Lynton and Barnstaple - Operations and Development

The Blackmoor Company had a loan from the Trust which, after the first repayment is in Debtors at £225,000, and the Trust appears to have acquired about another £15o,000 shares, but more explanation of the figures is needed to confirm this. But it does confirm what had become clear a while ago that the exposure to the Blackmoor Company was indeed £503K and not £300 or £350K as stated in the January missive, and now might be even more. Let's hope there is some lucid explanation at the AGM.

 

Probably plenty of one off costs however. Including legal costs for the purchase, (not sure about stamp duty), updating facilities, initial insurances, facilities inspections (electrical safety, asbestos management survey, etc. etc.). The devil is in the detail of all these things and an overall loss may occur due to one off costs. It is the trading part that will be more interesting. I await my pack with interest!

 

I wouldn't hold your breath. Glancing through the pack that just landed on my doormat, there is no further information contained within.

I am uncomfortable about this, as for a subsidiary of the Trust to make a loss but no information be provided within the Trust's accounts beyond the fact of that loss is quite concerning. I'm especially uneasy about what that means for OSI given the early repayment of a £25,000 loan - does this mean that Peter is being robbed to pay Paul?

 

As you say, the devil is in the detail (although the recent past suggests we shall hear as little as possible). It is quite customary and legit to include the legal costs of purchase in the capital cost of the fixed asset, and the previous accounts have included substantial (some would say eye-watering) legal costs paid for by the Trust in connection with the acquisition of this business, and probably some were paid by the Blackmoor Company. This is all very worrying for the railway.

 

Just looked it up. Stamp duty would be payable on a public house (inn) business. Not sure (exactly) on the rate it is payable but probably over £50K and perhaps as high as £80K and possibly higher. It does depend on how the figures are worked out. Legal costs would be quite a bit, searches, etc. No great surprise that a first year of trading would make a loss if these one off costs are taken into account (as they'd have to be).

 

I remain to be convinced. We should have it explained to us at the AGM as to whether the stamp duty has been capitalised as part of the purchase price. This will be part of a normal report on the Trust's explanation as to the future plans. In view of what was said at the time of purchase of the ongoing business that the intentions were not to change the business initially, the other costs of acquisition should have been minimal. If, as alleged nearly £2m was paid for this business in terms of purchase price and acquisition costs it must be very concerning for members and private shareholders in the Company (even if many of them are not expecting a return on their investment) that the prospects of a reasonable return do not seem immediately likely in view of the exposure the Trust in unsecured assets (now apparently of the order of £620,000). The Trust Chairman will be expected to offer reassurance at the AGM that the Boards of both Companies have got a grip, and that requires much more information than has been offered so far.

 

Have I got this wrong?

According to the wording on the ballot papers, postal voting is now permitted, so although voters can, there is no need to appoint a proxy.

That could cause some confusion on May 11...

 

I think I'm going to assume that when it says "if you wish to vote by post", it is referring to voting by proxy, since if it does, and I haven't appointed a proxy, my vote is invalid, but if it doesn't and I have, then it doesn't matter. Let clarification come, but not at the expense of a valid vote.

John

 

I agree, and I will be appointing my usual proxy again. For info, here are the forms for those who have yet to see them:

 

I'm travelling, so yet to see my pack, but I'm very confused about the apparent omission of Chris Lane's motion to remove Peter Miles as a Director of the L&BRT and stop him standing again.

To refresh everyone's memory, I attach the motion below.

There are two legal requirements: (i) it needed to be in 28 days before the AGM and (ii) it needed to be properly proposed and seconded.

On (i) I understand that it was signed for at Woody Bay on Wednesday 3 April by the GM.

On (ii) it needed to be sponsored by a member (Chris Lane) and seconded (by Steve Ball)

So why isn't it on the Agenda? I'm sure that Mr Miles and Mr Nicholson will cite 'legal advice' as usual, but if so they need to publish it now and explain why - and do it now.

Otherwise, the only explanation is that there's one rule for 'the six' and another rule for everyone else.

That's illegal, immoral and unacceptable.

 

Surprise, surprise, they’re not going down without a fight.

This is clearly an indication we have not hit rock bottom yet.

 

