THE WELSH PONY AND COB SOCIETY
MINUTES OF THE COUNCIL MEETING HELD AT
HAFOD A HENDRE, ROYAL WELSH SHOWGROUND,
BUILTH WELLS AT 10.30 a.m. ON MONDAY, 11^th DECEMBER, 2006

PRESENT   

Mr. L. Bigley (Chairman); Miss S.M. Hardy (Vice-Chairman); Mr. M.C. Johnston (President); Dr. E.W. Davies (Publicity Officer); Mrs. W. Bond; Mr. M.T. Daley, Mrs. E.E. Dart; Mr. E.T.E. Davies; Mrs. M.C. Edwards; Lady Evans-Bevan; Mrs. C. Fell; Mr. S Franklin; Mrs. E R French; Mrs. P. Howells; Miss L. Hutchins; Mrs. K.A. James, Mrs. D. Jones; Mr. G. Jones; Mr. W.G. Jones; Mr. J.T. Kirk; W. Lloyd; Mrs. R. Mills, Mr. D. Morgan; Mr. J. Parry; Miss R. Philipson-Stow; Mrs. J. P. Price; Mr. E.G. Prosser; Mr. J.A. Russell; Mr. J.K. Spenser; Mrs. D. Thomas; Mr. P. Wilding-Davies and D. Ll. Williams.               

IN ATTENDANCE  

The Chief Officer/Secretary and Deputy Secretary.

APOLOGIES

Apologies for inability to attend the Meeting were received from: Mrs. M.E. Mansfield (President-Elect); Mr. A.J. Jones and Miss J. Sheil.

Before proceeding with the business of the Meeting the Chairman explained that due to the number of items before them and after consulting with the Vice-Chairman of Council and with the Chairman of the Finance Committee, the decision had been taken to hold the meetings back to back in order to clear the Agenda.  The Chairman apologised for any inconvenience this may have caused Council members.

Members agreed that a calendar of meeting dates be re-introduced

OBITUARY

The Chairman reported on the passing of Miss F. Wilson-Kay, Knappswood Stud and Mr. D.G. Davies, Carneddau Stud.

Members stood in silent tribute to their memory.

ORDER OF MINUTES      

For the purpose of these Minutes the Reports of Committees and Working Groups have been Minuted in date order of the Meetings and not as per the Order of the Agenda.  This may affect the record of those members who had apologised as they had to leave prior to the Meeting being concluded.

AGENDA REVIEW

The Chairman of Council queried whether or not any members present wished to declare any interest with regard to any items on the Agenda.

Mr. M.C. Johnston, President and Mrs. E.R. French  (Review Working Party)

CONFIRMATION OF MINUTES

Subject to the following:

Page 4           Ref.Min. (xi)  Confidential Item – correction to Minutes as per signed copy

Page 7           Ref.Min. 6956(iv)     Confidential item – correction to Minutes as per signed copy

Minutes of the Meeting held on 30^th October, 2006 having been circulated were duly confirmed and signed.

MATTERS ARISING FROM THE MINUTES

6997 (i)           Proxy Vote (Ref.Min. 6950(iiii))

Dr. E.W. Davies wished to record a personal statement.  He felt that the use of proxy votes in the Council Meeting on 7^th August, 2006 prior to being ratified by Companies House to be highly irregular, not illegal but highly irregular.  As far as he was concerned that was the most important decision that had been made during his time on Council and proxy voting was used with 11 members absent.

The Chief Officer/Secretary replied stating that she had made enquiries at that time, regarding proxy voting and the reply had been that this was permissible as long as the Articles of Association did not specifically disallow such voting.

(ii) Hill Improvement Society – application for recognition (Ref.Min. 6950(iv)

Members discussed the response received from the Lord of the Manor.

(iii) VAT Up-Date (Ref.Min. 6950(ix))

Mr. P. Wilding-Davies asked for an up-date with regard to the report being compiled by Griffith & Miles. The Chief Officer/Secretary replied that Griffith & Miles had met with the Finance Committee and they had apologised for not progressing with this but would now do so.

IT WAS RESOLVED

That the Report, when available, would be circulated to members of Council.

(iv) Confidential Item (Ref.Min. 6950(xi))

(v) Confidential Item - Award of Asterisk (Ref.Min. 6956)

(vi) Performance Awards Competition (Ref.Min. 6956(vi))

Mrs. K.A. James referred to the Performance Competitions and felt that the whole system needed reviewing, including the categories and the rules.  On the proposal of Mrs. James and seconded by Dr. E.W. Davies

IT WAS RESOLVED

That Mrs. K.A. James be given authorisation to include a ruling requiring membership of the Society in relation to the Performance Awards Competition, e.g. owner of animal, parent of competing child, etc.

