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Village Hall Trust meeting - November 2009





Present: Roger Bragg, Carolyn Cripps, Alison Critchlow, Sue Dunn, Steven Oldfield, Trevor Roberts, Bryan Rothwell, Gill Winter. Alison Critchlow was welcomed to her first meeting as a Committee member.

1. Apologies Donald Angus

2. Minutes of the previous Ordinary Meeting held on 29 July 2009 (previously circulated) These were agreed as a correct record.

3. Matters arising not on the agenda Item 4 Although the PAT inspections have been done, some appliances seem to have failed, but in his report the electrician said they were not dangerous. It was agreed we should follow up on exactly what these inspections involve and what the implications are. Action: Bryan Rothwell Item 8 The recent Highlights event had been successful but a lot of the tickets were free. We had just about broken even financially. The next one is being publicised now and Gill Winter is looking at options for 2010. Item 9 The Village Bonfire and Fireworks had again been successful with a high attendance despite the poor weather. It had made a smaller profit than in the last couple of years, largely because of the weather. Thanks as always to the organisers. There was a brief discussion of the siting of the bonfire. Item 10 The Teas were especially successful, having raised over £1000 more than in the previous year. The Committee is very appreciative of the enormous effort which goes into this. Item 11 The visit by the LDNPA took place as planned and was a big success in presenting Threlkeld as an active and involved community. Item 12 The booklet on the use of the Hall is still outstanding. Action: Trevor Roberts

4. Election of Officers The following were elected unanimously: Chairman: Trevor Roberts Vice Chairman: Bryan Rothwell Secretary: Steven Oldfield Treasurer: Roger Bragg.

5. Issuing copies of the governing documents Alison Critchlow was issued with a copy of the governing document. Other Committee members have been issued with this previously.

6. Issuing copies of the Annual Report for 2008/09 Copies were issued to some members. Others will be provided with a copy when the minutes are circulated.

7. Financial report Copies of the 2008/09 accounts were issued to the Committee members. The Treasurer gave a brief update of transactions since the end of September.

8. Progress on the revitalisation scheme and funding bids Trevor Roberts reported on this and circulated an up to date summary. Although we have been successful in attracting smaller grants to finance the development work so far, we have only had limited success in attracting funds for the full scheme. We have recently been informed that we have not been successful in the Big Lottery Village SOS application, which was a disappointment – progress on this would have made a big difference. However, prospects look good for a grant under the Rural Development Programme and for a combination of grant and loan under the Communitybuilders programme, both schemes to help small businesses and social enterprises (hence the significance of the next item). If we are successful with these bids (which could amount to about £250000-300000 in total) then it should help us take things further with other funders.

