Meeting of the Members of Alphamstone Village Hall
(Deferred meeting from 6.11.14)
20th November 2014
AGENDA
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Apologies for absence
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Election of Temporary Chairman for this meeting
Proposal for D Bridge to Chair
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Approval of the Minutes of the Meeting held 27th October 2014
Signature of Minutes
Matters Arising from Minutes
Review of Minutes for actions arising
Possible Conflict of Interest (see agenda item 6)
Payment by Social Club of Hall Rent (update SG)
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Insurance
Buildings Insurance (BT)
Contractors Insurance
Trustees Indemnity
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Temporary Treasurer’s Report
Current Situation
Breakdown of Costs
Firework Party
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Possible Conflict of Interest - Committee to Consider
Briefing Note by HMB (31.10.14)
Email from Peter Duffus (16.11.14)
Memo (6.11.14) and Letter (circulated 18.1.14) R. Nelson
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Election of Officers
Chairman
Treasurer
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Scheduling, Costing and Approval of Remaining Works
Update by TF
Process for approval and sign off for remaining ‘finishes’
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Cheque Signatories
Appointment of new Signatories
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Review of Firework Party 8.11.14
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Any Other Business
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Date of next Meeting
Minutes of Alphamstone Village Hall
Committee Meeting held on November 20th 2014
At 7pm in The Village Hall
Present: Helen Bradshaw (HMB), Desmond Bridge (DB), Tim Fryer (TF), Sue Gardiner (SG), Eileen Hannis (EH), Lynne Potter (LP), Ben Twinn (BT) Roger Nelson in attendance as an observer for TF
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Apologies for absence
Peter Duffus
TF advised the Committee that Tom Whiffen (TW) would not be attending as he was uncomfortable with the prospect of a difficult meeting. DB suggested, and the Committee agreed, that as TW had not yet attended a meeting that his membership of the Committee be deferred until the next AGM in May 2015.
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Election of Temporary Chairman for this meeting
D Bridge was proposed by HMB and the Committee unanimously agreed to him acting as Temporary Chairman
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Approval of the Minutes of the Meeting held 27th October 2014
Signature of Minutes
3.1.1.
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Matters Arising
3.2.1.
3.2.2.
3.2.3.
3.2.4.
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Chairman’s Statement
DF had prepared a written statement which is here quoted in its entirety
“Forgive me if I sound a little patronizing, but I feel that I need to say a few words and set some basic ground rules before we start. Having got to grips, as best I can, with the situation as it stands, it is quite clear in my mind that there has been no intent, by anyone, to do anything untoward. Indeed, everything that has been done in terms of planning, fundraising and work completed so far has been done with the very best of intentions and not with a certain level of personal cost. I take the liberty of thinking that I would be joined in these sentiments by the whole Committee and all rational Alphamstonians.
There are, however, a few interconnected problems that have arisen and we are here tonight to try to find the right way forward for all concerned. To facilitate this, I would like everyone, please, to leave any old baggage and/or false loyalties outside. We must all join in the common purpose of completing the task that will give this village an outstanding asset for the future.
You have asked me to stand as Chairman for tonight’s meeting and this means that I will be sticking my oar in, but I am not a member of the Committee and so you are quite at liberty to disregard everything I say in trms of decision making, I insist however, that my rights as Chairman are upheld and should members talk over one another I am not averse to wielding my “yellow card”.
Finally, the worst thing that can happen is for you not to speak up tonight when or if you disagree with something but go away bearing a grudge. A successful committee is open and in agreement. If that agreement is by a majority, rather than unanimous, then the decision must be upheld.”
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The Committee unanimously agreed with all elements of DB’s statement
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Insurance
DB raised the concern that no part of the Village Hall was insured now that it had been ‘knocked through’. BT said that he had a letter from our insurers’ confirming that this was the case. TF said he had been assured by Robert Hume that he had taken out insurance and the Village Hall was covered. A discussion arose.
BT advised that he had all the documentation from Robert Hume and that this was not the case. BT had the policy document details from the Village Hall renewal on 8th October 2014.
SG and BT were concerned about the security of the site and the potential for injury to children. TF said that the site and the Village Hall was secure
DB had reviewed the conditions under which Alphamstone Village Hall had been the beneficiaries of a Grant. He said that under Grant item 2.1 (e) b we were not currently meeting the conditions set and at the moment were in breach of the conditions. In not meeting the Grant conditions, under certain circumstances we, the Committee, could be required to pay the money back.
BT was asked, as a matter of urgency to:
5.5.1.
5.5.2.
5.5.3.
5.5.4.
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EH stated that the Village Hall was the biggest asset of the Community and as such should be insured whatever the cost. All the Committee were in agreement
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Temporary Treasurer’s Report
BT tabled his report dated 20.11.14 His Report showed that:
6.1.1.
6.1.2.
6.1.3.
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Possible Conflict of InterestDB advised the Committee that he had read all the documents provided to him and had concluded that there were two principal areas that the Committee needed to address, in order to remain compliant with Charity Legislation and Guidance. They require:
Withdrawing from decision making. DB quoted from a section, taken from the guide for trustees which stated:
“Where there are no legal or governing document provisions about managing conflicts of interest, and there is a proposed financial transaction between a
Trustee and the charity, or any transaction or arrangement involving trustee benefit:
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the trustee benefit must be authorised in advance and
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we (The CC) expect the affected trustee to be absent from any part of any meeting where the issue is discussed or decided. The individual should not vote or be counted in deciding whether a meeting is quorate
Withdrawing from decision making means withdrawing when the initial discussions take place and from any subsequent discussion or decision making on the issue.”