Members further considered the recommendation from the Judges Administration Committee that Mrs. James be required to have any rules changes approved by Council.  On the proposal of Miss R. Philipson-Stow and seconded by Mrs. E.R. French

IT WAS FURTHER RESOLVED

That the recommendation from the Judges Administration Committee be not approved and that Mrs. K.A. James revert back to past agreements and be given powers to act with regard to reviewing the Performance Award Scheme, including categories and rules, etc.

(vii) Confidential Item (Ref.Min. 6958)

(viiii) Foal Inspection (Ref.Min. 6959 (vi))

The Chief Officer/Secretary reported that she had a received a letter of thanks from Mrs. Libby Archer of the HBLB and found the inspection of great interest and value.

The Chairman of Council wished to thank and congratulate the Inspectors for carrying out their duties in such a professional manner.

Miss R. Philipson-Stow stated that the standard of animal forward was very high and highlighted the value of the scheme.

(ix) RBST Semi-Feral Category (Ref.Min. 6959(vii))

The Deputy Secretary reported that on contacting the RBST and establishing their criteria for categorising Rare Breeds it has been established that the original figures supplied to enable the RBST to place Welsh Mountain Semi-Real Section A ponies as Category 1 Critical, had not been accurate.  Corrected figures would now be produced and supplied to the RBST and it seems that there would be no change to the current Category.

(x) NPS Qualifiers (Ref.Min. 6959(ix))

The Chief Officer/Secretary reported that the NPS would not consider Northleach for the 2007 Olympia Qualifiers and had sent a letter to the National Welsh Championship Show offering the Qualifiers to them.  The Chief Officer/Secretary read out a letter received from the NPS dated 1^st December, 2006.

Miss R. Philipson-Stow, Miss L. Hurtchins and Mrs. J.P. Price declared an interest however, Miss L. Hutchins could confirm that Northleach had not received a letter from the NPS regarding the Qualifiers.  Mrs Price did confirm that the Secretary of the National Welsh Championship Show received a letter the previous Saturday which invited them to hold the Olympia qualifiers.

Members considered the matter at great length and

IT WAS RESOLVED

That the Chief Officer/Secretary be authorised to proceed and liaise with the NPS, bearing in mind the Society’s original recommendation, and report back to Council.

(xi) Confidential Item – Award of Bronze Medal (Ref.Min. 6961(ii))

(xii) Appointment of Judges (Ref.Min. 6965)

The Deputy Secretary reported that on finalising the Minutes of the previous Meeting it had been seen that only two Section B names had been nominated to put forward to the Royal Welsh Agricultural Society.

Members were supplied with the list of nominations and, on a majority ballot a further name was agreed.

(xiii) AGM Dinner (Ref.Min. 6966(iii))

The Chief Officer/Secretary referred to the AGM Buffet to be organised for the Friday evening and brought up the question of cost as she felt that it would not be correct for the Society to pay for its Trustees.

After considerable discussion and on the proposal of Mr. J.T. Kirk and seconded by Mr. D.D. Morgan

IT WAS RESOLVED

That those members who wished to attend, with their wives, partners, husbands, etc. (maximum 2) would be required to pay.

Mr. J.A. Russell proposed that as a mark of appreciation to those individual members of Council who were retiring, he would be willing to sponsor the cost of the buffet for those individuals and their partners.  With one vote against

IT WAS FURTHER RESOLVED

That Mr. J.A. Russell’s very kind offer to pay the cost of the Buffet for those members retiring from Council, and their partners, be accepted.

REPORT OF THE DISCIPLINARY REVIEW WORKING PARTY

Confidential item

At this juncture Lady J Evans-Bevan submitted her apologies as she had to leave the Meeting.

ADOPTION OF THE REPORT OF THE DISCIPLINARY REVIEW WORKING PARTY

6999   IT WAS RESOLVED

That the Report be adopted.

REPORT OF THE EXHIBITION UNIT WORKING PARTY HELD ON 6^TH NOVEMBER, 2006

Mr. S. Franklin submitted a Report, as printed.

