west somerset railway association minutes of the board meeting … · 2019. 7. 30. · west...

West Somerset Railway Association

Minutes of the Board Meeting

held at Bishops Lydeard

on Monday 22 January 2018 at 1800

Present: Geoff Garfield (GG)John Glover (JSDG)Rodney Greenway (RG)Nigel Power (NP)Mike Sherwood (MS)Simon Stretton (SS)Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General ManagerBy Invitation: Mike Lea

B01/18 Conflicts of InterestThere were none declared.

B02/18 Minutes of Meeting of 13 November 2017We approve these Minutes.

B03/18 Matters Arisinga. Taunton Model Engineers’ Club/Carriage Shed

PCW reported that he had chased the team in Network Rail responsible for its assetdisposal policy.

b. Actions against Former TrusteesShares Claim: PCW reported that Bates Wells Braithwaite (BWB) had advised us to send one more letter to Paul Johnson and Mike Crees, in order to make it clear that if they returned the shares they would be reimbursed, but that failure to do so would lead to legal action, and they would be liable for the costs, which will almost certainly be less than the cost of the shares.Insurance Claim: BWB had advised us that we should make an offer to the former trustees and Company Secretary to accept £22,500 in settlement of our claim, in order to demonstrate our willingness to negotiate and also to reduce our costs.We agree with both proposed courses of action.

Action PCWc. Future of WSRestoration

PCW updated the meeting on the outcome of the earlier discussions. We agree that the situation needs resolving as soon as possible. We agree that we need to ascertain whether the Plc are able to meet our financial obligations before we take the discussions further.

Action SS, PCWd. Land Stewardship

SS reported that he had arranged a meeting with Greenslade Taylor Hunt on Thursday 25 January.

Company Limited by Guarantee No. 296 8284 Registered Charity No. 1041901

e. Board MembershipMike Lea expected imminent confirmation from his firm’s compliance team.

B04/18 Meeting with Plc Board 19 January We noted this report (for original report, see the Minute Book). We note that the financial position is still unclear but should be resolved during the first week in February when our Chair and the Chair of the Steam Trust will meet Richard Maw and Frank Courtney. We agree to return to this matter when we know the results of those discussions.

B05/18 Plc Board Reciprocal MembershipWe welcome the opportunity fo nominate a Director to the Board of the Plc. We do not consider we can ask someone to accept the nomination until we are clear on the financial position and in any case there may be other due diligence which potential nominees will need to undertake. We agree to revisit this matter at our next meeting.We agree to invite the Plc to nominate a Trustee who will help fill the skills gap on our Board and ask our Chairman to request that they provide the CV of anyone they nominate.

Action PCW

B06/18 Adoption of Strategy & Business PlanWe agree to adopt this strategy (for original report see the Minute Book).

B07/18 General Manager’s ReportWe considered this report (for original report see the Minute Book). We agree to underwrite the fundraising of £400 to provide authentic tarpaulins for wagons in the militarytrain. We agree in principle to the purchase of two Commonwealth bogies which would enable the commencement of a rolling refurbishment programme of all the bogies on our rolling stock.Budget: We approve the budget and agree that all our staff should receive a 2% pay increase.Sale of BG: as the original purchaser had pulled out we agree to sell the BG to the Somerset & Dorset Trust, at the equivalent of £2,000 (twice its scrap value).Locomotive Restoration Fund: MS reported that he had been discussing this with Frank Courtney. It seemed likely that the Plc will have insufficient funds to complete the overhaulof some of their locomotives.Apprentice Machinist: We agree that as there is no machinist at Williton we should offer our apprentice to the Plc to work under the supervision of the machinist at Minehead, and ask only that the Plc reimburse his additional travel costs.

B08/18 Getting to One RailwayWe agree to adopt the proposals on this report (for original report see the Minute Book).

B09/18 Dates of Future MeetingsWe note that our Chairman is now unavailable for our meeting planned for Tuesday 17 July. The Vice-Chairman will be available, but we note that we may have to reconsider all the later dates in the year following our AGM on 7 July.

The meeting closed at 2000.





on Monday 26 February 2018 at 1800

Present: John Glover (JSDG)Rodney Greenway (RG)Mike Lea (ML)Mike Sherwood (MS)Simon Stretton (SS)Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General ManagerApologies: Geoff Garfield

Nigel Power


B11/18 Minutes of Meeting of 22 January 2018We approve these Minutes.


