Boardmeeting 19. september 2016

Present

Mr

Johan Vanden Bergh

(JVB)

Chairman

Mr

Ian Hick

(IH)

Deputy Chairman

Mr

Allan Fogg

(AF)

Member of the Board

Mr

Lindsay Robotham

(LR)

Member of the Board

Mr

Antony Channing

(AC)

Member of the Board

Mr

Martin Carnell

(MC)

Member of the Board

Mr

Richard Fenner

(RF)

Member of the Board

In Attendance

Miss

Lisa Alderson

(LA)

Minuting Secretary

Mr

Barry Gallafent

(BG)

Business Development Manager

ITEM

1. Apologies

Steve Lovatt, Gerwald Anderle, Allan Rosetzsky

2. Minutes of the meeting held on 11 July

JVB proposed to add a regretful oversight: “It is with deep sadness that the Board learnt that Mrs Celia Fitzhugh, Special Advisor to the RREC Board, died barely 2 days after the Annual Rally. The Board’s thoughts are with her husband Rod in this trying time”.

A minute of silence was observed in recognition of all the work that Celia had been doing for the RREC.

The Minutes of the meeting held on 11 July were approved and signed by the Chairman.

3. Matters Arising from Minutes of the Meeting held on 11 July

4 d) Appointment of new SA for legal issues

IH asked if any progress had been made on obtaining a replacement for Celia Fitzhugh (Special Advisor). JVB confirmed that he had been talking to some potential candidates, but would still contact Section Secretaries for a wider portfolio of expert knowledge, so that we could seek ad hoc advice from the most specialised person for the topic in hand.

ACTION: JVB to contact Section Secretaries by 20.10

AC requested that the Board minutes state a completion date for all action points.

4. Identified discussion

topics

a) PlanperTeambasedonStrategyDiscussionSummary(eachDirectorto provide plan + cost estimate)

JVB reiterated the need for a written plan per area of responsibility. This would also form the basis for the 3Y budget update.

ACTION: ALL directors to submit by 15.10.

b) BDM definitive report as per schedule of Services in his contract dd 1/7/16

The Board discussed the BDM’s findings and agreed to the following action points: (1) to hire a book keeper on a part-time basis, (2) to put together and to advertise a job spec for the ‘top job’ who is to take over from the current BDM. (BG and LA had left the room when HR matters were discussed). No further staff changes will be made at this point.

ACTION: JVB/IH/AC/RF by 31.10.

c) Board & HH document & email policy

It was proposed by BG to assign Board Directors with a generic ‘rrec.org.uk’ email addresses to make it easier when a transition arises in terms of Board members changes. Difficulties were however highlighted in respect of installation onto personal computers.

It was found that signed agreements are often very difficult to locate. It was agreed that the originals of any signed documents must be sent to the BDM for filing at The Hunt House.

ACTION: BG to propose a simple filing system both for digital and for printed documents by 30.11 and to re-organise his predecessors’ archives accordingly by 31.12

d) The Silver Ghost Workshops (RC in attendance)

The Board welcomed Roger Cockfield to the meeting where he was able to summarise how the workshops are run, together with outlining his requests.

He explained the workshops are run at the very basic level and that their philosophy is to transfer knowledge and expertise. Their aim is to encourage the use of older cars and for their owners/enthusiasts to be able to gain experience in ‘hands on’ mechanics.

Once the basics are grasped, the programme moves onto items such as the

carburettor and the gearbox. He explained that the Seminars held at THH are more advanced and for that reason do not conflict each other. His workshops are run for a fee of £10 per day and do not make a profit. There is a maximum of 5 students per instructor. At a recent workshop, 2 new young members were recruited which prompted the question; what support can the Club offer them and in what form?

RC put his requests of support to the Board. The Board took the following decisions (with one abstention from MC as he is an instructor at the Workshops) in recognition of the tremendous effort put in by Roger Cockfield and his team of volunteers to keep particularly the oldest Rolls-Royce motor cars on the road :

• –  To cover the insurance premium of the Silver Ghost Workshops.

