West Somerset Railway General Discussion

Absolutely correct but that's a view of whether it's a financially sustainable operation rather than objections to the culture of its leadership.

 

That presumes that the two are practically separable. In the specific context of WSR, I think is far from a given.

 

Far be it for me to interrupt a Barrister in full flight but the cash at year end fell from
£470K year end 2022 to £400K 2023. We obviously do not have 2024 figures but comments
from the GM to staff and volunteers suggest an encouraging year.

Quite correctly in the past you have drawn attention to cash as the critical issue for
the Railway. (WSR Plc ).

Perhaps your £8K should be c. £1500 per week: concerning but not £8K.

Is a multiplication by five perhaps a barrister norm

Michael Rowe

 

Were I still a WSRA trustee I would be most uncomfortable having to make such a decision, as those currently serving must indeed do.

It is likely to be particularly awkward for those WSRA trustees that are also employees of WSR plc. It may be that this particular matter is considered a potential conflict of interest for those individuals but abstaining would not excuse them from possible personal liability. This is a matter of principle observation, nothing more.

 

That is an interesting point. If those trustees did find themselves with a conflict of interest, surely that would have disqualified them from voting either for or against. Lumbering them with personal liability for what the other trustees decided would then seem contrary to "natural law".

 

Like @35B my eyebrows were somewhat raised by this sudden volte face! Previously you've suggested a problem with charities is that their objectives prevent them from funding all sorts they perhaps could and should fund, now suddenly they can fund anything if it's for the good of the railway!

I agree with what @21B and others have said on objectives in this case i.e. Can see both points of view.

Just to add this trustee's view to the mix, I tend to support a broad interpretation of articles in general. But if the *only* argument is "well if you don't fund this the Plc could be at risk" then I tend to not be very impressed, on the basis that you could use that argument for *anything* and I don't think a trust should be able to fund *everything*. Otherwise it might as well just be a piggy bank and one trustee to rubber stamp cash transfers.

I've said it before and I'll say it again, it really shouldn't be hard to find acceptable things for a railway supporting charity to support on its own railway that fall within its objectives. I hate having to say no as a trustee. To my mind the best way to ensure that doesn't happen is better conversations between trusts and plcs - not "can you fund this thing that suddenly needs doing, we've run out of cash?" but "we've run out of cash, here are all the things we want to fund, which ones of those do we think best fit the charitable objectives/would be most suitable for a fundraising campaign?"

Sent from my PGT-N19 using Tapatalk

 

Trustee (and director) liability is a complex area. So are conflicts of interest, and especially where they involve closely related organisations. For example, as a PCC member, it is necessary to note that some of my peers are committee members of the Friends organisation, and therefore might be conflicted if there's a suggestion that the Friends would fund something.

However, having spoken to specialists in this area in an ecclesiastical context, I regard trustee liability as a lesser concern - the reality is that a number of things would need to line up for that to be a serious prospect. The more important point is that charities need to do things right. The combination of a clutch of resignations and decisions that lend themselves to interpretation is a reasonable matter of concern, and the answers provided publicly so far are not entirely comforting.

 

As I've said previously, my late father-in-law was a charity commissioner and he often said that, as long as things aren't verging on criminal, they took a fairly broad view on how charities interpret their articles. Common sense was applied and I doubt that approach has changed.

 

I think your post identifies why it's not a volte face. In the case of railway supporting charities, such as the WSRA, or indeed on the GWSR, their raison d' etre depends on the continued existence of a non-charity. Where the charity is the railway, such as the NYMR, there isn't the same opportunity to claim that borderline decisions can be justified by reference to the need to keep a non-charity afloat. For railway owning charities the legitimacy of their Trustees use of funds is determined by the purposes of the charity alone.

 

I think that is incorrect. IIRC, the articles state that they will support entities in Somerset. They could pick up their ball and play somewhere else.

 

Midsomer Norton?

 

I fear you're taking the narrow legal view we usually accuse @Lineisclear of taking there!

 

Surely a railway-owning charity's raison d'etre depends on the 'railway as a business' (leaving aside any specific corporate structures) to stay afloat just as much as a railway-supporting charity and therefore things can be justified (or not) in the same way? Struggling to see what the difference is here.

 

Really? The reading of the Articles should be so expansive that the charity can do anything to maintain the company, up to and including revenue support? So, for example, if the plc was subject to fraud and someone stole the takings for 3 months, it would be ok for the charity to say "here you go"? I'm for a broad interpretation, but that strikes me as impossible.

More practically, it also relies upon an assumption that isn't to be found in the WSRA's articles. It would be much harder in very many ways for the WSRA to fulfil those, but the S&DRHT (for example) has managed perfectly well despite the disappearance of it's railway 60-odd years ago.

Finally, I think the law has a certain amount to say about control - and not least that the exercise of control should be transparent. If a charity is to be so totally beholden to a company that its trustees will just do as the company seeks, that raises massive questions about governance and control, and probably should trigger intervention, under both companies and charity law.

 

35B's third paragraph above is absolutely spot on. It succinctly describes the overriding consideration, in my opinion.

Only an appropriate restructure incorporating a lead charity would overcome these difficulties, whether perceived or real. Until then similar issues will occur with regularity, potentially involving ever-increasing amounts of charity funds.

 

Where Heritage Railways are concerned HOW you do something is very often as important as WHAT you do.

 

I will correct myself. That is what the articles said at the time of the 5+1. They were then changed after the cartel seeking to purchase the freehold were ousted, to prevent a future malevolent cartel doing what I suggested. The articles can however be changed again if it is decided that a more acceptable home can be found elsewhere.

 

I served as a WSRA Trustee under Paul Whitehouse’s chairmanship (the WSRA chairman told to ‘**** off’ by JJP). We worked hard to find legitimate means to support the whole WSR including, for example, the extra cost of installing bullhead rail instead of cheaper flat bottom.

It is, frankly, obvious that items such as hiring tampers is outside the charitable objects.

 

Well, up to a point Lord Copper. It's probably also patently obvious that paying a part of the wage bill of a Plc is also outside the charitable objects, but one could potentially construct perfectly sensible arguments to justify both. Both can be a means to an end, it depends what ends you're paying to get as to whether it would fall within charitable objectives.