Disagreement with AGM resolutions

[st599_uk]

I tried to organise a couple of tours this year, travelling by rail:

1) I get sent to Geneva quite often by work - that's where the international standards bodies are and they only allow in the room voting. I was sent to give a demonstration to back up the UK's position so was taking equipment, I was then going to spend a couple of days cycling round the lake, pick up the equipment and leave the country. Plan was a Sunday afternoon Eurostar to Paris then TGV to Geneva. Then the plan came unstuck. The TGV didn't accept bikes. I could go to an intermediate station and then get a local train. But that wouldn't take me via a customs post, so I couldn't get the required import and export ATA Carnet stamps. Geneva airport is the only surviving customs post in that canton, and it is airside. So I rerouted via Basel. Then found that that rail customs post was closed at weekends. Flew in to GVA instead.

2) Wanted to do the Rhine as I have friends living in Basel, Mainz, Cologne and Arnhem. Group of 4 from the UK. Problem 1 - Eurostar could only guarantee 2 bikes, the other 2 may be transported, but may have to wait a day or so. Then the TGV to Basel only accepted 2 bikes, had to route to Strasbourg on a special train and then local stopping service with no bookable space. So a 2 day extravaganza vs. 90 minutes on a flight.

So I think that rather than banning flight based advertising and holidays, the CUK would be better served working with the ECF and others to get rail provision up to scratch to where it is usable, then look at banning flight based advertising.

[mattheus]

Individuals make their own choices but organisations have to take a position consistent with their ethos.

[As you're not a CUK member] what orgs meet your criteria?

Where should my money go - as a cyclist with green concerns?

If CUK were still CTC and simply a club enabling and promoting cycling for the love of it, I'd see no reason to object to it running holidays that require flying, though I'd not be a customer. I'd readily urge members to go for greener holidays but it would be their decision and it would not be something the club would need to take a position on. But CUK seems to want to be more than a cycling club, and be seen as green and clean. Flying doesn't square with that. It is the delusion that bothers me.

It's not a delusion - it's a compromise. As CJ says, green is not a B/W issue.

It's telling that you don't have a better solution ...

[SA_SA_SA]

....And don't talk to me about buses. I've used the bike-bus twice and that's enough for one lifetime. I cannot bear the stress and pain of trying to sleep - or trying not to sleep - in a sitting position. I don't care how little space or how many others it's shared with, old-fashioned couchettes or one of those Japanese filing-cabinet-hotel drawers would do for me, I simply need to get my head down at night.

Sorry, I was assuming day travel with periodic of stops to walkabout /eat,a bit like if one drove there in a car...

is there a legal reason coaches can't have couchettes (seatbelt rules?) Would any form of 'seat'belt (bedbelt?) work? Would they not work( due to sense of vehicle movement?)...Even on a night ferry with a bed, I sleep lightly due to the two-tone duggga-dugga of black-guooy stuff engines, but it still seems worth it over a day crossing, and sounds better than sleeping in a chair (I've never tried that...).

I too would also prefer train (and boat) over (current) planes.

[simonhill]

I love the idea of the UK train companies taking out seats and replacing them with stands for a limited number of cycle tours per year. Assuming of course that all the people doing that route want to leave and arrive on the same day. Maybe if we had state owned railways with a Govt that would pay for this but we don't. How much would this cost - removing and re-fitting, storage, etc, etc.

I've used trains in many countries and the best are the ones with old fashioned rolling stock that have a baggage car so your bike goes with you. Unfortunately (for cyclists) most countries have or are going to upgrad their trains and there is no baggage car. In Japan, ANY large baggage is frowned on and there are courier companies for things like suitcases, etc. They are not cheap and most don't take anything as big as a normally boxed bike. In some countries, you can check in your bike at the baggage office and it goes separately on a goods train. Trouble with this is that it may take a day or two extra depending on the distance. I also wonder how happy some cyclists would be handing over their beloved bike to a railway employee to 'take care of' for a number of transfers.

Then we come to price. Not for passenger, but for the bike. Flying to Europe you will probably pay between £40 and £60, long haul often nothing. The budget airlines charge and are reasonably happy to carry bikes (Easyjet average one bike per flight according to their in-flight mag). How much would railway passengers be prepared to pay, especially if they were charged per leg as with flights? Would £50 to start and then to finish a LeJog be acceptable, I doubt it.

The irony here is that the only mass transport 'vehicle' currently built that has a baggage area large enough to take almost unlimited bikes is an aeroplane.