We asked our Chair to write to David Hartland at the Model Engineers’s Club and enquire whether they were still interested. PCW reported that the Network Rail asset owner was now making enquiries about the current and future use of the Carriage Shed.

b. Actions against Former TrusteesShares Claim: PCW reported that our solicitor had provided advice which we should need to consider at our next meeting.Insurance Claim: PCW reported that one of the former trustees had appointed a solicitor and there appeared to be a movement towards mediation.

c. Future of WSRestorationPCW reported that there would be a meeting to discuss this with all interested parties on Thursday 1 March 1028.[Secretary’s Note: the meeting has since been postponed.]

d. Land StewardshipJAG reported that this was in hand.

e. Board MembershipWe were pleased to learn that Michael Lea had now received approval from his firm’s compliance team and we agreed to co-opted him as a trustee.


B13/18 Meeting with Plc Board 15 February We noted this report (for original report, see the Minute Book). We agree that the chair should write to the Directors of the Plc and express our thanks for their response to our enquiries.

B14/18 Plc Board Reciprocal MembershipWe agreed to nominate a trustee to the Board of the Plc, but deferred making the appointment until we are all present. We noted that our Chair had not yet written to the Plcspecifying the skills we need for the appointment of a Plc Director to this Board (Minute B05/18 refers) as the skills matrix was not yet complete.

Action PCW

B15/18 Co-option of Andy Norman MS spoke to this report (for original report see the Minute Book). We agree that it is vital that Andy Norman be invited to future meetings to report on progress on his work for us onthe bid to the Hinkley Community Fund. However, in view of the history of co-options by the former trustees, we consider that co-opting someone at this stage in the year might be misunderstood by members, and therefore decide not to do so. We note that it will be open to him, as every other member of the Association, to stand for election at the AGM later this year. We ask our Chair to inform Val Bishop of the Somerset Community Foundation and thank SS for offering to meet her on 15 March.

Action PCW, SS

B16/18 General Manager’s ReportWe considered this report (for original report see the Minute Book). We were pleased to note that JAG would be opening discussions on members’ benefits with Richard Maw and Mark Hill. We agree that JAG should seek the repair of the wheels formerly on Meteor andnow on Phoenix. We ask our ML to discuss the QB costings with Richard Maw.

Action ML

B17/18 Proposed Locomotive Swap for 4561MS reported that the South Devon Railway had proposed a swap: 4561 for 3803, a 2-8-0 which was out of ticket but in one piece, plus a donor locomotive of the same class. We agree that MS should ask the Plc for their view of this proposal, and if that is favourable to ask SDR to examine 4561, and assemble a team to look at 3803.

Action MS

B18/18 Restoration of Locomotive 6695MS explained that the restoration of this locomotive had stalled. We agreed that he shouldask the Plc what plans they have for it.






on Monday 16 April 2018 at 1800

Present: Geoff Garfield (GG)John Glover (JSDG)Rodney Greenway (RG)Mike Lea (ML)Nigel Power (NP)Simon Stretton (SS)Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General ManagerApologies: Mike Sherwood (MS)


B20/18 Minutes of Meeting of 26 February 2018We approve these Minutes.

B21/18 Application to Hinkley Community Fund Andy Norman explained the present status of the bid and answered questions from Trustees. He emphasised that this was a joint project for the whole railway and that the principal thrust was to encourage community involvement. PCW informed the Board that he had had a very constructive meeting with Val Bishop, Programmes Director of the Somerset Foundation. We thank Andy for his efforts on behalf of the whole railway.


PCW reported that David Harland of the TMEC had informed him that the Club was negotiating for the purchase of another piece of land. He also reported that he was still waiting to hear from Network Rail about the Carriage Shed.

b. Actions against Former TrusteesShares Claim: PCW reported that our solicitor was waiting for replies from the former trustees.

c. Future of WSRestorationPCW reported that a meeting would be held in the very near future to discuss a wayforward, which seemed likely to meet the Association’s objectives.

d. Land StewardshipJAG reported that Greenslade Taylor Hunt now had all the necessary documents to prepare the agreement.


B23/18 Actions against Former Trustees: Shares Claim(Four One Six O Limited)

We note Counsel’s Opinion that there is a reasonable chance of success and agree to obtain an independent valuation of the locomotives and then to consult by email on whether to proceed. We also agree to ask our solicitor whether it would be sensible and affordable to restrain the Directors of Four One Six O Limited from selling the locomotive.

B24/18 Nomination of Director to Plc Board We agree to nominate Rodney Greenway to the Plc Board.