MATTERS ARISING FROM THE REPORT

7000 (i) Exhibition Unit (6968)

Mr. S. Franklin gave a report on the progress so far with regard to the Exhibition Unit.  Three companies had been approached and they were given a full spec on what was required which included re-placing the box on to the current chassis.  Three quotes were received.  Mr. Franklin named all three companies involved. Mr. Franklin felt that it was important to move forward in order to have the new Unit available for April.

Members discussed the matter at great length, taking into account the new rules being introduced at the beginning of the year relating to Lorries, the weight carried, gas emissions, etc.  Considerable discussion took place regarding the pros and cons of re-furbishing the current box, purchasing a new box too put on the old chassis, purchasing new vehicle altogether, aluminium versus GRP, HGV, non-HGV, additional driving tests for staff, etc. 

On the proposal of Mrs. J.P. Price and seconded by Mrs. D. Thomas

IT WAS RESOLVED

That Mr. J.T. Kirk be invited on to the Exhibition Unit Working Party.

On the proposal of Mrs. W. Bond and seconded by Mrs. C. Fell with 19 votes in favour, 1 against and 5 abstentions

IT WAS FURTHER RESOLVED

That the Exhibition Working Party, in conjunction with the Office be authorised to purchase a new Exhibition vehicle with a maximum spend of XXXX*

* To maintain commercial confidentiality the amount has been removed from the public minutes until a decision has been reached on which company will be awarded the contract.

(ii) 2007 Shows (Ref.Min. 6969)

Members of the Council were supplied with a list of proposed shows to be attended in 2007 and subject to the corrections to the dates relating to Glanusk Show, National Welsh Show and Fayre Oaks

IT WAS RESOLVED

That the list, as submitted, be approved.

ADOPTION OF THE REPORT OF THE EXHIBITION UNIT WORKING PARTY

7001   Subject to the Resolutions referred to above

IT WAS RESOLVED

That the Report, as submitted, be adopted.

REPORT OF THE FINANCE COMMITTEE MEETING HELD ON 30^TH NOVEMBER, 2006

The Committee Chairman, Mr. S.F. Franklin, submitted a Report, as printed.

MATTERS ARISING FROM THE REPORT

7002 (i) IT Review (Ref.Min. 6970(i)

The Chief Officer/Secretary confirmed that a representative from the National Assembly had visited the Office and confirmed that a grant was available which would fund up to ⅔ of the cost of a technical audit, covering all technical equipment, from telephone systems to computers and printers, etc.  The Chief Officer/Secretary had met with the independent Consultant who has come up with a broad proposal which would result in a 9 day audit at a charge to the Society of £180 per day plus VAT. , the balance (two-thirds of the cost) would be paid by the Welsh Assembly.  The audit would clarify the requirements of the Society.

IT WAS RESOLVED

That the Chief Officer/Secretary be authorised to proceed and finalise details to enable the technology audit to take place.

(ii)Staffing Review (Ref.Min. 6970(ii)

At this juncture Mr. J.K. Spenser and the Deputy Secretary were invited to retire from the Meeting.

Mr. Franklin reported on progress to date regarding the staffing review and confirmed that staff consultations would occur in January.

On conclusion of the discussion, Mr. Spenser and the Deputy Secretary re-joined the Meeting.

(iii) Judges Insurance (Ref.Min. 6970(iii))

Mr. S. Franklin gave an up-date with regard to the situation relating to insurance for members of the Panel of Judges.  Enquiries had expanded with the possibility of covering Area Associations.  This option could be discussed further but to do this the Society would have to show some form of link.  Mr. Franklin would make further enquiries and report back to Council with a complete list of the options available.

(iv) Equestrian Websties (Ref.Min. 6970(v))

Matters of a commercially confidential nature were discussed.

(v) Office Premises (Ref.Min. 6970(vii)

Confidential item

(vi) Financial Procedures (Ref.Min. 6970(ix))

On the proposal of Miss R. Philipson-Stow and seconded by Mr. E. Prosser with no votes against and no abstentions

IT WAS UNANIMOUSLY RESOLVED

That the additions to the Financial Procedures as outlined in the Minutes of the Finance Committee of 30^th November, 2006 be approved and the appropriate amendments made to the Financial Procedures.

(vii) Balance Sheet and Accounts for the year ended 30^th September, 2006 (Ref..Min. 6971)

Members of Council were circulated with copies of the draft Balance Sheet and Accounts for the year ended 30^th September, 2006.

The Chairman of the Finance Committee took members through the Balance Sheet and Accounts together with the Commentary.  Mr. Franklin reminded members that the Commentary was for the information of Council members and would not be printed for circulation to members.

