the game, and noted a special thanks to the CEO and Chair who were the right
      people to lead us and the Board during this crisis.
      The incoming President noted that never, in modern times, had the RFU faced such a serious
      challenges to its own existence. However, that challenge can and has brought the best out of many
      of our people during the crisis and provided us with an opportunity to address a number of difficult
      issues. Now, more than ever, we must reinforce the values of the game and ensure that rugby
      represents the face of modern times in diversity and opportunity. As rugby comes out of Covid-19
      restrictions, and we look to rebbot the game there is much to be positive about. The incoming
      President noted that the game can take real confidence that the Executive team, the Board and
      Council are ready and able to oversee positive changes as the organisation strives to be an
      innovative and modern Governing Body, a key influencer on the global rugby stage and in touch

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with its membership. The incoming President also noted his intentions for the RFU’s 150th
     anniversary and his goal to visit each CB during his presidential season.

     The incoming President thanked everyone attending the AGM and looked forward to an exciting
     season ahead.

There being no further business, the meeting closed at 18.40.

*The full text of both the incoming and outgoing Presidents’ speeches can be found on the RFU AGM
webpage full.

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