B25/18 General Manager’s Reporta. We considered this report (for original report see the Minute Book). We note that

membership is still reducing albeit at a slower pace. We record our dismay that our original proposal for this Board and the Plc Board to have a joint meeting where they could be addressed by the Fundraising Director of the Bluebell Railway has notyet materialised. We ask our Chairman to raise this with the Chairman of the Plc, as we are convinced that a joint meeting addressed by someone from another railway who can explain the benefits of a seamless approach to fundraising would be an excellent method of starting a much needed culture change on the whole railway.

b. Locomotive Restoration Fund (LRF)We note MS’s request to review the locomotives in the LRF. We are clear that we are not prepared to raise money for every locomotive on the railway. We ask MS to talk to the Plc so that we can be assured that the three locos currently listed are stillrequired.

c. Hawksworth SaloonJSDG proposed that the Hawksworth should be used on a daily basis for a supplement which should be ring-fenced to allow for the installation of a passenger communication alarm, thus removing the need for a separate Guard, although therewould still need to be a TTI to control maximum numbers and collect the supplement. We commend this idea and ask JSDG to take this up with the Plc.

Action JSDGd. Promotions

We note that the Promotions Board had minuted:We agree that with the current uncertainty attached to our occupation of Williton we can afford to wait no longer than the end of June for agreement with the Plc on the future of WSRestoration. That time limit could be extended if we were to be granted a longer licence of at least two years, and we ask our Secretary to warn thePlc of the risk that if that extension is not forthcoming we may have to close the operation.

B26/18 Stogumber Station Funding BidWe note this bid (for original bid see the Minute Book) and agree to grant the sum of £920 for the restoration of Victorian waiting room benches. We ask JAG to ensure that future bidders who intend to pay third parties for specialist work provide more than one quotation,or an explanation of why only one is available.

B27/18 Representative for Steam Trust AGMWe are delighted that GG is willing to represent us at this meeting on 28 April 2018.


B28/18 Retirement of Trustees by Rotation We agree that Nigel Power and Paul Whitehouse will retire by rotation and offer themselves for re-election. Geoff Garfield, who was co-opted at the start of the year will also stand.

B29/18 Matters for Future AgendasWe note that we shall be discussing the following items at our next meeting:

• The Plc’s wish list; and• The terms and conditions of employment of our staff. We ask JAG to circulate

these in advance.





on Monday 4 June 2018 at 1800

Present: Geoff Garfield (GG)John Glover (JSDG)Mike Lea (ML)Nigel Power (NP)Mike Sherwood (MS)Simon Stretton (SS)Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General ManagerApologies: Rodney Greenway


B31/18 Minutes of Meeting of 16 April 2018We approve these Minutes.

B32/18 Matters Arising (not included elsewhere)a. Carriage Shed

PCW reported that he had been informed by the Network Rail Asset Owner that he was still having difficulty in identifying who is currently using the building and whether this would be a long-term occupation; and that the building may also be utilised as part of a large project we have on the books for the next control period.

b. Actions against Former Trustees: Shares ClaimPCW reported that the locomotive valuer had been on long term leave, but was aware of the need for a report.

c. Application to Hinkley Community FundJAG reported that all the questions asked by the Somerset Foundation had beenanswered, and that our referees had responded.

B33/18 Annual Report & Accounts 2017We approved these. We authorise Paul Whitehouse to sign the Letter of Representation and the Annual Report and Paul Whitehouse and Mike Lea to sign the Balance Sheet. Wenoted that we needed to make a fresh application to HMRC for Gift Aid approval which might permit us to offer more valuable benefits than at present.

Action JAG, PCW

B34/18 Auditor’s Management LetterWe considered this (for original see the Minute Book) and approved a draft reply from our Chairman.

Action PCW


B35/18 General Manager’s ReportWe considered this (for original report see the Minute Book). We agreed to add John Glover as a signatory on our account with Lloyds Bank. We noted that RBS have announced the closure of their branch in Taunton and we ask JAG to arrange for the account to be transferred to Lloyds. We agree to Kat Sims (who already has online access) to being a signatory on the Lloyds account. We reminded ourselves that all payments from Lloyds require two signatures or authorisations. We agreed not to send a representative to the AGM of 5542 Limited.

Action JAG

B36/18 Locomotive Restoration Fund (LRF)We considered this (for original report see the Minute Book) and agreed with the recommendation not to swap 4561 for 3803. MS spoke to us about the shortcomings of the current LRF and we recognise that we need to be ready to start a new fund to assist in the restoration of locomotives once the Plc makes clear what their future plans are. We ask JAG to ramp up this appeal. We note that the Great Dorset Steam Fair may be a good place to raise funds.