9. Establishment of a Community Interest Company to run the proposed Community Coffee Shop in the revitalised Village Hall The establishment of a distinct body to run the coffee shop on a commercial basis in the interests of the community has been a part of the revitalisation scheme for a long time and features in all our funding applications. It was envisaged that the actual establishment of such an agency could wait until we have some secure funding in place to implement the scheme ie it was not a priority. However, advice in respect of two major current funding bids is that the fact we have established such a company would be a very strong supporting factor, and also it may even be necessary for financial support to be channelled through such an agency. The appropriate mechanism is to establish a trading company to operate alongside the Village Hall trust (which, as a charity, cannot conduct such a business). The best way of doing this is to establish a Community Interest Company, which is new type of limited company specifically designed for organisations which want to operate commercially for community benefit (see leaflet attached to the minutes). A CIC operates in exactly the same way as a normal company (and it is thus intended to be financially viable – if it fails then just like any other company it is wound up) except that it has to be run principally for the benefit of the community generally, not for private gain; and its assets have to be “locked in” ie they have to stay in the company or be disposed of to another “asset locked” body, which includes a charity such as the Village Hall Trust, not just disposed of for private gain. Considerable discussion took place on this topic, covering among other things the following points: ♦the company directors would not be personally liable if it failed, and also although profits would be channelled to the Village Hall Trust, losses would not have to be borne by the Trust ♦Village Hall Committee members would not be in any way financially liable ♦the company would in effect be dormant for the immediate future, until the coffee shop proposal begins to feature as a reality, unless it is the vehicle for the award of funding ♦the Directors would be responsible for managing the company and the coffee shop, on a voluntary basis, but the operation of the coffee shop would be handled by paid staff; so these would be responsible to the community via the Directors and then the Village Hall trust as shareholder ♦there would need to be very clear and explicit agreements in place between the coffee shop and the Village Hall Trust ghenerally regarding rent, service charges, use of the building etc, to avoid or manage potential conflicts of interest (although the intention is that the two functions will complement one another) ♦although the Directors of the CIC would be responsible for management of the coffee shop, other interested people would be involved in an informal advisory capacity, since a wide range of expertise and experience is needed ♦there would be periodic meetings between the CIC Directors and the Village Hall trust Management Committee (as shareholders) ♦ultimate authority would reside with the Village Hall Trust, operating through its Committee, as the sole shareholder. It was resolved that: ♦the Village Hall Trust will establish the Threlkeld Community Coffee Shop Community Interest Company, and authorises Trevor Roberts to make the necessary arrangements to do this ♦the sole initial shareholder would be the Village Hall Trust, with the current trustees as “subscribers” ♦subject to their agreement, the following persons would be the initial Directors: - Trevor Roberts – as a link with the Village Hall Trust Management Committee, also to act as Chairman and Secretary of the CIC - Adrian Eddleston – to function as a financial and project management director - Sue Foster and Jane Roberts – to function as operational directors ♦the Directors shall act in a voluntary capacity and not receive any remuneration (this is otherwise allowed in a CIC) ♦the Village Hall Trust will pay the fees to Companies House to establish a CIC (£35) and any linked expenses ♦the Village Hall Trust will lend a small sum of money (maximum of £100) to the CIC if necessary in order to establish a bank account if this is considered necessary ♦once established, then arrangements for at least an annual meeting between the CIC Directors and the Village Hall Trusty Management Committee will be put in place. It was also agreed that copies of the current version of the Business Plan for the coffee shop project should be supplied to Committee members (excluding the detailed income/expenditure figures). Action: Trevor Roberts

10. Review of fees and charges It was resolved to leave fees and charges at their current levels (including the charge for Meeting Room and Committee Room hired jointly at £8.00 per hour). Action: Roger Bragg There was considerable discussion of the possibility of charging extra for lighting, staging and (if we bought it) catering scale crockery. Views on this were quite divergent. It was agreed that ♦for the moment we will not charge for these “extras” ♦we will obtain some information (via Action for Communities in Cumbria) on how other village halls handle charging, and review our approach at the next meeting. Action: Trevor Roberts

11. Caretaker’s wages The annual review of the caretaker’s wages took place. On the recommendation of Roger Bragg, it was agreed we would leave the wage rate as is. Action: Roger Bragg

12. Whist drives and other activities for older people Carolyn Cripps reported that the Christmas Whist Drive has been organised and she plans to run the usual winter monthly ones after Christmas, but that numbers continue to decline. It was agreed to include the more general review on the agenda for the next meeting.


13. Routine management and maintenance items The outstanding items on the list of improvements was reviewed and it was agreed that: ♦we would try to get the existing curtains tied back to prevent them being closed and the problems this brings Action: Carolyn Cripps ♦we will forget the baby changing mat idea for the time being at least ♦notice boards and storage/shelving will be the subject of a grant application in due course Action: Trevor Roberts Additionally it was agreed to get John Knifton (or someone else) to have a look at the leaking flat roof and to take whatever action seems necessary to minimise or eliminate the problem at reasonable expense. Action: Roger Bragg

14. Dates for future meetings The following dates were agreed, recognising that the August date may in due course need to be modified; Wednesday 3 February 2010 Wednesday 5 May 2010 Wednesday 11 August 2010 The Village Hall Annual Meeting will be on Wednesday 20 October 2010 at 7.30pm. Wednesday 10 November 2010 So the next meeting of the Village Hall Trust Management Committee will be on Wednesday 3 February 2010 at 7.30pm.

15. Other business Purchase of crockery It was resolved to purchase 7 dozen settings of crockery on the basis of a price of roughly £7 per setting, from a firm in Cockermouth contacted by Carolyn Cripps. It was also decided that although we would not for the moment at least charge extra for using this crockery, it would not be stored separately from our everyday crockery, only to be used by specific request for events involving catering on a relatively large scale (we can of course advertise the Hall as being available for this type of event, with crockery available). The meeting was closed at 10.45pm. The Chairman thanked everyone for their contributions.

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