[jgurney]

is there a legal reason coaches can't have couchettes ?

They exist. Megabus operate some on their Aberdeen - Dundee - London overnight route (although I'm not sure whether they are currently suspended due to covid-19). Mirror article about them:
https://www.mirror.co.uk/money/megabus- ... ke-5905968

[slowster]

I love the idea of the UK train companies taking out seats and replacing them with stands for a limited number of cycle tours per year. Assuming of course that all the people doing that route want to leave and arrive on the same day. Maybe if we had state owned railways with a Govt that would pay for this but we don't. How much would this cost - removing and re-fitting, storage, etc, etc.

On such a small scale the cost probably does not matter. The costs would largely be internal hidden costs, i.e. using existing employees to plan and organise the journeys and also to remove and later re-fit the seats. Large organisations are usually a lot more willing to ignore those hidden internal costs, which are often never quantified, than external expenditure of much smaller amounts of money on buying equipment or using contractors.

Realistically any such tour would probably be loss making for the train company as things stand, but they are less likely to mind the loss if it largely involves using the time and resources of existing employees and equipment. Large businesses trial new products and services all the time, and accept that many will not be successful, and a CTC tour would probably fall into the same category. It's something they might be willing to do as an experiment, for good publicity, and just possibly because they might recognise that this is something which external pressures driven by climate change will put more pressure on them to cater for in the longer term.

If it significantly reduced ordinary passenger revenue on anything other than a very limited, one-off or infrequent basis, then they will not do it.

Then we come to price. Not for passenger, but for the bike. Flying to Europe you will probably pay between £40 and £60, long haul often nothing. The budget airlines charge and are reasonably happy to carry bikes (Easyjet average one bike per flight according to their in-flight mag). How much would railway passengers be prepared to pay, especially if they were charged per leg as with flights? Would £50 to start and then to finish a LeJog be acceptable, I doubt it.

Flight costs are distorted. Not only do the airlines pay no tax on fuel, they are probably one of the worst examples of the polluter not paying for the pollution they cause, given that their particular pollution is a major contributor to climate change. If they were not able to externalise the cost of their pollution to the wider society, the cost of flights would be far higher. Sooner rather than later more people are going to have to face up to the fact that such flights are environmentally unsustainable.

[pwa]

[As you're not a CUK member] what orgs meet your criteria?

Where should my money go - as a cyclist with green concerns?

If CUK were still CTC and simply a club enabling and promoting cycling for the love of it, I'd see no reason to object to it running holidays that require flying, though I'd not be a customer. I'd readily urge members to go for greener holidays but it would be their decision and it would not be something the club would need to take a position on. But CUK seems to want to be more than a cycling club, and be seen as green and clean. Flying doesn't square with that. It is the delusion that bothers me.

It's not a delusion - it's a compromise. As CJ says, green is not a B/W issue.

It's telling that you don't have a better solution ...

A better solution to what? To the problem that getting to far away places reasonably cannot be done without considerable environmental damage? The solution to that is not to go there. Or do you mean a solution with regard to CUK's stance?

[roberts8]

I have just noticed cycling holidays gave 20 percent income to Cuk last year so it seems like shooting yourself in the foot and offending a large segment of the membership by increasing their fees . Seems an odd agenda to follow to me.

[simonhill]

I have just noticed cycling holidays gave 20 percent income to Cuk last year so it seems like shooting yourself in the foot and offending a large segment of the membership by increasing their fees . Seems an odd agenda to follow to me.

Yes, but all the oldies will be paying 20 quid a year more in subs. Job done!

[mattheus]

You're still missing the point; green is always a compromise. I like organisations to be green.

I therefore support organisations trying to be more green.

If they don't get it perfectly right, I don't stamp my foot and disown them.

(e.g. my employers don't get it all right - I'm not resigning because of it!

[Philip Benstead]

What does this mean?

EXISTING
17. CO-OPTED TRUSTEES



17.1 Subject to Article 13, the Trustees may appoint:

17.1.1 persons to fill casual vacancies for an Elected Trustee and any such person shall serve as a Trustee until the end of the term remaining for that vacancy or, if shorter, for the period until an election may be procured;

17.1.2 up to two persons chosen to fill gaps in the skills, knowledge and experience of the board of Trustees.

