West Somerset Railway General Discussion

I’d be optimistic if the new Charity has objects that enable it to deliver educational public benefit by operation of a heritage railway. The objects of the two existing charities are much narrower than that.

 

Is the NYMHRT not an educational charity that owns a company that operates a railway? Your website says "The railway is owned and operated by a Charitable Trust, providing education for all ages." I thought that was what we were working towards, one way or another?

 

That's interesting. I do get the impression that some railway charities only do the educational bit because they feel they have to to justify their existence, rather than that being their raison d'etre.

 

those that were created before 2011 didn’t have much choice and yes that is the impression I sometimes get as well!

 

So a selection process instead of a democratic vote. Selection at the whim of the current incumbents?
It might assuage the fears of the existing trustees as they can reject any who may challenge them but it does not assuage the fears of the existing members who might have lost any trust in the Boards behaviour.

Really? So preferring to have the opportunity to vet and possibly refuse anyone who wants to stand for the board rather than an open election is not subverting the articles?

 

No it isn't. Clearly I am not communicating this clearly enough so i will try one final time!
1. the basic requirement is as laid down in the articles. Every trustee MUST be put up for election
2. the Charity commission themselves recommend a refinement of the process. An addition to the process, not a replacement.
3. The charity commission recommend an open, transparent and fair recruitment and interview process against the skills requirements of the charity.
4. Anyone selected this way MUST still be elected as per the articles.
5. The charity commission say that this refinement is the best way to build a coherent board.
6. This does not change the basic right of anyone to be nominated in the usual way and that is what the ten have chosen.
7. its what virtually every other charity and PLC does.
Its all on the charity commission website.
Ian C

 

The trouble with volunteers and supporters voting to appoint boards is that it is very much frowned on by the ORR. They wish those controlling a heritage railway to have the necessary knowledge and expertise to do so, not be voted in on popularity. For the avoidance of doubt, I am referring to the WSR in this respect, not the WSSRT, which does not operate a railway

 

Which is why, I thought, we were trying to move to a situation where the member-elected trustees set the strategic direction, or vision if you like, of the railway, while the subsidiary plc operate it with appointed directors. Thus everyone will be happy.

 

But you have tried to deny us that right through attempting to impose the 'interview' process, haven't you? Then there's the two extra nominees who you most definitely ARE denying that right to, saying that they must first submit themselves to the interview process. So are you, or are you not saying that it's the right of any member to stand for nomination in the 'usual way'? People are now going to be a little confused. Do I detect a whiff of hypocrisy, as somebody recently said? You can't have it both ways. Either you are going to comply with your own Articles, or you are not.

 

I thought you said you were going to take a break from social media?... (autocorrect changed my attempt to type social to suicidal by the way, maybe it knows something I don't...)

 

Doing less of it, not stopping altogether. And some things can’t go unchallenged. That’s all for this evening!

 

At the risk of being verbally attacked by members on here can I ask what the difference is in,

Demanding what due diligence was done when the Chairman of the PLC was co opted onto the PLC board and the request from the current WSSRT to trustee nominees to have a chat about what they have to offer to the Steam trust. JJP had to give the board a presentation before joining the PLC.

 

The Plc run a railway and are accountable to ORR, the WSSRT don't and aren't.

JJP was co-opted, the candidates are standing for election to achieve a specific policy.

PS not sure you can justifiably moan about verbal attacks when you went running round some very public Facebook pages calling for people's ID cards to be withdrawn.

 

From just a quick read through some of the posts, lots of discussion about merging of charities etc but very little to none about how the Wssrt new gang of candidates (or others) can further the aims of the steam trust.

What can you add in terms of the museums/ model railways/historic coach restoration ?

 

I've commented on this before but you still seem to want to apply CC advice that refers only to when a Board is seeking to recruit new members. It in no way refers to the pre-vetting of anyone who choses to stand as a candidate at an AGM.
Unless of course you can point me to the specific part of the CC guidance that refers to pre selection of any member who simply choses to stand for a position on the Board?
"7. its what virtually every other charity and PLC does." That's a very extravagant claim to make. Have you any details to support this ?

 

The difference is, as I understand it, that JJP was being recruited (being co-opted) by the existing Board and therefore they did their due diligence by interviewing.
Members being nominated by other members as candidates at an AGM are not the Boards responsibility so there is no requirement on them other than to ensure the candidates are not barred from being Directors/Trustees by Company or Charity law. I suppose you could say that in that case the due diligence is being done by whoever nominates the candidate assuming they think he/she is fit to be a Trustee/Director?

 

Frowned upon maybe but if it's stated in companies or charities articles they can do nothing about it. Yes, you could get some right divvies appointed (Yes, I have seen some ) but, if the members vote them in then what you see is what you get. At the end of the day you have to rely on peoples honesty. If they stand and are elected but don't really know a lot about a certain discipline then you have to rely on their acknowledging this and seeking knowledgeable assistance either in the form of professional advisors or co-opting someone with those skills. The hardest part, of course, is getting some people to acknowledge their weaknesses.

 

To my eyes, that exposes the root of the issue, which is a lack of governance over the plc from the membership. In our own case, the directors of the operating company are generally co-opted following a selection process based on their skills and the skills gap on the board. They would then be subsequently elected at the next AGM, which is a formality since our membership organisation is the majority shareholder.

However, the trustees of the membership society are elected via a free election of the membership.

Comparing that with the WSR case, the plc directors are, or should be, selected based on skills, something I have long argued on this thread. However, the confirmatory vote by the membership doesn't seem to occur with the same robustness, not least because the shareholding is effectively divided. Moreover, trying also to pre-select the board of one of the major shareholders removes that ability of the membership to scrutinise the board of the operating company.

In other words, you can't have it both ways: skills-based selection of the board of the operating company is fine if it is backed by a genuinely member-based selection of the board of the owning charity. As soon as you try to manage that process by interview / co-option, you break the ability of the membership to set the direction of their own railway.

Tom

 

And in your last paragraph, you cut to the heart of the issue - due to the structure of the WSR, it is not the members’ own railway. It should be, but is not.


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I think a lot of people would be very interested in the details of this presentation. It was never made public. It was never disclosed to shareholders. What presentation did Mark Smith make to the WSR plc board before he rejoined it after the new Chairman?

It is ok having a transparent process for new members to the WSR plc board, but I would suggest that when this is all done by co-option and no pre appointment CV or prospectus is made available, and is kept secret, then what "presentation" was made is of little consequence or importance.

"I run a bus company ". "My Dad and me volunteer on the railway". "I own 2 GWR locos ".

"Ok" says Frank C as acting WSR plc chairman, presumably seconded by Rodney, "We like you and you are now on the WSR plc board"

That is pretty much, so far I can gather, what happened just over 2 years ago.

Very happy to be told I'm wrong over all this with apologies in advance.