I find the prescribed format of Charity Accounts hard to get a grip on. The layout is confusing to this former accountant, so I can well imagine it baffles a lot of other people. So for the second year I have summarised the financial results of the Trust for 2023 on one page below. What is noticeable is how much this charity is reliant on donations and legacies. It is also noticeable that in 2022 the subscriptions covered half the costs of producing the Magazine etc, but in 2023 expenditure went up £10,000 and now has to cover two thirds. This is critical information for a decision as to when subscriptions ought to increase and by how much. But the income and expenditure, as with everything else are shown in two different places in the accounts. And odd entry is income from the sale of surplus land for £25,000, but with expenditure of the same amount. Who knows what is happening here ? Why isn't there a note of explanation. Most readers will wince and pass over it. This illustrates the valid criticism of the reporting - the fact that an explanation is not offered to explain things that are almost certainly likely to raise questions. The whole purpose of published accounts is to convey the financial state of an organisation and these, like so many others, fail in certain respects in that role. The tendency is only to report what is required by the law, accounting rules or accounting conventions. The Funds schedule on p22 illustrates another point that has been raised - showing the Return to Parracombe fund with £264,000 in it. We were told it had £700,000 in it. Why is there no explanation as to what happened to the other £435,000 when nothing apparent has happened on the ground. The movements on investments are shown (on page 20), but there is no information on the shareholdings or how they have changed during the year, so it is impossible to work out the ownership of the Blackmoor Company where there are private shareholders. For the second year in succession I am having to write to the accountants for the information, as all that is shown is that the Trust owns 29% of the Company's capital and reserves. Even that calculation on the share capital declared as at the Balance Sheet date of 31.12.2023 reporting an allotment of 230,800 shares produces a difference of nearly £10,000. The £250,000 loan remains (less the first repayment) in debtors, so it would seem the Trust has been issued with approximately £150,000 shares, this increasing the unsecured exposure of £503,000 (less the £25,000 repayment) to something like £62o,000. And yet we were told in January of this year that the exposure was £300,000 (or in another place £350,000). I do not understand why this cloak and dagger attitude persists with the members having to ask questions of detail of the Trustees, but probably not bothering. The Trustees have a duty to keep the members properly informed to enable them to know what is happening, and they are not being. Finally, because we have a Treasurer who is not knowledgable about Charity Accounts, the Accountants have to do it, and the cost of that has gone up last year from £2,400 to over £4,000 pa. (page 26). And this in addition to the £3,000 cost of the audit. Imagine how much more money would be wasted if we employed a Company Secretary. The CIC Company being a subsidiary of the Trust does not have its accounts audited - why not I have asked. A question for the AGM, I think.

 

A summary of the Trust's results for 2023 compared with 2022.

 

I see that the incumbent Trustees have once again decided to try to influence the outcome of the vote by recommending that the membership elect four of the applicants but not the other two. I am sure I won't be the only L&B member who finds this incredibly irritating, as it smacks of bias and a "we know best" attitude which is hardly credible given recent events. I will as a matter of principle be voting for the two potential Trustees which the Board does not endorse.

 

Jose and Simon have a great deal to commend them beyond not being endorsed by Miles and 'the six'.

Based on what has been seen to date, I'd also add Rob Prosser and Giles Perkins.

 

It is quite common for company and charity boards to recommend (or not) some of the candidates in a contested election. I suspect that in the eyes of many members this time, such recommendations may not be seen so positively.

 

Agreed that postal voting is permitted, as it was for the EGM. The paper offers two options : either a) complete the form and post it in, or b) appoint a proxy.
No need to do both unless you expect there to be an issue not covered on the voting paper but requiring the vote of those attending the meeting for which a proxy would be useful.

 

It may have happened, but was it actually 'legal' given that there is no mention of postal voting in the M&AoA?

 

I think it’s just a badly worded form. Appointing (by post) the Chairman of the meeting as your proxy and instructing him to vote as indicated on the form, is legal and should have the same outcome as any other ‘postal voting’ system.

 

Poetry Please

I've just had to rebuild my PC, and took the opportunity to 'upgrade' to Windows 11. I'm still getting to grips with some interesting changes, but one is that it comes with its own AI facility, Copilot, so I did the obvious and asked it to generate a poem about the L&B...

Copilot
Certainly! Here’s a poetic tribute to the Lynton and Barnstaple Railway, a narrow-gauge line that once wound through the picturesque landscapes of Devon, England:

Whispers of Steam

In the heart of Devon’s emerald embrace, Where hills cradle secrets and valleys sigh, There lies a ribbon of iron, a silver trace, The Lynton and Barnstaple Railway, reaching for the sky.

Its locomotives, like ancient dragons, breathe fire, Their boilers pulsing with dreams of distant lands. They chug and sway, their wheels on the wire, Through fern-clad tunnels and moss-kissed strands.

Oh, the whistle’s cry echoes across the moor, As carriages sway like cradles in the breeze. Passengers lean, their hearts yearning for more, As they journey through time, memories at ease.

The stations stand proud, their timber frames worn, Ticket windows where stories were traded like gold. And the tracks, oh the tracks, where legends were born, Carving tales of love, loss, and adventures untold.

The hedgerows lean in, whispering secrets of old, Of lovers who met by the water’s edge at dawn. And the river, a silver ribbon, its story unfolds, As the train dances over bridges, its wheels drawn.

Through heather-clad hills and gorse-scented air, The Lynton and Barnstaple weaves its magic spell. In every clickety-clack, in every puff of steam, there, Lies a promise of wonder, where time and memory dwell.

So let us board this enchanted train, my friend, And ride the rails of yesteryears, hearts aglow. For the Lynton and Barnstaple, it will never end, Its spirit alive, forever onward we go.

I hope you find this poetic journey through the Lynton and Barnstaple Railway as delightful as the winding tracks themselves. ✨