West Somerset Railway - Removal of the PLC Chairman and related matters

Has the fat lady sung then? I didn't hear her, but I may have been elsewhere at the time.

 

Oh, I'm sure something will be along sooner or later. Best to leave this thread, that'll keep it off the operations thread.

Noel

 

I thought the thread opened when the then chairman was sacked, there has still not been any official reason why, neither has there been anything who would replace him, so how can a line be drawn when everything is still up in air so to speak.

 

Looking at the filings on Companies House he never was a chairman, only secretary. Mind you, if the communication with them is anything like their communications elsewhere it's no surprise

 

As Lochness8 said in his message #1004 on 18 Sept "Meanwhile rumours of financial trouble in the company abound, job cuts, sale of vital assets like 4110 and 7828 keep cropping up, but as a working volunteer I just can’t help but thinking, where are we going as a railway? Who is in charge? What’s the plan? The board certainly don’t seem to have many answers. Isn’t it about time they explained themselves."
A week has passed and there is still no response from the Board or directors. Perhaps they need reminding that not only the volunteers but also the shareholders and other supporters need an explanation of recent events and reassurances about future performance.

Apart from anything else there is the Locomotive Restoration Fund which was launched, apparently, a year or more ago but has had so little publicity outside of the shareholders and members that it has raised less than 300 quid in online donations. Part of the reason for this may well be that potential donors are unwilling to commit until it is clear that the WSR is under efficient management which, as Lochness8 demonstrates, is not at all obvious at present.

Mike

 

Companies House don't record directorial portfolios. As far as they are concerned, someone is a director, company secretary or possibly both. Whether a director is company chairman, managing director, finance director or what is of no relevance to them, as their fiduciary duties are the same.

 

I’ll be corrected by those more versed in Company Law, but AIUI there is not a separate requirement to file who is Chairman. Filing of the person holding the office of Secretary is required because they have certain duties as far as Companies House is concerned.

Robin

 

The WSR does seem to be not very good at fund raising, especially when you consider how much some other heritage railways, and new build projects, have raised in recent years. Mind you, rumors of selling off locomotives, especially one that's the subject of a restoration appeal, are not something that's going to encourage people to open their wallets.

 

Thank you. Had not seen that.
I do note the comment "..."Jonathan’s expected main focus will be to help drive forward a business recovery plan for the plc in developing more revenue and reducing costs from hereon..." (My highlights & underlining) I guess this is as near as we are going to get to an acknowledgement from the Board as a whole that everything in the garden is not so rosy with the Plc finances. But then that begs the question; Why only now is this happening? Concerns over the state of the finances have been raised for over a year. Has the Board taken any action in the interim?

I fear that there is so much mixed up with the Chairman's removal and state of the finances and this new Director (Skilled help to be listened to or sacrificial lamb?) that this has a while to run yet.

 

Mr Jones Pratt is now appointed as acting Chairman, for an initial period of three months.
http://www.wsr.org.uk/plc-acting-chairman-september-2018.pdf

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Getting back to where this all started these Selected part of the Minutes of the WSRA Board Meeting on August 13th 2018 make interesting reading

"B54/18 Resolution to Remove Frank Courtney & Rodney Greenway as Directors and Trustees In the light of their conduct in arranging the co-option of Frank Courtney to the WSR plc Board on 21st July 2018, contrary to good governance, the stated policy of the WSR plc on Director appointments (as stated by Chairman Ian Coleby at the 2018 WSR plc AGM) and the best interests of the Railway as a whole, the WSRA Trustees are resolved (by five votes to two, with one abstention) that: 1. Frank Courtney and Rodney Greenway ‘s position as WSRA Trustees / Directors and WSR plc Directors is untenable. 2. On the passing of this resolution, they shall be offered the opportunity immediately to resign as WSRA Trustees and WSR plc Directors. Should they do so, the only public statement by the WSRA will be to thank them for their service. 3. Should they not immediately resign the following parts of the resolution shall be put into effect. 4. Rodney Greenway and Frank Courtney be removed as WSRA trustees / Directors. 5. The WSRA Chairman (and in his stead the vice Chairman) are authorized to take all necessary steps to have Rodney Greenway and Frank Courtney removed as WSR plc Directors, including, if necessary, use of the WSRA shareholding in the WSR plc to call a General Meeting of the WSR plc and to vote for their removal at such General Meeting, including also the removal of any further persons co-opted to the WSR plc Board of Directors at their instigation.

We agree to communicate point (2) to Frank Courtney and Rodney Greenway at 1200 Tuesday (and inform them of the sending of the email by text) and give them a deadline of 2359 Tuesday. PCW will draft a communication for comment by trustees before 1200 Tuesday to include reasons to explain their failure to follow good governance from the Charity Commission’s publication The Essential Trustee. We agree that no response by midnight should be taken be taken as a refusal. We ask JAG to publish the agreed public statement on the Association’s website, and on Steve Edge’s website, and to email it to all members for whom we have addresses. We agree that all questions on the statement should be referred to MS. Action JAG, PCW B55/18 Nomination of Director to Plc Board We agree to nominate Mike Sherwood as our appointed director on the Plc. We support the principles in RW’s paper on the appointment of Directors and Trustees to the Plc and the Association. We ask our Chair to communicate these decisions to the Chair of the Plc, and to express our support for the Plc at this difficult time. We agree that we should advertise for new trustees from among the membership who will complement our existing skills sets and recognise that those appointed will have to submit themselves for election at our next AGM. We accept Mike Lea’s offer to consider our current skills sets. Action ML"

Ask yourself if this is An Instruction to the plc or Not?

As this was published on www.wsr.org and is freely available to everyone I feel it fair that in the interest of balance that it is published here as well

It is also worthy of note that the Association have yet to be offered a further seat on the board. It could be argued that it is already fulfilled by votes of the members of the Association for Rodney Greenway and this could not be changed until the next AGM of the Association. I wonder what would happen if Rodney was nominated and elected again?

 

Positive News at Last!!

 

Depends very, very much on your point of view.


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Quite.

http://www.route-one.net/articles/Crosville_in_trouble_over_vehicle_repairs

 

I am told that shops have sold out of brown envelopes in Minehead.

 

.

 

I would disagree either that this is an instruction to the plc, or that any director of the plc in office as a result of having been nominated by the association but who no longer has the confidence of the association is on the plc as their representative, even to the extent that that is legally possible.

The association has declared a position and must consider how it follows through on that, bearing in mind that it lacks the votes to be able to compel anything to be done.

I hope that the individuals and organisations involved now work together in the interests of the preserved railway all love and care for, and can find a way to work together despite the politicking of the last few months. I also hope that this knight in shining armour does not rust as fast as some others have done.


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I too wish Jon Jones-Pratt all the best in his new role. So, welcome JJP, someone who does not dance to another's tune, I sincerely hope. As for the "soap", well, that will continue until certain WSR people drop their personal ambitions.

Steve