Action JAG

B37/18 Future of WSRestorationWe considered a Business Plan for WSRestoration (for original see the Minute Book), which had been approved by the Promotions Board at their meeting earlier today. SS explained that this part of Promotions was currently loss-making, and that this was likely tocontinue until the end of the year. There is no prospect of work from the Plc but there is a pipeline of work from outside the railway, which should be capable of growth now that the licence has been extended. If WSRestoration is to continue, it will be necessary for the Trustees to accept that all profits from the shop in the current year will go to maintaining WSRestoration. The alternative would be for the Promotions Board to close WSRestoration. We ask our Chair to discuss with the Chair of the Plc how they may publicly show their support for the maintenance of the skills at WSRestoration and how they look forward to placing work there in the future. We agreed that we support the proposal.

B38/18 Supporting the WSR plcWe considered this report, which asked how the WSR PLC could help the WSRA achieve the following goals and our conclusions are shown in italics after each item

Essential 1. Overhaul and repainting of two coaches every year at nil cost to PLC.

We agree that we need to achieve this, and that we should start with the four coaches which are owned by the Association.

2. Covered carriage running shed to heritage design capable of accommodating all Operational Vehicles.We need to understand the costs and plans for this.

3. Supply a suitable working steam locomotive for the railway within 3 years.We are working towards the restoration of 4561 in that timeframe.

4. Heritage funding for Watchet Mineral Line Bridge Repairs.We need to understand the costs and plans for this.Desirable

5. Erection of the Reading water tower at BL with provision of two water cranes.We need to understand the costs and plans for this.

6. Sponsorship for 1940s weekend – en Hurricane, Spitfire or tanks. About £2K.We cannot support this as it is not within our charitable objectives.


5. Heritage funding for the relay at BA including Point 6 which needs renewing.We need to understand the costs and plans for this.

6. Volunteer accommodation at MD – either new, extension to existing or sponsorship of running costs.We are willing to support the provision of more volunteer accommodation on the railway but consider that the case for improvement at BL and WN should come first.Nice to have

7. Supply of “ivorine” lever lead plates in WN signal box in lieu of paper labelsWe agreed this at item B39/18.

8. Sponsorship of xx engineering apprenticeships.We agree this is a laudable goal, and may well be achieved at WN now that its future is more assured.

9. Restoration of xx wagons to create two heritage freight trains.We have already crowdfunded towards this objective and agreed to continue at B39/18.

10.Creation of two volunteer PW Gangs - and strengthen the Cutting Back Gang.We hope that our joint bid to the Hinkley Point Community Fund will be successful. If it is, then there will be an opportunity to set up proper arrangements for the recruitment and retention of volunteers, and ensure that volunteers are pointed where they are most needed.

B39/18 Funding BidsWe considered three funding bids (for original reports see the Minute Book). We approveda grant of £267.50 to the Signal & Telegraph Department for the installation of 25 lever leads at Williton Signal Box. We approved a grant of £473 (plus £85 already collected for tarpaulins) to the Wagon Restoration Group for the restoration of the 1942 MoD Goods Brake Van. We welcomed the application from the Friends of Stogumber Station to rebuild the steps and restore the stone retaining wall adjacent to the dock ramp but are concerned that the hourly rate proposed for bricklaying is excessive. We ask JAG to enquire whether a better hourly rate can be obtained.

Action JAG

B40/18 WSR Plc AGMWe discussed our concerns about the skills of the members of the Plc Board. We ask our Chair, supported by Geoff Garfield, to judge on the day how they should exercise the Association’s vote at that meeting.

B41/18 Staff Terms and ConditionsWe considered these (for original reports see the Minute Book). We note that the Promotions Board accepted the recommendation on increasing annual leave with effect from 1 September 2018 and asked its Secretary to write to the Plc and seek their comments before implementing this. We agree to follow this action.

B42/18 We ask JAG to represent us at Nigel Adams’ funeral.


