Boardmeeting in Paulersbury d.29.oktober 2018

Boardmeetings i vores Engelske moderklub

The International Club for Rolls-Royce and Bentley Enthusiasts

MINUTES OF A RREC BOARD MEETING
HELD AT THE HUNT HOUSE, PAULERSPURY ON 29.10.2018

Present

Mr

Ian Hick

(IH)

Chairman

Present

Mr

Lindsay Robotham

(LR)

Deputy Chairman

Present

Mr

Johan Vanden Bergh

(JVB)

Board Member for Corporate Governance,Legal Affairs, Trade Marks

Present

Mr

Knud Blaesberg

(KB)

Finance Director

Present

Mrs

Patricia Baldwin

(PB)

Board Member for NEC Event

Present

Mr

Richard Fenner

(RF)

Board Member for Sections

Present

Mr

Allan Fogg

(AF)

Board Member for Archives & SHRMF Liaison

In attendance

Mrs

Debbie Jackson

(DJ)

Minuting Secretary

 

Juliette Loiselle (JL) joined the meeting from Warners.
Feedback from members and the Board included concerns about deliveries, especially Poland and the amount of advertising seeming to be reducing, when there was an understanding that Warners would expand adverts in Showroom.

JL shared that from Oct 16 Sep 17 there was a loss of £3658 due to extra salaries, and a higher anticipated amount of revenue. Richard Charnley’s input helped reduced costs on the design side. Oct 17-Sep 18, there was only a £318 loss. Postage cost was now in the region of £80000.
JL was proposing to introduce advertorials in Showroom, starting in the New Year, and to reduce the number of free ads allowed per item to increase the yield on each page. There will also be a slight rate increase. ROW (Spirit & Speed only), UK & EU (Spirit & Speed and Showroom). Free ads under £200 will go in twice and then come out, subject to review and they must not be trade ads. Warners intend being proactive going for new advertisers. JVB suggested the possibility of sponsored content. Adverts could include insurance, SAGA holidays, non-car related.

1/ Apologies

Martin Sinclair

2/ Declaration of Interest for agenda items (payment and gifts) KB expressed interest in item no. 6 on the agenda.

3/ Minutes of the last Board meeting held on August 15th and September 14th 2018

LR proposed and seconded by RF. All in favour.

4/ Matters arising from those minutes not otherwise covered in the agenda

MS had raised the subject of item 3 in the minutes of the Board meeting held on August 15th in his report as he felt that his election in 2017 was still valid.
IH explained the process that he had followed prior to the August meeting. JVB suggested that the only other alternative to the decision of Aug. 15
th would be to ask members if they wished to confirm the original election in the voting papers going out in Jan 2019. After discussion it was agreed, with one abstention, to leave everything as decided on August 15th and to ask MS to put his name forward for the 2019 election. If elected he would then be able to serve for a full 3 years. RF undertook to explain the decision to Elizabeth Earp.

5/ Financial Report and Draft 2019 Budget KB

KB to meet with Haines Watts to discuss a potential claim for an R & D tax refund. He handed out copies of the P&L for October and year to date. A policy that Purchase orders must be raised for all purchases and signed by either IH or KB, for the time being, has been instituted.
Claire Seymour came into the meeting and gave details of the problems that had been

experienced in arriving at an accurate result for the current, and previous years, financial years. KB explained that it was not yet possible to fully verify transactions for the first six months and some queries were still to be resolved. KB and IH will spend some time during the next 2-3 weeks to go through the listed mis-postings and make the necessary corrections. It appears that most events lose money and next year a detailed pre-event budget must be prepared for every activity that the Club is involved in. 26th November has been set as the date for the auditors to come to HH. JVB suggested extrapolating based on the last six months to obtain a realistic assessment for the full year.

ACTION: Need some more signatories on Close Bros accounts.
ACTION: all directors to provide KB with their queries of the 2018 budget ASAP.

6/ General Manager’s Final Report

Ailsa Plain to stand in until a decision made on a replacement. Both previous GM’s thought it was only a part time role. September 14th staff were met with to see what was needed. Following working with, and approval of, LR, to whom the GM recruitment was delegated in the September Board meeting, RF placed an advertisement for the GM role. Is it a CEO or Office Manager that is required? RF proposed a panel was formed, a shortlist created by Wed 7th Nov. It was agreed that it was essential to recruit someone who could act as Company Secretary and had a good knowledge of Company financial operations.

