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Llangattock Green Valleys Community Interest Company
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10 June 2010
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7.30 pm
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The Rectory
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Board Meeting
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Minute Taker
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JC
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Attendees SW/MB/PE/JC
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Apologies DS/DrSE/AF
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Formal Nominations for Appointments of Officers
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20 Minutes
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Sponsor N/A
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Discussion
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1. Formal appointments are required for Chair, Company Secretary, Treasurer and Chief Executive Officer
2. The discussion focused on provisionally nominating for these roles and to share these nominations with the rest of the Board members.
3. Discussion took place on the timings of Board Meetings with consensus view being monthly to begin with until roles and responsibilities become clear and the Board is in a position to agree sub-groups or committees.
4. We discussed the need for meetings to be called in advance and a draft agenda should go out to Directors at least 7 days before the called meeting.
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Conclusions
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1. Provisional appointments will be confirmed at the 1st official Board Meeting to take place in July. At this meeting the four Directors present agreed to nominate individuals for an interim period in order to begin work on the governance issues of nominations and appointments. The first nominations were agreed as:-
i. Chair - Andrew Fryer - Proposed Mike Butterfield and Seconded Simon Walter
ii. Treasurer - Phil Evans - Proposed Jackie Charlton and Seconded Mike Butterfield
iii. Company Secretary - Jackie Charlton - Proposed Phil Evans and seconded Mike Butterfield
iv. Chief Executive Officer - Mike Butterfield - Proposed Phil Evans and seconded Simon Walter
2. As mentioned these are interim appointments and will be formally appointed when all nominations have been received by the next meeting. The role of Company Secretary should be advertised as JC not in a position to take this on permanently.
3. Board meetings will take place monthly until such time as the Directors agree specific sub-groups or committees
4. The final agenda will be circulated with the published minutes of Board Meetings which will be circulated as soon as possible after the meeting and will be published on the Website.
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Action Items
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Person Responsible
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Deadline
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Formal requests for nominations to be circulated asap
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JC
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20 June 2010
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To advertise and circulate for position of Co Sec
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All
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Two Months
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Item - Indemnity Insurance
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10 Minutes
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Sponsor PE
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Discussion
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1. We need to ensure that insurance is in place as soon as practical to cover all elements of the company services.
2. Cover must include:- Public Liability/Officer and Director Indemnity/Personnel Cover for future/Machinery and Equipment
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Conclusions
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1. A meeting with a professional adviser to be arranged to get quotes and cover all issues which may arise for CIC
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Action Items
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Person Responsible
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Deadline
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PE to organize a meeting with HIGOS in the first instance to provide Directors with information on which to take decision
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PE/MB
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2 Months
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Item - Governance - Next Step for LGV CIC
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50 Minutes
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Sponsor MB
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Discussion
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1. Accountants and Solicitors need to be appointed in order to ensure that governance and legal obligations are carried out to the benefit of the CIC ensuring that due diligence is undertaken in accordance with Company Law and in line with Directors approval.
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Conclusions
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1. There is expertise locally and TGV are using BWB Solicitors. MB to investigate this and look at two others for comparison.
2. PE agreed to also look for accountants who are appropriately skilled in dealing with CIC's
3. SW also asked if we could advertise. It was agreed that an item will be included in the Newsletter
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Action Items
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Person Responsible
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Deadline
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Information about 3 Solicitors to include BWB Solicitors
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MB
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By next meeting
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Information about 3 Accountants
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PE
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By next meeting
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SW to alert DS about piece to go in Newsletter
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SW
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June Newsletter
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Item - Budget & Fundraising
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10 Minutes
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Sponsor MB/PE
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Discussion
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1. Consideration needs to be given to investing large amounts of grant funds that will take time to distribute and spend.
2. Personal financial contributions from Directors given whilst delivering actions for the CIC should be repaid. We need to consider the level of Petty Cash that can be used in accordance with re-imbursement with out the need for Board approval and amounts that require Board Approval.
3. Bank Account is proceeding and should be available very shortly
4. Accounts system to be agreed when an accountant is appointed. Phil to undertake all financial record keeping in the interim.
5. Decision required on financial reporting to the Board.
6. Need to consider future with British Gas
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Conclusions
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1. Agree that we need to do all of the above
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Action Items
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Person Responsible
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Deadline
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To look into good short term investment opportunities
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PE
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ASAP
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Process set-up for out of pocket expenses for Directors
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PE
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ASAP
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Agenda discussion on Finance Reports
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JC
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Next Meeting
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Report about future engagement with British Gas to be given to Directors about what will happen post Green Streets
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MB
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August
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Item - Membership
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10 Minutes
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Sponsor JC
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Discussion
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1. Consideration was given to what membership of LGV is. How this will be managed? Could you become a member on the website?
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Conclusions
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1. Paper to be bought to the next Board Meeting to discuss some proposals laid out:-
I. Households involved in Green Streets
II. Volunteers and members of Llangattock Woodland, Allotment and Litter Picks
III. Owners of Hydros
IV. All households in Llangattock
V. By request
2. Need to clarify with Articles as these are our guiding principles. Articles not available at the meeting therefore Company Secretary to bring a report back to the next meeting.
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Action Items
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Person Responsible
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Deadline
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Sponsor to prepare a report for the next meeting
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JC
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20 June 2010
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AOB
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5 Minutes
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1. Next Meeting 1st July to be confirmed.
2. Discussion on Glanusk - need to appraise the whole Board of LGV's investment and involvement in the developments at Glanusk estate to get formal approval.
3. Communications and community engagement. The CIC needs to be prepared to be proactive in community engagement to ensure that the village is clear about our aims and goals. We need to keep this simple but appropriate for all. Several big events coming up which would be valuable communication points such as:
I. Woodland Family Fun Day
II. Allotments Open Day and Fair
4. We also need to consider what has been successful to date in communication on Green Streets. When discussing we felt there has been lots of communicating but not sure whether this has yet penetrated into the minds of the community. Need to assess impact of amount of activity to amount of success (where this can be measured??)
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Conclusions
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1. MB to provide Board with the various options and developments @ Glanusk. The reports must cover partnership agreements, investment and commitment from LGV.
2. Communications and community engagement a priority for the Board at the next meeting.
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Action Items
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Person Responsible
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Deadline
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Report on Glanusk proposals
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MB
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Draft for August Meeting
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Full discussion for whole board on strategy for communications and community engagement
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JC
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Next Meeting
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