West Somerset Railway Association Minutes of the Board Meeting Held at Bishops Lydeard on Tuesday 17th July 2018 at 18.00 Present: Geoff Garfield (GG) John Glover (JSDG) Rodney Greenway (RG) Mike Sherwood (MS) (chair) Will Foster (WF) Frank Courtney (FC) Robin White (RW) (left the meeting at 19.00) In Attendance: Jacquie Green (JAG) Apologies: Nigel Power (NP) Mike Lea (ML) Paul Whitehouse (PCW) B43/18 Conflict of Interest There were none declared. B44/18 Minutes of meeting of 4 June 2018 We approve these minutes. B45/18 Welcome to the new Trustees MS welcomed the new trustees (re) joining the trustee board. All trustees were reminded that the board operates a collective policy both in terms of action and in terms of responsibility. Individual action cannot be taken by a trustee unless that trustee is authorised by the board. GG expanded on this point making it clear that the board also needed to operate with openness and that while trustees may disagree from time to time that exchanges need to remain civilised and alternative points of view need to be both respected and carefully considered in reaching decisions. B46/18 Matter Arising (not included elsewhere)

a. Action against former trustees – no report b. Carriage Shed –no report

c. Land Stewardship In progress, JAG will speak directly to the farmer, Chris Briggs to resolve any outstanding concerns.

Action JAG d. Application to HPC fund

The decision date on our Application will now be September 2018.

B47/18 General Managers report and Accounts for period 5 We accept the General Managers’ report and accounts for period 5 (for original report see minute book) We resolve to accept the recommendations of the general manager and the board of Promotions Ltd on the matter of staff annual leave. B48/18 Update on locomotive discussions including 4110 We note the update from MS that a team has been formed, lead by Chris Ruddick, to provide a business case to the plc board to persuade them to retain locomotive 4110 in time for their September 2018 board meeting. We note that we may be asked to lead on fundraising for locomotive 4110 post September 2018. After some discussion and with some assurance from JAG that we can push forward with fundraising we resolve to restart the work on locomotive 4561 with the next item of focus to be the boiler. We hope that this will also encourage more volunteers to come forward to support this restoration project in line with the plc chairman’s thinking that a greater percentage of volunteer support is essential on the WSR. To this end we ask JAG to publicise our decision and use all channels of communication to facilitate this process.

Action JAG B49/18 Co-option of Mike Lea MS explained that ML could not stand as a trustee at the recent AGM, having less than 1 year of membership. ML has held the post of treasurer for several months and has a lot of experience of doing this for other charities. After some discussion it was resolved to co-opt Mike Lea as Treasurer until the next AGM at which time he will be eligible to stand for re-election to the post. We ask JAG to write to ML to formally invite him to re-join the trustee board.

Action JAG B50/18 Simon Stretton The board expressed regret that Simon has chosen to stand down as a trustee. JSDG has had two conversations recently with Simon and was able to report that Simon will hopefully still be volunteering at Williton in the future. We ask JAG to write to Simon expressing the thanks of the board for all of his hard work on behalf of the Association.

Action JAG

B51/18 Date of Future meetings The following dates were agreed. 13th August at 18.00 at Bishops Lydeard 18th September at 18.00 at Bishops Lydeard The meeting closed at 19.50




on Tuesday 18 September 2018 at 1800

Present: Will Foster (WF)Geo� Gar�eld (GG)Mike Lea (ML)Nigel Power (NP)Mike Sherwood (MS)Robin White (RW)Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General ManagerAndy Norman (AN) (Minute B62/18)

Apologies: John Glover

B60/18 Con(icts of Interest

There were none declared.

B61/18 Minutes of Meeting of 13 August 2018

We approve these Minutes.

B62/18 Hinkley Point Community Fund AwardWe considered a report and emails on this subject (for original documents see the Minute Book). We agree that we wish to support this project, and that any money received from the fund would be restricted to the purposes set out in the award. We noted that the Chairman of the Awards Panel had requested the Association meet the following conditions:

• Provide to the Somerset Community Foundation (SCF) a formal written assurance

from WSR plc that the company fully accepted the part they would need to play to

ensure the success of the project;

• Con�rmation from the WSR plc that they were seeking to appoint a Chair as soon

as possible (the FD is currently ful�lling that role) and that the Association would

inform SCF of the new appointment as soon as it was made;

• Keep SCF informed without delay of any signi�cant change in the �nancial or

compliance performance of WSR plc.

We ask our Chair to write to the Acting Chairman of the Plc for this information, and to ask him to provide us with regular updates on their �nancial plans and forecasts, with supporting documentation and of any changes in Membership of their Board.

