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

Discussion in 'Heritage Railways & Centres in the UK' started by rodders154, Aug 14, 2018.

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  1. Steve1015

    Steve1015 Member

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    That's sexist and has no place here....
    Be careful or an official complaint might be made...
     
  2. jnc

    jnc Well-Known Member

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    Do you seriously think the reaction would have been much different if the only thing people had to go on was the board's official press release?
    {Falls off chair.}

    Share price!? This isn't the flipping Royal Bank of Scotland! Nobody is buying WSR shares as an investment!

    Noel
     
  3. Bean-counter

    Bean-counter Part of the furniture

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    Thank you to @Faol for producing Paragraph 5 in full. I can only concur that there at best seems to be presupposition as to the content of any call for a General Meeting in stating that any part of paragraph 5 may apply, not least because Paragraph 5 applies to any Resolutions submitted for consideration at a meeting, not the actually call for a a General Meeting.

    The Calling of a General Meeting is covered by Paragraphs 1, 2 and 4 (3 has been repealed). 1 and 2 are reproduced by both myself and elsewhere above and 4 covers what the request for a General Meeting must and may contain:

    (4)A request—

    (a)must state the general nature of the business to be dealt with at the meeting, and

    (b)may include the text of a resolution that may properly be moved and is intended to be moved at the meeting.

    Hence, a call for a General Meeting may not actually include any resolution intended to be moved at a meeting, and hence Paragraph 5 couldn't be used to block the calling of the Meeting. I can certainly think of a possible 'agenda item' which (4)(a) would cover that would be highly relevant but does not constitute a resolution.

    As I believe the Annual General Meeting was on 23rd June 2018, and hence the next is likely to be in June 2019 - nearly 10 months hence, it may well be that Shareholders are unwilling to wait until such time before having a chance to question the Board on its recent actions and future plans.

    Removal of a Chairman is not something to be undertaken lightly, so one would expect there to be good reasons why it was done and that the Board should be willing to explain those reasons to its Members and ready to answer questions on them. Hence, why should @Maunsell907 feel it necessary to list possible means by which the Board may seek to frustrate any call for a General Meeting?

    Steven
     
  4. Maunsell907

    Maunsell907 Member

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    Roger, I am disappointed !

    As a former WSRA Trustee you will appreciate and understand the importance of 'cabinet responsibility'

    A statement issued via the Plc Company Secretary formally acknowledging the expressions of support from
    the WSRA and WSSRT hardly justifies the comment "A statement a day keeps the truth at bay"

    From where I sit the 'leaking' (or whatever synonym one cares to use ) of information, outwith a
    formal route, apparently by various individuals suggests a lack of 'professionalism' (lack of experience
    is no excuse). Although most of us are volunteers we are entitled to expect the WSRA, WSSRT & Plc
    Boards to operate in a correct and appropriate way (particularly ensuring that public pronouncements
    represent the 'Board's view)

    I think there has arisen within the WSR diaspora a culture of individual Board Members
    failing to accept a Board decision. During my 'paid' working life I often disagreed with
    colleagues but ultimately, if I was in a minority and had failed to persuade my colleagues
    of the merits of my position, I had two options ie accept the majority view and as a Board
    member do my utmost to ensure the agreed action succeeded or resign from the Board.
    Without adherence to this principle no Board can operate. This applies equally to the
    chair or a 'junior' director. Similarly members of a Board should publicly support
    each other.

    This lack of cabinet responsibility IMHO plus personal prejudice, fuelled by inflated 'egos'
    has not helped the WSR during the last two years. An ageing volunteer force,
    infrastructure and rolling stock allied to an apparent levelling of tourist spend in
    West Somerset is surely a big enough challenge ?

    Michael Rowe
     
    Last edited: Aug 25, 2018
  5. Faol

    Faol Member

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    I take your point Baldbof; so you obviously think that the removal of a hard working and successful Chairman by nobody is a sensible thing and something which should not be of interest to shareholders and volunteers alike? The mind boggles.
     
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  6. Bean-counter

    Bean-counter Part of the furniture

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    Ignoring for a moment the potential allegations implied in your response, it appears irrelevant to Roger's post!

    I suspect what @Roger Thompson (and other WSRplc stakeholders) are looking for is a statement from the Board that contains some form of explanation for Ian's removal and probably rather more detail on the way forward; for example, which of the 6 WSRplc Board members who aren't Ian are on this 'Working Party', some sort of timescale for their work to be completed and some indications of who is 'steering the good ship WSRplc Board' in the interim.

