Lynton and Barnstaple - Operations and Development

Thanks Martyn nothing like having a bit of refreshment of the subject, I am sure when I did my training there is a lot more to it today

 

In case not recieved, an update to the "Minority Report" arrived last night via email. Given the email difficulties, I reproduce it here.

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Dear Member of the Lynton & Barnstaple Railway Trust

This email is sent to you by three Trustees, Anne Belsey, Chris Duffell & Mike Whiteaker using the L&B Rly Trust’s membership list. The use of such a membership list is an allowed action under GDPR regulations where the object of the email is to inform the recipient.

A Minority Trustee Statement Update

Dear Member,

Thank you to all those who supported the publication of our ‘Minority Trustee Report’ and for your kind messages.

To those who think that we were wrong to publish such a document, we would point out that as Trustees, it is our legal responsibility to ensure that the Trust is being run in accordance with Charity Law. We thus have a duty to ensure that where issues come to our notice that indicate that the state of the Trust and its management is not as it should be, we must highlight that and ensure that the Trust, as a body, corrects these issues. If we do not do that then the Charity Commission can insist on the steps that are taken to rectify the situation, including that Trustees recompense the Trust personally for any mismanagement or financial losses.

This is why, as Trustees, we had to publish our ‘Minority Trustee Report’ on the 17th of September, to, as we said,

“correct the errors, misrepresentations and mistruths contained in L&BR Newsletter 81 and on the Trust website”

That Minority Report has prompted the subsequent production by the other Trustees, led by Mr Miles and Mr Cowling of two ‘Notices’ which have been published on the Trust’s website, apparently taking issue with the contents of our ‘Minority Trustee Report’.

Having studied their responses, we would note that their ‘Notices’ actually confirm that the central and main concerns of our ‘Minority Trustee Report’ are correct.

The Trust’s ‘Notices’ confirm our key findings that:

• The Return to Parracombe Fund never did contain £700,000. In continuing to claim so, the Trust Board is perpetuating a lie.
• The Trust does not currently have sufficient funds available to construct Bridge 65, or the railway to Bridge 64, should planning permission be granted.
• The £450,000 of legacies that should have been allocated to the Return to Parracombe Fund have been diverted to providing a £250,000 non-commercial unsecured loan to the LBBC PLC, which is against Charity Commission rules, and the provision of a new entrance to Rowley Moor Farm that is not currently required.
• The extent of the property purchased by LBBC PLC is not as described in the Share Prospectus and cost more than £1.9M when Stamp Duty and legal fees are confirmed.
• The Trust purchased separately from the vendor, for £50,000, the land required for the railway This figure must be added to the overall cost of the OSHI site.
• The Trust contribution to the LBBC stands at £841,386 consisting of ‘A’ & ‘B’ Shares £253,000 and Loans etc of £588,386. This is for a property that was supposed to be purchased by the LBBC PLC without assistance from the L&B Railway Trust (apart from the purchase by the Trust of £50,000 controlling ‘A’ shares.)

The financial and other information provided by the Trust Board in their ‘Notices’ confirming our figures, was data that we, as Trustees, had requested and been refused access to on grounds of confidentiality, thereby restricting our ability to carry out our duties as Trustees. It also contains information that should have been provided to Shareholders of the LBBC PLC.

It has been noted by many that this data was released by Peter Miles and Ian Cowling, who are both Trustees of the L&B Railway Trust and Directors of the LBBC PLC, direct to the public via the Trust website and not firstly to all Trustees, shareholders of LBBC and the Members of the Trust.

For these reasons, we stand by the ‘Minority Trustee Report’s’ central conclusions, which have been validated by the Trust’s responses.

The Chairman and certain other of our fellow Trustees have been at great pains, both in their ‘Notices’ and elsewhere, to describe the three of us as “Disaffected Trustees”. Yes, as Trustees we are ‘disaffected’. We are disaffected for the following reasons:



· We are unable to discharge our legal responsibilities as Trustees, because we are excluded from the decision-making process.

· Trust information is not being shared with us on spurious grounds such as confidentiality.

· There is no overall plan or strategy for the railway.

· There are no budgets to detail the costs.

· The Trust lacks vision, ambition and leadership

· The Board refuses to recognise that, through its secretive and arrogant behaviour, it is losing the confidence of the members and funders.



Six months after Option C was overwhelmingly chosen by the membership, no steps have yet been undertaken to expedite it.



That is no fault of ours. Like all other members, we are keen to see progress on the ground.



There was no update on the progress on Option C in Newsletter 81, apart from the outline proposals for an extension to Cricket Field Lane. Option C contains much more than just that extension, it provides a route to show to both our supporters and detractors that we are serious about rebuilding this railway. We must be out there detailing the progress of the plan; it is the least that our members deserve and will also go a long way to restoring the credibility of the Railway with local people and Local Government.



Even with the limited funds available to the Trust, the project can be progressed. For example, fencing off the trackbed between Bridges 54 and 55 can be undertaken, as can remedial work on the drainage, and a Section 73 planning application prepared and submitted to postpone building the bridge under the A399 (this is necessary for the rebuilding to Wistlandpound as set out in Option C to happen).



Visible progress on the ground is necessary, as well as a good supporting publicity machine, if we are to attract the funds needed for Plan C. Yet the Chairman and his supporters seem content to do nothing.



Implementing Option C needs to be a team effort and not the solely the job of a limited number of Trustees. That there are volunteers willing and able to assist in the planning and implementation of the tasks required to deliver Option C is not currently being recognised by the board; yet without their assistance the timescale for delivery will be significantly longer.