ACTION: RF to circulate the proposed job description to the Board and the Board to feedback by 7th November.

7/ Philip Sage as Member Forum Moderator

The Board formally accepted Philip Sage as Member Forum Moderator. All in favour.

8/ Extension to appointment of WM Section Treasurer

Stephen Malek confirmed.

9/ Website and IT update RF – “Affiliates” – are they a benefit for members?

Close to having a specification. RF circulated a document put together by the Chairman of the BDC, which he felt useful, and asked the Board to provide some feedback with their thoughts on the possibility of an alternative provider within next week. There is apparently no agreement in place with the current provider. Content work is continuing in background but it is proving too expensive to add new content onto the existing website. There is no facility for staff to make changes currently.

ACTION: KB to confirm whether there is a charge to RREC for the Affiliates shown on the website.

10/ Branding review and Marketing Plan/Club Shop who to be responsible?

Current shop manager doing their best, but who guiding? IH proposed he take on a helping role. Discounts need to be applied in order to clear slow moving expensive stock which can be done after the year end stock take being completed this week.
ACTION: JVB to look at the possibilities offered by Google Adwords to drive targeted traffic to the website.

11/Calendar for next year

The following provisional Board meeting dates were agreed

4/2 18/3 20/5 22/7 23/9 5/11

It was suggested that KB arrange conference calls with the Board once the auditors have completed their work. Next Board meeting Monday 10th December.

12/Student’s views

Provided by Donald Cameron. 80-90% of ideas put forward could be achievable with a new website contract.
ACTION: RF proposed a round table with younger members at the Annual Rally. RF to discuss with AP.

13/Strategy Review

JVB proposed using last 6 months to give a realistic view of the accounts for the budget. KB to have a look. Finance and General Manager need to be in place. JVB to follow up on potential tax issues selling shop stock, showing the RREC logo, to the general public. From a trademark perspective there is no issue to do so (only for items featuring the RREC logo).

ACTION: Put on agenda for Dec meeting.

14/Registers

It was agreed not to appoint the suggested SZ Registrar but to advertise the SZ, Silver Ghost and Post 2003 vacancies amongst the relevant Register members.
ACTION: Ailsa Plain to send email to Register members.

15/£30 Membership Joining Fee

To continue to use as a promotional tool for example NEC, AR, with the decision to discount made by the Board. The idea of increasing the membership subscription by a small amount and no longer have a joining fee, at some time in the near future, would be put before the 2019 AGM.

16/Archive Manager Update

It was confirmed that archives and artefacts are the responsibility of SHRMF. The RREC is committed to spend £22,000 (on the West Wittering files) in the archives in 2019 but, once the draft budget is in place, a decision will be needed on what amount will be available for the digitisation project and any other work in the archives. IH to speak to Clive Green about the possibility of Michael Bailey and Daniel working better together.
ACTION: RF to look at ways of encouraging non-members buying chassis and test records to take up membership.

17/NEC participation in 2019

PB trying to keep costs down this year. A decision on participation at events in 2019 will be left until budget figures are available.

18/Bentley 100 years – update

Nothing to report.

19/Section visits

The Upper Canada Section is being reorganized and would appreciate a visit from a Board member. There is a need for another continental Board member to represent sections. If no one is elected next year consideration should be given to having a continental member provide liaison.

20/ AOB

Clive Green (CG) was an RREC representative on the SHRMF Board and previously stated that he did not wish to be put forward again due to ill health and LR had agreed to stand. CG had now expressed a willingness to stand as he is now in better health. The Board needed to nominate and there will be an election if more nominations than vacancies.

The Board voted to only nominate LR. AF abstained.

ACTION: KB asked the Board to send expenses to Claire Seymour up to and including 31st October 2018.

Next Board meeting Monday 10th December 2018. Meeting closed 4pm.

Authenticated as true record of proceedings:

Ian Hick Chairman

Distribution:

Board of Directors
General Manager / Business Development Manager Section and Register Secretaries
The Hunt House Staff