Mr. S. Franklin referred to page 7 of the Accounts, “Factors Affecting the Achievement and Objectives”.  Mr. Franklin had been asked by the Auditors to ascertain whether or not Council was in agreement with that statement.  On being put to the vote, with no votes against and no abstentions

IT WAS UNANIMOUSLY RESOLVED

That the statement under the heading “Factors Affecting the Achievement and
Objectives” be accepted

Members referred to the legal costs of £12,951

IT WAS FURTHER RESOLVED

That copies of the breakdown of the legal costs of £12,951 be circulated to each member of Council together with a breakdown of the costs paid to the Society’s Solicitor, Morris & Bates (D. Hinton-Jones).

Members considered the Accounts in great depth and made minor corrections to the Administrative details.  The Finance Committee Chairman reported that the Society was in a very strong position and financially sound.

Members also considered Council expenses and Mr. M.T. Daley made reference to the fact that because of the two day meeting members of Council would be claiming overnight accommodation.  Mr. Daley also believed that a file should be held on each Council member recording their individual expenses.

IT WAS FURTHER RESOLVED

That the next Balance Sheet and Accounts for the year end September, 2007 would include a listing of individual Council members’ expenses.

[NOTE: Although mileage expenses of 20p per mile have been approved for Council members, but no guidelines have been put in place with regard to accommodation expenses, meal allocation, etc. for Council members.]

Reference was made to the computer manual.  The Chief Officer/Secretary replied that this was, in fact, a huge task which involved a systematic breakdown of each part of the system to be written up and would take up to twelve months to complete.  Staff had prioritised the work outstanding and the manual had not been a priority while staff had to deal with other matters.

Members considered the Operational Performance Issues outlined within the Report.  This would not be included in the Balance Sheet and Accounts circulated to members but was for the information of the Trustees.  The Chief Officer/Secretary reported that many of the points raised had now come into the Governance Review and had been dealt with.

On the proposal of Miss R. Philipson-Stow and seconded by Mr. P. Wilding-Davies and with no votes against and no abstentions

IT WAS UNANIMOUSLY RESOLVED

That the Balance Sheet and Accounts for the year ended 30^th September, 2006 be approved and recommended to the Annual General Meeting of members.

(viii) Honorarium Journal Editor (Ref.Min. 6974)

Recommendations were received and ratified by the Council.

(ix)Allocation of Grants for 2007 (Ref.Min. 6975)

Reports and Accounts had been received in line with the instructions of Council and the Finance Committee recommended the following grants for the 2007 season and:

IT WAS RESOLVED

That the following Grants be made for the 2007 season:

Welsh Part-Bred Horse Group    £1500

Welsh Part-Bred Pony Group     £1500

Animal Health Trust           £1000

University of Edinburgh (Equine Grass Sickness Fund)    £1000

(x)Geldings (Ref.Min. 6977(ii))

The Finance Committee recommended that gelding re-entry fees should be re-introduced and recommended a fee of £10.00. 

Members of Council discussed the matter at great length and asked for clarification with regard to the current fee structure.

The Deputy Secretary confirmed the current structure regarding the registration/re-entry of geldings, pure and part-breds which fell into four categories as follows:

(a)       initial application for a gelding – no previous registration as colt       £15.00

(b)       Re-entry of a stallion as a gelding on old style registration certificate-
            Gelding application form to be completed          £10.00

(c)        Re-entry of stallion with a Passport which does not contain
            certificate of castration – Gelding application form to be completed  Free 

(d)       Re-entry of a Stallion with a Passport containing Castration Certificate
           Gelding application form not required     Free

Members discussed in detail the recommendation put forward by the Finance Committee to re-introduce a fee of £10.00 for those geldings currently accepted for free.  On being put to the vote with no votes in favour,  no abstentions and with 21 votes against the recommendation

IT WAS RESOLVED

That Finance Committee’s recommendation to charge a fee of the acceptance of those geldings currently being registered for free be not accepted and that the status quo would remain.

(xi)Reserves Policy (Ref.Min. 6977 (iii))

Mr. S. Franklin reported that there was over £1million in Reserves and the Society needed to be very clear how it intended to spend some of that money, i.e. new premises, etc.

(xii) Litigation settlement Ref.Min. 6977(iv)

Council considered the confidential legal advice presented to them.

ADOPTION OF THE REPORT OF THE FINANCE COMMITTEE MEETING

7003 Subject to the Resolutions referred to above

IT WAS RESOLVED

That the Report, as submitted, be adopted.