NEW

C) In Article 17.1.2 replace the word two with three and after ‘Trustees’, provided that such co-opted Trustee may only serve for a period of one year and may be re-appointed annually by the Board up to a maximum term of nine years, after which they may not be co-opted again for a period of three years.

In exceptional circumstances, the Board may appoint as a Co-opted trustee, a trustee who is returning as an Elected Trustee for up to a maximum term of one year in addition to any term of office served as an elected trustee.

I note in August/September Cycle on page 10 that you are seeking to recruit three trustees.

According to Company house records.

Num Name Role Status Appointed on
1 SMITH, Mark Richard Director Active 26/06/2020
2 ABBOT, Fiona Director Active 01/01/2020
3 MACNAE, Andrew Clive Mitchell
Director Active 01/01/2019
4 GIBBONS, Christine Susan
Director Active 01/01/2019
5 CARROLL, Melanie Jane
Director Active 01/01/2019
6 BAKER, Paul William
Director Active 01/01/2019
7 PEARSE, Carl
Director Active 01/01/2018
8 KEY, Andrew Christopher
Director Active 01/01/2018
9 HILLS, Jacqueline Susan Director Active 01/01/2018
10 KIRKWOOD, Rachel
Director Active 01/01/2017
11 ATHERTON, Janet, Dr
Director Active 01/01/2017
12 HOWARD, Daniel Nevill Director Active 01/01/2012

LOWE, Jacqueline Director Resign 01/01/2013

It shows that there are 12 directors one was appointed/cooped in mid-term SMITH, Mark Richard to replace LOWE, Jacqueline who resign mid-term.

Given that a full term is 3 years and that there is according to the articles a limit of 9 years (3 terms x 3) of continuous appointment it appears to me there is the need for 4 trustees.

Of these 4, three PEARSE, Carl, KEY, Andrew Christopher, HILLS, Jacqueline Susan can seek re-election but one HOWARD, Daniel Nevillhas has served nine continues years and needs to resign at the end of 2020.

[gaz]

Daniel Nevillhas has served nine continues years and needs to resign at the end of 2020.

According to bertgrower , time served before 1 Jan 2017 doesn't count.

[Philip Benstead]

Daniel Nevillhas has served nine continues years and needs to resign at the end of 2020.

According to bertgrower , time served before 1 Jan 2017 doesn't count.

Then that would go aganst the principal of the change that was brought in and would mean that Howard would be a trustee until end of 2026 and mean he would have served 14 years as a trustee, . I thought we want new ideas?

NB When BC change their election process to a maxinmun lenght of time served previous years were counted and most of the directos have to resign.
https://beta.companieshouse.gov.uk/comp ... ers?page=1
Please explain why this trustee stood down, it was stated in the CYCLE mag she had come to the end of her 9 term.
BOWDEN, Welna
Correspondence address
Parklands, Railton Road, Guildford, Surrey, GU2 9JX
Role RESIGNED Director
Date of birth December 1966
Appointed on 1 January 2010
Resigned on 31 December 2018
Nationality British
Country of residence United Kingdom
Occupation Local Authority

https://www.parliament.uk/documents/lor ... 040118.pdf

Recommendation 6
We agree that there should be a time limit for individuals to serve as trustees, along with a maximum term of office, and we endorse the proposed inclusion of such time limits in the revised Governance Code. We recommend that the materials and draft articles of association provided by the Charity Commission include a suggestion of time limits. (Paragraph 113)
The Commission accepts this recommendation in part

The Commission is sympathetic to the principle of this recommendation. The Commission endorses the recommended good practice set out in the Charity Governance Code that there should be a time limit of 9 years on trustee tenure. However, charities must develop their own policies in line with the requirements of their governing documents. The Commission will look to review our draft articles of association to better reflect the Charity Governance Code, when time allows.

The Commission understands that there may be many reasons why particular charities might be unable to follow this good practice. It believes that a mandatory time limit on trusteeship does not take these into account and would therefore be unworkable. The inclusion of time limits must be proportionate to the risk and creating an arbitrary mandatory limit does not take into account the risks associated with individual charities.
In all cases charities should assess the risks, and implement appropriate policies which they can explain and justify. Charities should be transparent about the length of time that trustees have served and we would support disclosure in the annual report as recommended (voluntarily) in the Code.

Consideration of time limits is just one aspect of a wider approach to board recruitment that charities need to adopt. Another key aspect is diversity; diversity of characteristics, background, and diversity of thinking. The Commission would encourage trustees to consider the Charity Governance Code principle on Board Effectiveness with regards to board diversity.