From conversations with many of you, we understand that you too share our frustrations at this lack of action.



A project like the L&B needs to create and maintain a sense of momentum if it is to attract the necessary funding. Having secured a mandate for Option C, the Board of Trustees should show some leadership and get on with it (with our willing assistance). If not, they should resign so that we can form a new team to take the project forward.



Anne Belsey annebelsey34@gmail.com

Chris Duffell chris.duffell@lynton-rail.co.uk

Mike Whiteaker mikepwhiteaker@gmail.com

2nd October 2023

 

What I'm appreciating from the "3 dissidents" approach is that they are forensically coercing the Trust to engage with them. Now the replies have started coming, it will be almost impossible to turn away from this direction without appearing either guilty, belligerent or both. They've been forced into the daylight, and the hiding places are fewer. The whole membership are now privy to these exchanges. What a dreadful shame that 3 individuals have been forced into resorting to such measures, solely to get the residual board members to engage with them on any meaningful level.

 

Sunshine is the best answer to the lack of trust. Let's really understand what is going on and what the fundable options are.

 

Surely an EGM is now required with a motion to require that the committee act as one and in an open way or that those resisting that resign with immediate effect.

 

I'm not sure that an EGM can have that power, @1472 . It would be great to send a clear signal, but I'm not sure that such a motion would be binding.

 

There has to be a way for the membership to express its displeasure with a view to securing the necessary change. Otherwise how long will this factionism continue?

 

I am certain that it can't. How on earth would you measure that? You cannot compel anybody to change their personalities. If they are secretive and feel under siege, you can't change that.

All trustees have access to minutes and could make those available if wanted. Anne and the others could do that. They have already published financial information that I am sure the other trustees would consider confidential.

And resolutions around running the trust or forcing a particular course of action such as buying land or renovating bridges can be ignored by the trustees who would argue that they are not in the best interests of the charity.

The only thing an EGM can do to achieve the results you want is to sack certain trustees and appoint new ones.
Its not easy and you need to be persistent. The first thing you have to do is to gain the support of 5% of the membership to call an EGM. You need a small team to get this underway.
Ian

 

There is. By voting against them at a general meeting.

 

This is totally right.

I have, as I’ve alluded to repeatedly, been part of a membership organisation that achieved the final paragraph, and indeed eventually carried the day. Unfortunately I’m bound by confidentiality.

It is hard but totally doable. But it will need people on the ground in North Devon to give it at least a year of their lives to the exclusion of all else - I say North Devon because it needs an encyclopaedic contact book and inside knowledge of all the key players.

On this one (I don’t always by any means) I agree with every word of this bit of your post.

 

But in order to do that:-
1. You need a Motion on which a vote can be taken.
2. You need to get that Motion onto the Agenda for the GM (unless you can be certain that the 'rules and procedures' do not allow the Chairman to refuse a vote on any motion raised from the floor).
3. You need to be sure that the Chairman and/or Secretary can/does not refuse to accept the Motion for the Agenda for whatever reason.

In other words, as ikcdab knows from experience elsewhere, it is simply not as easy as some people would like to think :-(

 

4. you need the membership fully briefed, if necessary over the heads of the incumbents, on what’s going on - such that that ‘postal vote massive’ are also largely voting for y0u…

I have seen this done, it is totally possible. But it’s hard work and you don’t make friends.

 

You can’t have motions “raised from the floor”. The only resolutions that can be passed at a General Meeting are those for which due notice ( normally 21 days)has been given to the membership. Ickdab is correct that to bring a motion at an EGM requires the support of not less than 5% of the membership. It would also require that those members bear the cost of calling the EGM which can involve substantial postage charges.

 

yes and no to the last bit, it depends if you’ve got good lawyers and a good argument. The organisation I was part of ended up paying for it (beforehand) because pressure was applied and minds were focused on consequences…*

although, as I said above, this takes planning, and if really serious then ‘lawyering up’ early in the process, and possibly earlier than people are comfortable with, really does focus minds.

*no one sane should go near an EGM until they *know* they’re going to win.

 

Not if the majority of notices are sent by e-mail, of course. !

 

Its worth just saying that the current legislation does not recognise AGM or EGM. All meetings are just referred to as General Meetings. Its just that the directors have to call one annually and 5% of the members can force an out of sequence meeting whenever.
I seem to remember that with the WSRA, one of the (E)GMs was called for the same day and venue as the (A)GM. Thus all the papers went out in one envelope thus minimising costs. I think with the WSRA, it took three goes to achieve success and only then because the "toxic" trustees incredibly elected one of the reform trustees as their chairman and agreed for the HRA to count the votes. In the first GMs, a subset of the trustees counted the votes with results that were more akin to eastern bloc elections.

 

I would think that if you sent out the notice via email then you could get your 5% of members asking for a General Meeting and it would be possible to reach more than that if you could used the same membership list that has been used to send out the Minority reports 1 and 2.

Quite frankly there are now more people aware of what is or is not going on in North Devon and some read about it on here but don't make any comment.

There are also members who have said they will not renew their membership until those that have cause this mess have been removed.

 

It is quite cheap and easy to organise a vote entirely by email (with postal options for non-Internet-enabled voters). The results of the Exmoor Associates votes close at midnight and the results will be appearing on the EA website shortly: https://www.exmoor-associates.co.uk/news/

 

That's only true if the legal pre-condition for notification of General Meetings by by e -mail has been met beforehand. Members must have given their written consent to receive notices of meeting electronically otherwise it must be 100% by post. Just having the ability to contact members by e mail is not enough.