Lynton and Barnstaple - Operations and Development

Section

Section 172 clarifies the duties of directors to act in the best interests of the company and does confirm that they should treat shareholders fairly in the exercise of that duty. The question is does that duty confer rights on shareholders beyond those expressly provided by law? I think the correct interpretation is that with regard to the exercise of shareholders legal rights the directors will act fairly but that presupposes that rights, such as the right to have motions included on the agenda of a General Meeting called by the directors, actually exist. I understand the point that in response to one section 168 notice they allowed the motion to be added to the EGM agenda but have taken a different line on a motion requested for the AGM. I suspect it’s unlikely to have much traction as the s.172 duties are owed to the company not its shareholders. The argument would probably be that in the directors’ judgement such a motion was not in the best interests of the company. It’s an ingenious suggestion but I don’t think it creates a lever that the shareholders could use to force a change.

 

>>>The argument would probably be that in the directors’ judgement such a motion was not in the best interests of the company....

Or, to put it another way, it was OK to allow motions to remove two directors, but not to allow a motion to remove one ? Indeed, given that the subject of that motion was in fact a Chairman who - some might argue - had shown himself to be a source of division and displayed dubious regard for due governance, might not his removal have in fact been "..in the best interests of the company..."?

 

Fair enough, I guess, if I had in fact been arguing to remove a whole framework!
@Jamessquared I think put it more succinctly than me in #13471

 

It's moot at this point, @Lineisclear, but it's pretty hard to argue that the fairness obligation extends to creating two sets of ordinary members - which is precisely what has happened. But you do you.....

 

What news of the AGM?

 

The hostage situation is at an extremely sensitive stage. Special forces are in place to secure the hall.
(sorry - I have this unfortunate knack of seeing the funny side of everything)

 

There was a small amount arguing on the floor but in the main was pretty tame really .

The trustees have been announced,

Ric
Giles
Robert
Charles

All in all , 90% positive AGM

It was opened with the sad news about dave Blencowe which alot of us had heard this morning and alot had heard at the AGM and Peter Miles was very respectful of the situation and you could see he lost a friend

And everyone on the floor was also very respect of the situation.

Apart from that , a few stupid comments on the floor that you expect and a very positive outcome for trustees (in my opinion)

 

As I see it yet another low point for the trust concerning its attitude towards members at an AGM, Tony Nicholson standing up and shouting at a member, telling him to 'sit down and shut up' was so very impressive as was Peter Miles comment that 'he doesn't have to apologise', apart from that arrogant outburst it was a very boring affair, John Barton waffled about extending the line to CFL but really couldn't say anything positive even though 6 months ago he told us all at the Members Forum that great news was around the corner, in fact the whole evening was a pretty depressing state of affairs and one has to wonder exactly how the trust will pull itself out of the ditch it seems to be in under the current leadership

 

Does anyone have the voting figures?

 

I belive these where the votes , wrote them down quickly to let a mate know last night.

Robert 700
Giles 684
Ric 520
charles 438
baggott 359
Jose 300

 

So did I,

I wrote down the same: Robert Prosser, Giles Perkins, Richard Auger, Charles Summers, therefore elected.

 

Thanks - interesting figures

 

So I've lost track of who's who. What does that mean for "reformers" v "old guard"?

 

I believe it would be 2 of each elected yesterday

 

So does this mean more of the same mis management of trustees for wholly selfish reasons, are condemning the L&B to stagnation, If I can't have control, no one else can, If this is so, you can forget about any plans for the revival of the L&B, i doubt that in another 10 years the trust will be in any fit state to do anything except a slow stagnation to nothingness, others will replace you, and your voice will fade away, into nothing, There is sadly no way forward except without the trust, but a new body , new organisation, with EA working in tandem to safe guard what's been achieved despite the best attempts by the trustees, who have been trustees far too long, to retain their control, over what they see as their railway, their project.

 

I really don't know and [sorry if this offends some] I think we should stop using these terms.

Looking at the most recent newsletter there seems to be a way forward in the pipeline. Having read the 'election statements' it seems that there is an attitude amongst those elected of co-operation in order to move things forward. So lets give the new and existing trustees a chance to move these things forward.

The newsletter also mentions recent sucess with planning applications - I am glad the trustees were able to achieve this without being distracted by the in-fighting and the constant barrage of criticism on social media.

 

>>>Having read the 'election statements' it seems that there is an attitude amongst those elected of co-operation in order to move things forward....
That may well be true, but the 'new' Trustees will be in the minority. What we have not seen, of course, are anyone statement from the existing existing majority Trustees promising to co-operate with the newcomers. Incidentally, I note that in these days of 'diversity' we are back to an all-male Board.

>>>The newsletter also mentions recent success with planning applications..

Welcomed, but...the one for the engine shed is merely the regularisation of the status quo and the one for the carriage shed (only 4 carriages?) is a long-recognised necessity anyway. We seem to be still a long way from any form of wider expansion and the BR - WD section still seems to be rather on the 'back burner'.

 

I am sure that everyone will try to take something away from these results, but lets not fool ourseleves we still have a railway to rebuild and recent events have shown there is still a lot to do.

I think this has been the first in a long time of the membership holding the trustees feet to the fire and I don't feel that is going to stop.

There are two things that need to be developed this year, 1) A new five year Business plan and 2) A fund raising strategy to match the Business plan.

If both of these items happen well I will be one happy bunny this time next year.

 

There also needs to be a governance review to update the M&As, and the five year plan - a good idea - needs to take stock of what is a sensible set of extension goals through an open and honest engagement and options appraisal - last year's mock consultation is anything but that, and reports that John Barton kept citing it in Lynton do him no credit.

 

You can't blame anyone expect the membership for that can you?

1 of the 6 standing for election where female and from a personal opinion, wasn't suitable for the job role with no prior experience in how a railway should work and by being apart of so many boards already , would probably not have the time avaliable to dedicate herself properly to the railway .

I belive now that we have 4 good people elected onto the board , that there should be good progress for the next year.

After talking to John after the meeting regarding the extention to cricket field lane , it will ( subject to everyone running smoothly) progress quickly to get to the council for permission .

I cant understand why such a positive outcome from the meeting is still being met with negativity, should we not all push for raising funds to give our new board of trustees every possible chance to move forward?

Maybe in 9 months time , we should all re evaluate the situation and what has come of the year?