  ACTION: BG to check cover with the Club’s insurers to see whether they could offer better value than the current insurers. By 30.11.

• –  To advertise the Silver Ghost Workshops in the Bulletin and on the Website in a similar way as the Seminars, clearly highlighting the difference. ACTION: LR to instruct the PDM.

  A general discussion developed on how to promote the Seminars as the threshold for attendance seems to be higher. It was decided to offer first-time members a voucher for one free Seminar. Validity of the voucher: 1 year or until the first upcoming model seminar of interest to the member.
  ACTION: BG to work out the mechanics of the offer by 30.11.

e) Request by VS for a CF trophy and by GCR for a CF and DD trophy

Requests have been received from Valerie Smallwood for a Celia Fitzhugh Trophy and similarly from Georgia Cheer-Ryley for a Celia Fitzhugh and a David Dudley Trophy.

The Board considered this carefully but it was agreed that the Club already has too many trophies and that there will always be an ongoing number of people deserving of recognition. It was decided in this case that the creation of trophies should be referred back to Section level in Celia’s case and the Derby Phantom Register in David’s case.

ACTION: JVB to write to VS and GCR.

f) Regional Exhibition Support – Epoqu’Auto (Romande) + Germany + France

Although neither of the events attract a great deal of new members, we are an international Club and need to promote ourselves overseas. RF and AR proposed supporting the Rétromobile event (French Section) with €1750 for each of the next two years and the Epoqu’Auto (Romande Section) with €750 for each of the next two years. The Board voted in favour with one abstention

of supporting both of these events with the proposed amounts.

ACTION: RF to inform the French and Romande Section accordingly.

g) 2017SubscriptionFee

Following a brief discussion, it was voted on and approved, with two abstentions, that the current subscription levels should remain.

For new members joining after the 1st January 2017 it was fully approved to abolish the £30 joining fee for only those wishing to pay by Direct Debit and similarly for any member joining through a European Section.

ACTION: LR and AR to write to the European Section Secretaries by 15.10.

h) Section AGM attendance by Board Members

Central Southern – AC East Anglian – JVB East Midlands – RF Essex – JVB

Great Western – TBC
Middlesex – RF
North Eastern – IH
Northern – TBC
Oxford Founders & Thames Valley – RF Paulerspury – JVB

Scottish – IH
South Eastern – TBC South Western – AC Surrey – AC
Welsh – TBC Wessex – TBC
West Midlands – LR Yorkshire – RF

5. Chairman’s Report

JVB referred to his written report which involved the exclusivity agreement with Richardson Hosken, the Annual Rally, the St James’s House meeting and a successful meeting with Torsten Müller-Ötvös, CEO of Rolls-Royce Motor Cars in Goodwood. RRMC is keen to increase its level of support to the RREC, recognising both the importance of history for the brand, as well as the potential for both new and Provenance cars (RRMC’s programme for certified pre-owned motor cars).

JVB had an informal meeting with a Club member specialising in trademarks following the receipt of a proposed licensing agreement from Rolls-Royce Motor Cars. JVB sought and obtained Board approval (1) for a budget of £5000 to

commission a research paper in respect of ownership of the trademarks in terms of the many purposes they are supposed to serve, and (2) to liaise with the RROC on the matter. A special Board meeting involving some past Chairmen will be held to decide how to respond to the proposed agreement from RRMC.

ACTION: JVB to progress the matter until the Board Meeting.

Following a suggestion from Lisa Alderson, it was proposed to set up an email service for complicated historical questions and queries in a similar way to that of the technical help email. In a first phase AF offered to receive questions and queries in order to monitor the various enquiries and understand more what members and the general public are asking to ensure they receive a good level of service.

ACTION: LA to set up by 15.10 the routing of queries to AF until further notice.

6. Deputy Chairman’s Report

Having represented the RREC in the interview process for the post of Archivist, IH announced the position had now been offered and subsequently accepted by Amii Errington.