We agree that we need to appoint a Trustee with fundraising experience and another with Public Relations and Communication skills. We agree that we shall need to reach an


understanding with the Plc that we shall carry out all fundraising in the future as it is not only the most tax-e9cient method for individual and corporate giving, but also the moste�ective for applications to trusts and foundations. We hope the Plc will also revise the bene�ts they currently give shareholders.

We note that the Steering Group consists of Mike Sherwood and Richard Maw and ask our Chair to seek the view of the Chair of the Steam Trust on whether they would wish to provide an additional member of the steering group. We thank Mike Lea for o�ering to join the group if the Steam Trust are not interested.

AN o�ered to put us in touch with someone who could help us in our quest to appoint a suitable fundraiser. He explained that the agreement could be in place for a start date of 1December. The fundraiser should start at a time to be decided by this Board. We ask AN, MS and Richard Maw to progress this, so that there is a joint approach across the whole railway.

Action PCW, MS (plus Andy Norman and Richard Maw)

B63/18 ComplaintWe considered a complaint (for original documents see the Minute Book) and agreed there are no grounds for upholding it. We discussed the damage done by inappropriate use of social media, in particular when members of our Board post in such a way that personal views may be mistaken for the views of the Trustees. We agree that we should all of us be mindful of how we communicate with the wider public, especially on social media. We agree that we need to have a clear policy on how the use of social media and thank RW & GG for o�ering to draft such a policy for us which we hope to discuss and adopt at our next meeting. We ask MS to inform the complainant of these decisions.

Action RW, GG, MS

B64/18 Matters Arising (not included elsewhere)

a. Carriage ShedWe thank RW for o�ering to visit this shed and take photographs and measurement and ask our Chair to ask the Chair of the Steam Trust whether they wish to send someone with her. We noted that David Hartland, Chair of the Taunton Model Engineering Society, who has experience of dismantling and erecting similar buildings had o�ered to help in due course, should we decide to proceed.

Action PCW, RW

b. Nomination of Director to Plc BoardWe ask our Chair to write to the Acting Chair of the Plc, to notify him that MS isour nominee to join the Plc Board and to inform him that MS would like to gothrough a transparent recruitment process.

Action PCWc. History Website

JAG reported that the Association’s logo had been removed.

B65/18 Governance at the PlcPCW reminded the Board that the resolution passed at our last Board meeting which authorised him to call an EGM was still in place. He explained that he had no intention of using this authority unless the situation had deteriorated to the point that both he and theChair of the Steam Trust considered that calling an EGM would be less damaging than the alternative, at which point he would consult with the Board. He also explained that MS and he had met Jonathan Jones-Pratt (JJP) earlier in the day. JJP had been invited tojoin the Board of the WSR Plc with a view to becoming interim Chairman at its next


meeting, while a proper recruitment process was put into e�ect for a permanent appointment. He had also agreed to represent the WSR Plc in discussions with the Railway Inspectorate in October. We welcomed this move.

B66/18 Rally ReportWe congratulate the Rally team on raising over £42,500. We agree to use £10,000 of thisimmediately for painting our own coaching stock and ask JAG for a cash Dow forecast so that we may consider how to use the balance at our next meeting. We ask JAG to consult with John Glover and RW on a paper from RW on coach painting.

Action JAG

B67/18 Business Plan ProgressWe considered a report from GG, and agree that the process he had used was extremely helpful. We thank MS for agreeing to set up an hourly recording study of sta� time for the month of October and thank RW for o�ering to assist with the analysis. We consider that all sta� should be included, that the process should be reviewed after oneweek and an interim report provided for our next Board meeting.

Action MS

B68/18 Actions against Former Trustees: Shares ClaimWe noted progress on this matter.

B69/18 General Manager’s Report, including accounts (Period 8)We note this report (for original report see the Minute Book). We approve the payment of£11,000 to Harco for machining the cylinder blocks. We thank JAG and Brian Lee for their work in relocating Ditcheat Manor from STEAM to the McArthurGlen Designer Outlet Centre in Swindon. We ask JAG to obtain usage �gures for the BL camping coachand circulate them. We remind JAG of our desire to see the results of exit interviews withresigning members.

Action JAGB70/18 Financial ReportWe note this report (for original report see the Minute Book).

B71/18 Board Email AddressesRW told us that a member had suggested that our biographies on the website shouldinclude our email addresses. We ask JAG to arrange this and RW to inform the memberconcerned.

Action JAG, RW

B72/18 Heritage CommitteeRW told us that Ian Coleby, as a Trustee of the Steam Trust, proposed to restart theHeritage Committee, and had asked her to be its Secretary. We welcome this proposal.

