Lynton and Barnstaple - Operations and Development

The companies act 2006 trumps anything that is in articles. You can't override the law. The act s360a allows for electronic meetings. Therefore the trust could use this provision to hold electronic meetings.
And if the formal notice of the meeting included an email address, then you are able to send meeting docs back to that address (s333). So our friends abroad could just send their votes to that email address... Assuming they have seen a meeting notice.
Ian

 

Hi Ian I totally agree with you, the M&As as I see then are only a shell for the wider companies Acts, but since it is a charity and most things need to be approved by the charity commission before they can be used which as I understand it also includes voting rights of members.

While a charity can benefit from better financial and tax breaks, sometimes the charity commission can hold back changes if they think it is unfair, I stand to be corrected but at present I am not sure just how much of the CIO constitution we could adopt, hopefully the changes that we would all like to see will be covered by the various companies acts, I would certain seek out professional advice on any of the proposed changes I have in mind.

I am not saying my way is right far from it, I do want to hear from other members and I am sure some of you guys have stories that we also need to avoid. It might be seen as trying to close the door after the horse has bolted, but if we are going to come out of this much better, then we also need to be looking toward the future of the project and how we can make that happen without all the grief and a repeat of what has just happened.

We can't sadly go back to cancel out the old Southern Railway Act which in effect allowed for the trackbed to be sold off, but we can try to make sure that is can't happen again under most circumstances.

 

I am confused by this and the previous posting by @lynbarn . AIUI both the Trust and the CIC are registered charities, which helps to protect their assets. Why minor amendments to the M&As concerning voting should have any effect on that status is not clear from the postings. And what is a CIO and what are the advantages you think might be gained ?

 

Well said.
Hope your Father is alright.

 

The Trust is a registered charity, but not the CIC - as befits the 'commercial wing' of the railway.

 

Even if she's not, but I accept that that my voting paper will probably be treated as 'spoilt' as a result and rejected. Lets hope others do the same. Like others I cannot understand why she is not on the ballot, so I will operate my valid right to vote for her regardless of what is printed and what the M & A's might say. Someone has to do so IMHO.

 

To answer your question about CIO's I suggest you read this:-

https://www.walkermorris.co.uk/char...ganisation-is-it-the-right-structure-for-you/

From my understanding the CIO is the now go to body that any new charity is being directed to go towards, yes it has some good ideas and others which may need some further work on to see if they are worth promoting for us in the heritage railway field.

Any change to a charities M&A's has to be approved by the Charity Commission (CC) before it become effective to the charity concerned, while it may be the law it does not mean that a charity can use those rules as they could go against the objects of the Charity or may even give the trustees or a corporate body an unfair advantage in the running of that charity.

If you introduce such changes without the permission of the charity commission they could removed your charity status and if you just so happen to be undertaking some serious fund raising it could well happen that you may have to give all that money back to the donors and pay tax on what you have received, besides any other issues that the Charity Commission may decide to throw at you.

To get any changes to the M&A you need both the membership and the CC to agree to those changes, but most importally is that the wording has to be agreed. If you suggest a clause to the CC but the membership don't like how it was written, but they want to change it, you will then need to take that alteration back to the CC before you can then present it back to the membership before it can be agreed and used.

As for your other issues about both the Trust and the CIC again you can't just change the rules because you want to, as you need to go through the CIC regulator to make sure you are not going against the reason why you have a CIC in the first place.

Again AIUI the trust may not have the powers to have a permanent endowment, which in my view makes the trackbed very venerable as it stands.

 

As a piece of (I'm sure, welcome) light relief is news that the Yeo Valley Trust launched its website yesterday, with a brief update on trackbed matters, and plans for ongoing development around the goods shed at Bratton:
https://yvt.org.uk/

 

They need to run a railway on their track as soon as you can get from, say, Chelfham to BF!

 

How?
Lack of parking at both locations would indicate that PP would not be forthcoming.

 

Very good questions. As is that of how we could know that the change of structure suggested (with lots of "I understand..." or "as I see..." and reference to generic marketing advice) is the right answer ahead of the conversations that are required about ways forward.

The correct question is "where now", to which a change of organisation structure is part of one of the possible answers.

 

In the event of a solvent liquidation or winding up a charity's money, land and other assets must still be disposed of and/or proceeds used in accordance with the charitable purposes so that might possibly limit who the trackbed could be sold to (so long as there was still some other body potentially capable of delivering the charitable aims). However in the event of insolvency (i.e. going bust) there is no longer such protection since from that moment the charity Trustee (or Administrator)'s primary responsibility is no longer to the beneficiaries but to the creditors.

 

that's my understanding too

 

I though something was put in place so that couldn't happen again after the Chatterley Whitfield charity crashed

 

as an aside, I'm always struck with the L&B jigsaw puzzle how many showstoppers there are, and also the extent to which changes in legislation keep making plans outdated - such that seemingly reasonable suggestions for ways forward, that might have worked 5,10,15 years ago, are not options now. It's like both the officials, the opposition, and the official opposition all keep getting pulled up short by their plans not being workable, when they probably were when they started planning them.

Still, it keeps things interesting I suppose.

 

Ironically - see my previous post - with which this has crossed. Things have moved on again...

 

My comments appear from the accounts for 2022 appear to be justified, and I assume the Directors would (or should) have been aware at the time of taking on the commitment of a fitter. The figures show that, compared with 2021, turnover and other operating income has gone down by £100,000, and cost of sales has gone up by £46,000, relieved by a reduction in admin expenses of £15,000. All in one year. These are worrying figures in a situation where I suspect the effects of the cost of living crisis have yet to be fully felt. The accounts do not show the wage bill, but can we afford 7 employees ?

 

Yes

 

Being a charity does not ipso facto give protection from becoming insolvent/being sued for liabilities. The protection (if any) is derived from making them remote from trading and other potential liabilities. If one goes into https://lyntonandbarnstaplerailway.digitickets.co.uk/pages/terms, the T&C use the "Lynton & Barnstaple Railway" which is not obviously defined but at the bottom of the page if you click "View company information" it reveals the Lynton and Barnstaple Railway Trust (as it does on the main buy tickets page), which is I believe the/a charity, so it does not look to be very remote in this case.

 

Based on what evidence? @Michael B is raising serious questions based on the (audited, I presume) accounts.