    In 'normal' Companies, the Chairman role may be restricted to actually chairing meetings (which is of course something that is essential) but on preserved railways, they tend to be more akin to 'Prime Minister', not only chairing the 'cabinet' but also being the public face and point of contact for the 'governance body' (Company Boards are, I would stress, very unlike Governments in many ways and this is all too often overlooked by the fact members of both are generally elected but the analogy works for the Chairman in such circumstances). Hence, whatever the actual practical effect of not having a Chairman may be, the membership and workforce (including, perhaps especially, the volunteers) are unlikely to feel inspired by the silence, especially with Ian's words on the financial situation both at the AGM and reiterated in his recent personal statement ringing in their ears. How the Board is planning to address this situation is also probably something stakeholders would urgently like to hear.

    While such plans may take time to formulate (although I seem to recall similar warnings have been around for a while), presumably the reasons why the Board felt Ian couldn't lead them in so doing are well enough known for the vote on Thursday to pass, and one would hope the proposer and seconder (both unknown) of that motion were able to explain to their fellow directors their proposals for 'what now' and those Directors must have either accepted that way forward or for some reason felt the situation too urgent to consider the way forward, without even an Interim Chairman.

    Steven
     
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  7. Roger Thompson

    Roger Thompson Member

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    Perhaps my wording was a tad unfortunate, Michael. The point I was trying to make was that, while the recent statements from the WSRA, the Steam Trust and the PLC are all admirable, expressing as they do continued support on all sides for the "One Railway" principle which you and I both supported during our time as WSRA trustees, none of them throw light on the as yet unanswered question. Why has a well liked and hard working Chairman who had the "One Railway" principle at the centre of his policy, and also had, correctly, drawn attention to the financial challenges facing the railway, suddenly been voted out of office by his fellow directors? Speculation will continue unabated until this becomes clear. Sadly I fear personal egos are involved, yet again.
     
  8. jnc

    jnc Well-Known Member

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    That statement contained zero new information - on any topic (since their attendance and support had already been formally announced), but most especially on the points you very aptly describe as "surely a big enough challenge".

    Noel
     
  9. Maunsell907

    Maunsell907 Member

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    My comments were not aimed solely at the Plc ( indeed I think they equally apply to the WSRA ).
    For the record I have just read again the WSRA's account of the reasons for the removal of two
    Trustees. We should remember perhaps one had been elected by the 'Member body' unanimously at
    an AGM only a few weeks previous, the other had been recently praised by both the Plc and the
    WSRA for his efforts wrt volunteer recruitment. Also the two individuals had been told that if
    they went quietly and resigned also from the Plc Board as well they would be given a 'we thank
    you' type dismissal. This apparently from what we read was with the connivance of the PLC
    Chairman. The motion proposed by Ms White and WSRA Chair Paul Whitehouse was I
    submit entirely 'vexatious'.

    If my belief that this was an initiative spearheaded by the Chairs of the Plc and WSRA,
    at the request of the PLC Chair ( as the WSRA Chair appears to state) then I submit it
    is not merely the Plc Chair who should have stood down but the WSRA Chair also. It
    is this apparently 'grubby' little deal that has brought the WSR into disrepute.

    The less said publicly by the PLC Board at present (other than after careful thought)
    IMHO the better.


    Also regarding your previous I very carefully wrote at the beginning "I have no reason
    to believe the Board is seeking to avoid a GM". I repeat that is my belief.

    By the way I was one who informed Ian how bad the financial situation was back in January.
    I at the time understood that dependent on financial performance in the first
    four months of the year certain actions would be taken. I have not been involved since
    then but my understanding is that the required financial growth did not occur but neither
    did the proposed actions. I have since January written to Mr Coleby twice expressing my
    concern re the finances and received back letters to the effect that everything was under
    control and there were no difficulties.

    I am sorry but this belief that the Plc has lost a great Chairman is frankly balderdash.
    It is I agree a very undesirable happening. It is not something I imagine a Board
    entered into lightly and I (viewed from outside and therefore inevitably
    it can only be an opinion) think probably will be viewed as far sighted.

    Michael Rowe
     
    Last edited: Aug 25, 2018
  10. Dennis John Brooks

    Dennis John Brooks Member

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    It is also my belief that there was some scull-duggery between the two organisations. It's funny that both suddenly had board meetings close together & neither has published minutes of those meetings.

    DJB.
     
  11. 35B

    35B Nat Pres stalwart

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    I note that you profess the vital importance of collective responsibility, but do not comment on the implications of members of one body working in concert and without the involvement of that body to achieve another end. Nor do you acknowledge that the WSRA statement includes acknowledgement that the then chair of the plc did not seek to prevent the co option.

    The substance of what has happened may or may not be the right thing to have happened - I have no way of knowing. But the form of it, and the deliberate intent to avoid scrutiny, suggest that something doesn’t add up.