B71/18 Dates of Future MeetingsWe agree to meet on the following dates:Monday 29 October 2018 1800Tuesday 18 December 2018 1800and on the 2nd Monday each month from 14 January 2019 at 1800The meeting closed at 2028.





on Tuesday 29 October 2018 at 1800

Present: Will Foster (WF)

Geo� Gar�eld (GG)

John Glover (JSDG)

Nigel Power (NP)

Mike Sherwood (MS)

Robin White (RW) (by telephone)

Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General Manager

Andy Norman (AN) (Minutes B73/18 & B74/18)

Apologies: Mike Lea

B72/18 Con*icts of Interest


B73/18 Hinkley Point Community Fund (HPCF) Award

AN reminded us that as we have no track record in implementing awards such as this it’s

a condition of the grant that we appoint a mentor. The Somerset Community Foundation

(SCF) had recommended Spark, a charity which works in this area. Spark’s fees are

£2,250 for twelve months, and provided for within the award’s budget.

Spark has a wide network of people interested in becoming trustees, some of whom may

have the necessary fundraising experience which we also require to obtain on our Board

as a condition of the award. There is a similar organisation called Engage at Minehead

but Spark has a wider network. We ask AN to use the services of Spark (and any other

suitable organisation) to seek people with fundraising experience suitable for appointment

as a trustee, and to advertise the role to all railway sta�, as one of them or a family

member may be quali�ed.

We authorise PCW to sign the Major Grant Agreement. Publicity will follow immediately

after the receipt of the agreement by SCF in accordance with the conditions laid down by

HPCF and SCF.

Action AN, PCW

B74/18 Outline Proposal: Dunster Goods Shed & Yard

We considered this report (for original report please see the Minute Book). AN spoke to

this and suggested that we should not apply for this to HPCF but instead wait until we

have proved our capability with the current award and in further fundraising. We are

convinced that this project would galvanise people across the whole railway but

recognise that buy in from the Plc �rst is imperative. We also heard from AN and MS

about a fundraiser with a proven track record in the local area who is willing to provide a

fundraising service for 15 hours per week. As the Heritage Lottery Fund (HLF) has a


deadline in late January for applications to their less than £100K grant programme we

consider that this appointment should be single sourced and authorise GG, JAG and

PCW to negotiate and appoint her as a fundraising contractor. AN recommended that we

should consider contracting more fundraisers once we have the bene�t of the advice of

the experienced trustee.

Action GG, JAG, PCW

B75/18 Appointment of HPCF Award Delivery Manager

The award’s budget includes provision for the appointment of a contractor to deliver the

project. We agree to authorise JAG, PCW, Richard Maw (representing the Plc) and an

external person with relevant experience to appoint to this role at the earliest possible

opportunity. We ask JAG to run an appointment process, and to seek a recommendation

from Val Bishop at SCF for a suitable person to join the panel.

Action JAG, PCW

B76/18 Minutes of Meeting of 18 September 2018

We approve these minutes.

B77/18 Matters Arising (not included elsewhere)

a. Carriage Shed: RW reported that she was still awaiting a date to visit from

Network Rail.

b. Actions against Former Trustees (Shares Claim): Progress continues.

B78/18 Business Plan Progress

We considered an email circulated by GG on 13 October, and agreed that we need to be

clear on our objectives and budgets for the future. GG will lead with WF and JAG on

providing a draft implementation plan for an additional Board meeting from 1000 to 1600

on Tuesday 27 November. We ask JAG to arrange an o�site venue and PCW to invite

representatives of the Plc and the Steam Trust to join us at 1300 for lunch and the

afternoon discussion.

Action WF, GG, JAG, PCW

B79/18 Draft Code of Conduct for Trustees

We considered this report (for original report please see the Minute Book). We accept the

proposal in principle and ask for comments on the detail to be sent to GG and RW by 30

November. We agree that there is a need to have more speci�c policies, eg for social

media policy, underpinning this.

Action ALL

B80/18 General Manager’s Report

We noted this report (for original report please see the Minute Book). RW reported that

more than suBcient funding had been received for the patterns for Bristol and Exeter

Railway style station name boards for Dunster, Stogumber and Watchet stations. RW

agreed to circulate a paper about the manufacture of these boards and propose that the

Association would underwrite a second appeal for this. We agree to consider this by

email between meetings. We noted JAG’s proposal that a carriage and wagon fund be

established and agreed to discuss it after our fundraiser had been appointed.