REPORT OF THE COUNCIL WORKING GROUP HELD ON 1^ST DECEMBER 2006

The Committee Chairman, Mr. L. Bigley, submitted a Report as printed.

MATTERS ARISING FROM THE REPORT

7004 As well as being circulated with a copy of the Working Group Report, members of Council were also supplied with the Terms of Reference relating to the Standing Committees and the proposed amendments.  Members considered the Terms of Reference for each Standing Committee on an individual basis.

(i) Timetable of Governance Review (Ref.Min. 6978)

(a) Trustees and Judging

Members of Council considered the Timetable relating to the Governance Review.  Dr. E.W. Davies proposed that Trustees (members of Council) should not judge during their term of office.  The proposal was seconded by Mrs. P. Howells.

Members considered the matter at great length during which mention was made that at a Society Forum, the majority of members present did not agree that Trustees should cease judging once elected on to Council.

Mr. J.A. Russell put forward an amendment that no change be made to the current rules and that the status quo should remain, i.e. Council members should be allowed to judge.  The amendment was seconded by Mr. E.G. Prosser.

On putting the amendment to the vote, with 22 votes in favour of the amendment, 5 against and three abstentions

IT WAS RESOLVED

That no amendment be made to the current rules and that Trustees should continue to be allowed to judge.

IT WAS FURTHER RESOLVED

That the recommended Timetable as shown in the Report be approved.

IT WAS FURTHER RESOLVED

That the recommendation from the Working Group to retain the services of Mr. R. Morgan of Hughes James, Solicitors to prepare draft copy of the Memorandum and Articles of Association, be approved.

(ii)Standing Committee Structure (Ref.Min. 6981)

Members considered the recommendations put forward relating to the structure of Standing Committees.  Members agreed to one amendment and

IT WAS RESOLVED

That item 3 would read as follows (addition in italic).

3.         Chairmen of all Standing Committees can attend other Standing Committee meetings by invitation of the appropriate Chair “for relevant items.”

IT WAS FURTHER RESOLVED

That the following amendments be made to the Terms of Reference of the Standing Committees as outlined below:

(a) Finance Committee     

Reduce membership of committee from 4 to 3
Reduce quorum from 3 to 2.
Finance Committee will meet a minimum of 3 times per year.          

After further discussion and on the proposal of Mr. P. Wilding Davies and seconded by Mr. M.T. Daley with 20 votes in favour, 6 against and 2 abstentions

IT WAS FURTHER RESOLVED

That subject to the amendments outlined above the Terms of Reference, as circulated, be accepted.

At this juncture Mr. D.Ll. Williams put forward his apologies as he had to leave the Meeting.

(iii) Agendas (Ref.Min. 6982)

The Chief Officer/Secretary reminded Council members of the invitation to submit their views by the next Meeting of the Council Working Group in February with regard to the Advisory Body.   Guidelines needed to be in place by July, 2007 and an up-date should be available to members by the Annual General Meeting.

ADOPTION OF THE REPORT OF THE COUNCIL WORKING GROUP

7005   Subject to the Resolutions referred to above

IT WAS RESOLVED

That the Report, as submitted, be adopted.

REPORT OF THE JUDGES ADMNISTRATION COMMITTEE HELD ON 5^TH DECEMBER, 2006

The Committee Chairman, Mrs. J.P. Price, submitted a Report as printed.

MATTERS ARISING FROM THE REPORT

7006 (i) Spring Conference 2007 (Ref. Min. 6985)

Members considered the Timetable put before them which had been amended from the Timetable previously approved.

After considerable discussion and on the proposal of Mr. E.T.E. Davies and seconded by Mrs. P. Howells

IT WAS RESOLVED

That the order and contents of the topics outlined in the Timetable for the Conference to be held on 27^th January, 2007 be approved and not be subject to alteration.

IT WAS FURTHER RESOLVED

That while the order of the Timetable could not be amended, the organisers be allowed discretion with regard to the timing of topics within the Timetable.

Mrs. Price reported that enquiries were being made with regard to appointing a Veterinary Surgeon to address the Conference and Mr. D. Blair would contact the Office with a suitable name when details had been finalised.

ADOPTION OF THE REPORT OF THE JUDGES ADMINISTRATION COMMITTEE

7007 Subject to the Resolutions referred to above

IT WAS RESOLVED

That the Report, as submitted, be adopted.

The Chairman closed the Meeting at 6.00 p.m.