Once a decision has been made on what positions are to be filled to enable the members to receive the service(s) they are looking for, steps can be taken to resolve them. A detailed review of job descriptions at THH will need to be completed to ensure all areas are adequately covered.

A number of important decisions need to be made to enable an accurate budget to be produced for the next financial year, including; staffing level, Bulletin future, THH electric re-wiring, membership subscription level and capital expenditure projects likely to be progressed.

7. Business Development Manager’s Report

The extensive report identified many shortcomings and observations made by BG to date. Suggested improvements, processes and timescales were all included.

The report covered in depth; The Hunt House, general day to day business, contractual obligations, staff, person in overall charge, the Board of Directors and the future.

See also 4b.

On request of Ailsa Plain – as Events Manager now tasked with the organisation of the Annual Rally, reporting to Trevor Baldwin as Annual Rally Chairman – BG sought and obtained Board approval for an Annual Rally budget of £17k (equal to the cost of the Burghley House rent).

BG also requested feedback from the Board on Ailsa’s RREC 60th Anniversary proposals.

ACTION: All directors to provide feedback by 15.10.

8. Status report per Team

a) Finance (AC)

AC proposed and the Board agreed that payments in excess of £1,000 would be grouped at month end at the same time as salary payments. Sign-off to be done by IH, AC, LR or MC in person as authorised signatories for Barclays and Natwest accounts.

It was agreed that all rally organisers be sent a copy of the Rules prior to planning an event and that this must be endorsed and filed at THH.

b) G&A (LR)
Discussions with several Auction houses have taken place and is continuing. c) Sales & Marketing (GA)

GA’S report outlined two quotations received so far for the coding and programming work on the new website; a third estimate is imminent. Although it is preferable to have three quotes, GA indicated his preferred programmer based on cost and familiarity with Laura Arnold’s team. The quotations are for complete programming work and database implementation including news feed, automatic booking system, pay system, web shop and message board.

Rolls-Royce Motor cars have been contacted to help the Club with providing hi resolution dynamic picture material free of charge.

GA recommends setting up a Technical Film Team to be responsible for filming in the Club and implement into our website and YouTube channel.

GA outlined his contingency plan for the Sales and Marketing Team going forward (after his retirement from the Board in April 2017). Necessary steps in ‘the way forward’ paper and presentation need to be carried out within the following months and years to free the Club from the current standstill.

ACTION: JVB to set up a conference call with GA and LA. Completion by 20.10.

d) Membership (LR)

Membership numbers are steadily increasing (currently at 8777); more new members joined at this year’s Annual Rally (54 at event, 29 post event) than at any other event due to membership offers and LA’s hard work. Due mainly to promotion in the Bulletin, the Club now has four times more Junior members than this time last year. Joint member numbers are also at their highest.

To improve on membership it is planned to send out a short survey to learn more about members and to find out what members want and highlight a way forward for us. Any plans for a way forward with membership strategy will be based on the results of this survey.

e) PR & Events (AR)
Regional Exhibition Support: see 4.f.

Following a proposal from an RROC member, Section Secretaries were consulted about the interest in an organised tour to have RREC members attend the RROC’s Annual including a tour along Highway 66. Only 5 answers were received and they were all negative and the RROC has been informed accordingly.

The Danish Section has invited Andrew Ball from RRMC to come and do a presentation in Spring 2017.

f) Publications (LR)

The publications team of volunteers has increased to include a hospitality crew to assist at events.

New features are planned for the Bulletin and the Yearbook is progressing well with twelve authors contributing articles.

The Armoured car book sales have more than covered its cost for production with reviews forthcoming by the Bentley Drivers Club and other car magazines.

Approximately 170 Bulletins still need to be digitalised before the whole collection is complete on the Club website.

g) Sections (RF)

RF proposed that in advance of Section AGM’s, attending Directors ask if the Section would be willing to donate a badge, to be presented to the Director at the AGM, for display at THH.