We discussed the refurbishing of TSO 4435. There was no clarity about when this vehicle

was required to return to service. JSDG undertook to con�rm the position. We ask JAG

to ensure that WSRestorations are aware that no �nishing work should be done until the

structural integrity of both ends of the vehicle has been conformed


[Secretary’s Note: JSDG reports (1) that Paul Conibeare has con�rmed that the Plc do not

require TSO 4435 for Christmas trains and (2) that Andy Hurley has con�rmed that the Plc

has already established and recorded the structural integrity of this vehicle.]

Action RW

B81/18 Requests from Funding from Plc

MS spoke to this report (for original report please see the Minute Book). He will be

meeting Paul Conibeare on 20 November for prioritisation of this list and more accurate

costings. He will report to a future meeting with �rm proposals for the way ahead.

Action MS

B82/18 Redacted

B83/18 Annual Accounts: Independent Examination

We considered this report (for original report please see the Minute Book). We agree to

ask Godfrey Wilson to carry our an Independent Examination of our accounts for 2018.





on Tuesday 18 December 2018 at 1800

Present: Will Foster (WF)

Geo� Gar�eld (GG)

John Glover (JSDG)

Mike Lea (ML)

Nigel Power (NP)

Mike Sherwood (MS)

Robin White (RW)

Paul Whitehouse (PCW) (Chair)

In Attendance: Jacquie Green (JAG), General Manager

B84/18 Con)icts of Interest


B85/18 Matters Arising

a. Appointment of HPCF Award Community Engagement Manager: PCW

updated the meeting on progress. Interviews should now be held on Friday 11

January 2019.

b. Carriage Shed: RW explained progress with Network Rail. The shed has seven

two carriage roads but the listing authorities have indicated it could be

recon�gured as required. The roof was originally slate but is now asbestos.

The land is wanted for development and there may be scope for negotiation

with the developer. Chris Austin and she will be meeting NR Representatives

on site on 23 January 2019. There are no current deadlines.

c. Actions against Former Trustees (Shares Claim): We noted progress.

d. Draft Code of Conduct for Trustees: RW reported that no comments had

been received so she proposed to bring the policy to our next meeting with

some additional detail as requested.

B86/18 Fundraising

a. WSR Plc Support Requests: We considered this report (for original report see

the Minute Book). We agree to o�er a grant of £20,000 to the Plc towards the

cost of refurbishing the loading siding at Bishops Lydeard, so that our own

engines may be transported, and visiting engines brought in. We agree to

discuss with the Plc how best we can help them with their priorities, within our

limited resources.

b. Projects for Fundraising: PCW reported that he had met representatives from

Spark, who were clear that there was a clear need for one supporting charity for

the railway. Kate Williams (our fundraiser) had been in contact with the Heritage


Lottery Fund who were also clear on this point. We agree that every trustee

should send three ideas for projects (large and small) to JAG by 2 January

2019, which she would then discuss with Kate.

Action ALL Trustees

c. Station Signs Castings: RW circulated proposals on castings. We agree to

send comments to her by Christmas Day and an indication that we support

them, and ask JAG to set up crowdfunding in the New Year.

Action ALL Trustees

B87/18 General Manager’s Report

We considered this report (for original report see the Minute Book). MS and PCW

reported on the encouraging discussions with the Plc on how we could provide bene�ts

to members. Much still needed to be done but there was growing clarity on the need to

separate commercial operations from fundraising activities.

We agreed that we should plan to run a ra:e throughout the 2019 operating season

opening. We ask JAG to bring proposals to our January meeting and PCW to write to Plc

to con�rm that they are content with this.

Action JAG, PCW

We ask JAG to write to the General Manager of the Plc about the end year �gures for the

Quantock Belle.

Action JAG

We ask JAG to request Greenslade Taylor Hunt to draw up a simple agreement with Chris

Briggs, who uses our land at Norton, which ensures he does not obtain an agricultural

tenancy. We thank the members of the Rally Committee for their o�er to take

responsibility for the remaining aspects of land management (hedges and ditches).

Action JAG

B88/18 Restructuring the Charity

PCW and MS spoke to the need to consider our future requirements as we focus on

fundraising and exit commercial operations. We ask GG to lead a working group

including JSDG and RW and report to our next meeting. We ask PCW to put our Spark

mentor in touch with GG.

B89/18 Annual General Meeting

We agree this should be held on Saturday 13 April 2019, subject to the availability of the

Bishops Lydeard Village Hall.

Action JAG



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