7.1.2 TF passed to the Chairman a copy of the agreement drawn up between himself and the Village Hall Committee. It was dated ….. and TF advised had been signed by Deirdre Hume
7.1.3 DB filed the agreement that was not tabled
7.1.4 DB asked TF to withdraw and asked the Committee if they were content to draw up a new agreement between TF and themselves that was in line with the requirements of the Charity Commission. DB also reiterated the need for TF not to be present when discussions and decisions regarding the building of the Village Hall took place. The Committee unanimously agreed.
7.1.5 TF was invited back into the meeting and was asked if he would abide with the Committee decision and to have a new contract. TF concurred with this suggestion. EH directly asked TF if he was happy with having a new agreement. TF confirmed that he was.
7.1.4 DB then addressed the issue of TF withdrawing from Village Hall Meetings. DB felt that there should be a standard agenda item each meeting on the progress of the village hall build and any associated issues. DB reiterated that TF would have to withdraw to a place where he would not be able to participate in or overhear the workings of the Committee. TF agreed that he would abide by this.
7.1.5 DB then asked HMB to record in these minutes the support of Peter Duffus for TF to remain as contractor and chair.
7.1.6 DB undertook to send out a first draft agreement between the Committee and TF . DB said he would endeavour to have sent this by p.m. 22nd November. DB suggested that once approved the document should be signed by the Secretary and the Treasurer on behalf of the Committee.
8. Committee Approval of Funds
8.1 DB outlined how he felt the Authorisation of Funds process should operate. Over a certain amount (to be agreed) TF would be required to produce supporting paperwork , quotes etc. for elements of the build and put his recommendations to the Committee. DB accepted that it wouldn’t always be possible for the whole Committee to be present for this process and suggested that TF should contact the Treasurer and advise him of the need for approval. The Treasurer would ask HMB to arrange a quorum and for BT and HMB together with any other attending Trustees to sign off the request for TF. LP said she wasn’t in agreement with this as she felt that BT and HMB were “singing from the same song sheet” and she thought that a TF request would not be duly and fairly considered. HMB said she was content not to be part of the process and in view of LP’s concerns about the integrity and objectivity of HMB, as Secretary, HMB offered to step down as Secretary and for LP to stand as Secretary. LP declined and the Committee indicated they were in agreement for HMB to be part of the authorisation process and to continue as Secretary.
8.3 DB continued with outlining his authorisation process suggesting that a standard minute be produced that could easily be adapted for whatever purchase requirement arose. HMB undertook to draft same.
9. Election of Chairman
9.1 TF advised the Committee that he wished to stand as Chairman. HMB enquired of DB whether he felt that TF undertaking the Chairman role and being principal contractor was in line with Charity Commission law and guidance. DB indicated that he felt that it would be acceptable as TF, in the future, could not be present at any discussion or decision regarding Village Hall works a conflict could not arise. HB accepted DB judgement.
9.2 A discussion arose wherein TF said that having a badge of Chairman assisted him in his dealings with suppliers and contractors. DB said that he felt TF undertaking the role of Chair would be illogical as he (TF) would have to be absent from all discussions concerning the Village Hall build, aside from fundraising. TF insisted, even with that caveat that he wished to be Chairman.
9.3 BT enquired of DB if he felt there were any issues that prevented him putting himself forward for Chairman. DB did not think there were.
9.4 TF advised BT and the Committee that he would not wish to be Chairman beyond May 2015 and at that point TF felt BT should stand as Chair. TF again put himself forward as Chairman and there were no dissents.
10. Cheque Signatories
10.1 This was deferred until the next meeting.
11. Any Other Business
11.1 SG advised the Committee that an Alphamstonian had offered to buy the trailer donated by Therese and currently in safe keeping with TF. SG asked what value the Committee put on the trailer. The Committee after discussion agreed on a price of £100. SG undertook to relay this information.
11.2 DB felt that Therese should be made aware that there was a potential buyer and to clarify with her she was in agreement for the trailer to be sold at that price. BT undertook this task.
11.3 SG tabled a newsletter from My Communities and drew the attention of the Committee to page 19 “Roles and Responsibilities of Trustees”.
11.4 SG advised the Committee that she had met with Frank Ranger and the topic of the Social Club had been raised. There was a discussion about Film Club and its new incarnation as Social Club. DB undertook to meet with representatives of the Social Club and to formalise the basis of an agreement.
11.5 DB told the Committee that having had the opportunity to read through the Constitution of Alphamstone Village Hall he understood that it was a requirement of the Constitution to have a representation. DB offered himself to the Committee as the PCC representative that was unanimously accepted.
11.6 BT’s impartiality and integrity, by employing his accountant to review the accounts of the Village Hall, had been raised in writing by Roger Nelson. BT thus asked all the Committee if they were happy for him to continue with this arrangement. All the Committee agreed that they were in agreement for this to continue and thanked BT.
11.7 TF advised the Committee that a problem in the roof join between Village Hall and The School House had been identified by water ingress occurring between them. TF said he would look at it.
11.8 LP and TF asked for all contact details for Committee Members to be removed from the minutes of the meeting 27.10.14 before they were put on the notice board.
11.9 All members of the Committee offered their heartfelt thanks to DB for Chairing this meeting, finding a way forward and continuing on the Committee as PCC representative.
12. Date of Next Meeting
The Committee agreed to hold their next meeting at 7pm in the Village Hall on 27TH November.