[MattHodges]

by simonhill » 17 Aug 2020, 6:00pm

roberts8 wrote:
I have just noticed cycling holidays gave 20 percent income to Cuk last year so it seems like shooting yourself in the foot and offending a large segment of the membership by increasing their fees . Seems an odd agenda to follow to me.


Yes, but all the oldies will be paying 20 quid a year more in subs. Job done!

No! Quite a lot of us old cash cows won't bother to renew. We are fed up with being taken for granted by the trustees.

[Philip Benstead]

What conclusions can I draw?


FYA

From: philipbenstead@gmail.com <philipbenstead@gmail.com>
Subject: RE: trustee end of term co-opted as elected trustee
Sara

Thank you for your reply.

This is the wording in our articles, it would appear a co-opted person could be elected chair, am I wrong?


15. HONORARY OFFICERS
15.1 The Trustees may from time to time appoint any Trustee to the office of
Chair, Vice-Chair or such other offices as they deem appropriate.


From: Membership <Membership@ncvo.org.uk>
Sent: 20 August 2020 16:34
To: philipbenstead@gmail.com; Membership <Membership@ncvo.org.uk>
Subject: RE: trustee end of term co-opted as elected trustee

Hello Philip,

We are unable to advise on changes to the language in the articles. However we would advise that extending a term beyond 9 years is at odds with good practice set out in the charity governance code. If you need legal advice for the drafting of articles, please contact one of the law firms listed on our website.

If the governing document is explicit that only an elected trustee can be chair then the answer would be no: a co-opted trustee cannot be chair.

It is generally not good practice to alter the articles to accommodate one person or trustee. You might want to look at our trustee recruitment resources.

Kind Regards,


Sara Gvero (she/her)
Membership and Enterprise Team Administrator
sara.gvero@ncvo.org.uk
www.ncvo.org.uk



From: philipbenstead@gmail.com <philipbenstead@gmail.com>
Sent: 20 August 2020 15:55
To: Membership <Membership@ncvo.org.uk>
Cc: philipbenstead@gmail.com
Subject: RE: trustee end of term co-opted as elected trustee


Sara
Thank you for your reply, see below for my comments


Our governance consultants wasn’t completely clear on the scenario you are in based on your email, but he was able to provide the following comments:

1. The charity governance code recommends that a trustee not serve for more than 9 years without good reason[cycling4all@outlook.com] YES OUR ARTICALS SAY THAT
2. Your governing document should set out how long a trustee can serve for consecutively. If it is silent on the matter than there are no legal limits. OUR ARTICLE SAY 9 YEARS
3. If your governing documents allows co-option after a period of election or indeed is silent on the matter but makes provision for appointment then there is nothing to stop you doing this – other than the fact it is not really considered best practice. That is what I think they are going to do with the following
The below is proposed alteration of the article

“ In exceptional circumstances, the Board may appoint as a Co-opted trustee, a trustee who is returning as an Elected Trustee for up to a maximum term of one year in addition to any term of office served as an elected trustee.

BUT if they do co-opted a former trustee can they be the Chair given that only elected trustee can be chair ?

If anything is unclear, please do come back to us with more detail and we will be happy to assist further.

Kind Regards,


Sara Gvero[cycling4all@outlook.com] 000000000000000000000000000000000000 (she/her)
Membership and Enterprise Team Administrator
sara.gvero@ncvo.org.uk
www.ncvo.org.uk




From: philipbenstead@gmail.com <philipbenstead@gmail.com>
Subject: trustee end of term co-opted as elected trustee

ncvo@ncvo.org.uk

I would be grateful if you can answer my question

If an individual has served continuously for nine years as director of charity and has served as the chair, at the end of that term they stand down. Is it then permitted for the said individual to be co-opted onto the board of directors has elected trustee and would they be permitted to elected by the other trustee as chair?

The below is proposed alteration of the article, is it permited7

“ In exceptional circumstances, the Board may appoint as a Co-opted trustee, a trustee who is returning as an Elected Trustee for up to a maximum term of one year in addition to any term of office served as an elected trustee.


Many thanks for your help in this matter.

Philip Benstead B.Env.Sc. (Hons.) NSITQ |
Hi Phillip,

This wording means that any trustee can be chair – so long as they are appointed by their fellow trustees.

If you require further advice on the current wording or any changes, please get in touch with a legal firm.