    Sent from my iPad using Tapatalk
     
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  12. Jamessquared

    Jamessquared Nat Pres stalwart

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    You appear to be saying that there has been a loss of confidence in the ability of the chairman to tackle an underlying financial poor performance.

    However - it is the nature of heritage railways that they have assets with very high replacement costs, but also very long lifetimes. New track might cost £1m per mile to replace, but last 50 years once replaced. In other words, the WSR might need to spend £400k per year on track - but if it doesn’t, the operational impact (increasing number of TSRs, damage to rolling stock etc) will be disguised for years before becoming obvious. Likewise with loco overhauls: locos come and go, but very gradually you go from 10 to 9 to 8 and so on in traffic, but it is only when you suddenly find yourself unable to run the advertised service on account of an unplanned failure that you realise you have a “loco crisis” - a loco crisis of which the seeds were sown years before.

    The point of stating the above is to show that heritage railways don’t suddenly get into a crisis, and nor do they suddenly recover from it. The roots lie in under investment for years previous, and it can take years of surplus (in other words doing more than the “standstill figure”) to get ahead of the game again in renewals.

    So coming back to the deposed Chairman: he was in the post for only nine months, so can hardly be accountable for the situation the railway is in. By being open in his communication (for example, via the blog) he has done the stakeholders of the railway a service in being explicit about the challenges to be faced. Which only leaves the issue of whether they have been addressed: it seems draconian to judge that record on little more than a few months of tenure, particularly when no alternative Chairman has been put in place, which can surely only result in yet more treading water in terms of solid action to start to address the underlying issues.

    Tom
     
    Last edited: Aug 25, 2018
  13. baldbof

    baldbof Well-Known Member Friend

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    I hold no view on the removal of the chairman. I have merely expressed my views on the way the organisation airs it's dirty washing in public. If you don't want outsiders to comment, don't publish it on a public forum - quite simple really. I think your last sentence sums up the whole charade quite nicely. I'm sure that many are sharing the same view. But carry on, it's your railway.


    Is that another way of saying people are chucking good money after bad? ;)
     
  14. aldfort

    aldfort Well-Known Member

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    I will repeat my offer to WSRA members to write to me via the WSRA if they are unclear about any aspect of the action taken by the WSRA to remove 2 trustees.
     
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  15. MellishR

    MellishR Resident of Nat Pres Friend

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    While what is now the first post on this thread was hearsay at the time, the first part (removal of the Chairman) was very soon confirmed by an official statement. However the reason for the removal remains secret. I wonder whether even the fact would have been kept secret if there had not already been public discussion.
     
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  16. Greenway

    Greenway Part of the furniture

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    Despite the percieved 'cloak and dagger' events on the WSR (PLC and Association) the underlying worry for many supporters, as instanced in recent posts, must be the apparent parlous state of finances on the WSR. The Association does not appear to have made any recent significant financial contributions to the PLC - probably because of the legal costs being accrued - and whilst volunteers are still providing their valuable labour contributions to the line, which does save the PLC much expenditure, but does not contribute significantly to the bank balance I guess.
    Hopefully invoices will be paid when due but one does wonder how bailiffs might assess what was worth removing and its value if it came to that. :eek:
     
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  17. Faol

    Faol Member

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    Dear Michael, you continue to fly the flag of bad Chairman, good juniors. However you are in a majority of one for constantly calling for Chairman to resign. I have heard you publicly declaim that Mr So and So should resign at various AGMs over the years. Only in June you were on your feet at the PLC AGM calling for Ian Coleby to resign and then heralding the expertise of your very close friend who has now become a Director of the PLC. As a serial Chairman Basher you add nothing but discontent to these debates as you seem to unremittingly support one of the junior directors whilst attempting to baffle us with your business knowledge.
     
    Last edited: Aug 25, 2018
  18. ghost

    ghost Part of the furniture

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    I would have thought that such an explanation would (and should) be made public, bearing in mind the other statements regarding the 2 trustees and the chairman that have been made public. If only to reassure people that WSRA membership and/or leaving money in a will is actually worthwhile (both of which are issues raised on this very thread)

    Keith
     
    Last edited: Aug 25, 2018
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  19. gwilialan

    gwilialan Well-Known Member

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    So given that the removal of a chairman of a Board is no inconsequential matter would you not agree that this is a case where public pronouncements are practically essential to inform members, shareholders and supporters of exactly what's happening and why?

    Three major words from almost every description of what the requirements of 'Corporate Governance' are: Openness, honesty and integrity. It appears at least some of those are sadly lacking here.
     
  20. patriarch

    patriarch New Member

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    I will go further. The latest WSR plc statement is an insult to the intelligence of true supporters of the West Somerset Railway. That such 'weasel words' should be published by the Board tells us a lot about the people at the helm. and they should hang their heads in shame......
     
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