A recommendation was put forward to buy banners/signage for Sections but discussions with the Sections has not produced a consistent answer.

Event participation is a growing concern with all major Club rally numbers reducing. RF encourages Sections to email reminders to members.

The Board confirmed that it would uphold its decision of 6th June effectively reiterating its own Governance framework and more specifically Rules For Sections 2.2 saying that a Club Member MAY register as a member of one or more Sections, further clarified by 2.4 “A Club Member does not have to belong to a Section”. Whilst all Section Members must be invited to a Section AGM (Rule 3.1), the Rules don’t say that a Club Member cannot come when not invited as indeed he is not required to register with any Section. But he must be registered with the Section (Rule 2.1) to have voting rights. Allowing a person without voting or speaking rights to attend an AGM, does not make the Section Committee accountable to that person. The Board therefore upholds its decision that “Any RREC member is eligible to attend any Section event including the AGM. However, he is not by entitlement able to take an active part in the AGM (speaking/voting/standing for office)” – and sees no reason to revisit the matter based on the unchanged information available.

h) International Liaison (AR)

Already covered under e). i) Registers (MC)

MC informed the Board that Malcom Law had resigned from the post of Derby Phantom Registrar. Much thanks and appreciation was given to him for his hard work during his time in post. This role has since been filled by TF Roberson.

MC mentioned that The Round Britain Tour of the Silver Ghost Register is well on the way:

• –  30 of the 50 places have been taken up.

• –  Rally budget is approx. £250,000 and is well monitored.

• –  Sections are taking it seriously and are getting involved: Mike Wriggly of

  the West Midlands Section is organising an event in the Lake District in a hotel adjacent to where the RBT are residing and making the most of the diamond Jubilee Year; East Midlands, Scottish, Yorkshire and West Country Sections are also looking into doing something.

  –

  ACTION: MC to quantify RREC support by 31.10.

  MC reported that The Silver Ghost Register had requested another £800 in support of the 2nd edition of the Silver Ghost magazine. JVB pointed out that the original intention behind the flat £800 support was to help the Registers to meet the cost of mailing Newsletters. In the digital age, that need has almost disappeared. However some of the Registers now seem to have developed in book publishers in their own right. How sustainable is this long term?

  ACTION: MC to draft a proposal for fair Register support by 31.10.

  i) Archives & SHRMF (AF)

  The appointment of an archivist is very welcome positive news as is the excellent working relations now established between the RREC and the SHRMF.

  Attendance in the joint policy meeting on August 8th (as an observer) proved useful and the conduct of participants gave every reason for optimism. Greater involvement with the Foundation and its contribution to the discovery and understanding of RR history and philosophy is happily anticipated.

  A Foundation Corner in the Bulletin may help encourage enthusiasm and its increasing contribution to academia enthuse the younger generation.

  Thanks were extended to Clive Green who very kindly took AF on a detailed tour of the archives.

  k) Technical Support (SL)

  SL reported that the final seminar of the year will be on 15/16th October for Silver Cloud and S-Type cars. The 2017 Seminar Programme will be put together by 31.10 and published in the Bulletin by year end.

  With up to 6 emails per day, the Technical email service is running well.

However SL requests for the service to be featured more prominently in the Bulletin.

ACTION: LR to brief the PDM for the next Bulletin.

JVB requested SL for a list of the technical team to be made available to the Board for reasons of governance and contingency.

ACTION: SL to provide the list of the technical team to the Board by 31.10.

l) Tool hire (MC)

MC reported that Eric Healey has provided valuable assistance in organising the vast amount of tools. In the meantime the tool hire service remains operational.

9. List of Board decisions by email

a) Extension for Beryl Stone as Secretary of the South Western Section (approved 17.07)

10. A.O.B

JVB read a note of thanks from Jane Pedler – SHRMF Chairman – for the Board’s active involvement in a highly successful Hunt House Open Day on 21st August.

11. Date of next meeting

Monday 28 November 2016