Kind Regards,
Georgi


Georgi Taroni
Membership Officer, NCVO
(she/her)

georgi.taroni@ncvo.org.uk
Membership Enquiries: 020 7520 2414 / membership@ncvo.org.uk

From: philipbenstead@gmail.com <philipbenstead@gmail.com>
Subject: RE: trustee end of term co-opted as elected trustee


Sara

Thank you for your reply.

This is the wording in our articles, it would appear a co-opted person could be elected chair,
QUESTION AM I wrong?


15. HONORARY OFFICERS
15.1 The Trustees may from time to time appoint any Trustee to the office of
Chair, Vice-Chair or such other offices as they deem appropriate.


From: Membership <Membership@ncvo.org.uk>
Sent: 20 August 2020 16:34
To: philipbenstead@gmail.com; Membership <Membership@ncvo.org.uk>
Subject: RE: trustee end of term co-opted as elected trustee

Hello Philip,

We are unable to advise on changes to the language in the articles. However we would advise that extending a term beyond 9 years is at odds with good practice set out in the charity governance code. If you need legal advice for the drafting of articles, please contact one of the law firms listed on our website.

If the governing document is explicit that only an elected trustee can be chair then the answer would be no: a co-opted trustee cannot be chair.

It is generally not good practice to alter the articles to accommodate one person or trustee. You might want to look at our trustee recruitment resources.

Kind Regards,


Sara Gvero (she/her)
Membership and Enterprise Team Administrator
sara.gvero@ncvo.org.uk
www.ncvo.org.uk



From: philipbenstead@gmail.com <philipbenstead@gmail.com>
Sent: 20 August 2020 15:55
To: Membership <Membership@ncvo.org.uk>
Cc: philipbenstead@gmail.com
Subject: RE: trustee end of term co-opted as elected trustee


Sara
Thank you for your reply, see below for my comments


Our governance consultants wasn’t completely clear on the scenario you are in based on your email, but he was able to provide the following comments:

4. The charity governance code recommends that a trustee not serve for more than 9 years without good reason[cycling4all@outlook.com] YES OUR ARTICALS SAY THAT
5. Your governing document should set out how long a trustee can serve for consecutively. If it is silent on the matter than there are no legal limits. OUR ARTICLE SAY 9 YEARS
6. If your governing documents allows co-option after a period of election or indeed is silent on the matter but makes provision for appointment then there is nothing to stop you doing this – other than the fact it is not really considered best practice. That is what I think they are going to do with the following
The below is proposed alteration of the article

“ In exceptional circumstances, the Board may appoint as a Co-opted trustee, a trustee who is returning as an Elected Trustee for up to a maximum term of one year in addition to any term of office served as an elected trustee.

BUT if they do co-opted a former trustee can they be the Chair given that only elected trustee can be chair ?

If anything is unclear, please do come back to us with more detail and we will be happy to assist further.

Kind Regards,


Sara Gvero[cycling4all@outlook.com] 000000000000000000000000000000000000 (she/her)
Membership and Enterprise Team Administrator
sara.gvero@ncvo.org.uk
www.ncvo.org.uk




From: philipbenstead@gmail.com <philipbenstead@gmail.com>
Sent: 20 August 2020 12:33
To: NCVO General <ncvo@ncvo.org.uk>
Cc: philipbenstead@gmail.com
Subject: trustee end of term co-opted as elected trustee

ncvo@ncvo.org.uk

I would be grateful if you can answer my question

If an individual has served continuously for nine years as director of charity and has served as the chair, at the end of that term they stand down. Is it then permitted for the said individual to be co-opted onto the board of directors has elected trustee and would they be permitted to elected by the other trustee as chair?

The below is proposed alteration of the article, is it permited7

“ In exceptional circumstances, the Board may appoint as a Co-opted trustee, a trustee who is returning as an Elected Trustee for up to a maximum term of one year in addition to any term of office served as an elected trustee.


Many thanks for your help in this matter.

Philip Benstead B.Env.Sc. (Hons.) NSITQ |
| Mobile: 0794-980-1698 | Email: philipbenstead1@gmail.com
| Westminster, London, SW1

Organizing cycling events/rides and representing cyclist interests in the GLA area and Home Counties since 1988.
DfT Bikeability Instructor / Instructor Trainer and Level 3 Cycle Mechanic.

NB. If this communication has been sent you in error or you do not wish to receive communication from the sender on this or any other matter please accept my deepest apologies. Please inform the sender or block this email address. MANY THANKS.