2013 AGM Minutes

Supporting the preservation and operation of paddle steamers Waverley and Kingswear Castle

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Minutes of the 26th Paddle Steamer Preservation Society Annual General Meeting held at the National Railway Museum in York on the 26th October 2013.

The agenda papers may be downloaded here.

The AGM slide presentations may be downloaded from here.

Douglas McGowan welcomed the assembled Members of PSPS to this Annual General Meeting at the National Railway Museum in York.

He wished to record the Society’s thanks to Myra Allen and David Haddleton who had resigned from the posts of Chairman and Vice-Chairman during the year but still remained on Council: and their vast experience is appreciated.

He reported that Terry Sylvester and Noel Kemp were now our appointees on the Waverley Boards in their place.

2013 had been an eventful year for the PSPS – laying up MV Balmoral and Kingswear Castle returning to her home waters on the Dart.

He then read out a welcoming letter from the President and Founder of PSPS Professor Alan Robinson.

D. McGowan stated that he had received a letter from the House of Lords from Lord Greenway who had reported that the World Ship Trust was closing down and there would be a cheque for £2,500 from their assets to the PSPS.

He went on to pay tribute to Captain John Megoran who had been Captain and Manager of KC for 27 years. He had provided a unique contribution to the PSPS for many years. He presented John with a wonderful plaque commemorating this achievement.

Present: Over 60 members of the Society.

Apologies for Absence

There were 25 apologies which included Prof Robinson (President), Bill Prynne and Nigel Coombes (both Vice-presidents).

1. Reports of the Council of Management

Financial Statements for the year ended December 2012
The Treasurer, Martin Longhurst, pointed out that a full set of accounts had been circulated at the Meeting as well as being printed in Paddle Wheels. He then produced a Pie-Chart of income showing 82% came from donations followed by Fund-raising (15%) and Investments (3%).

Expenditure was 71% on supporting the ships 17% to other Charitable activities, 10% on fund raising and 4% on administration. There was a surplus of £57,000 and this had gone to reserves.

He further reported that since the end of 2012 the Kingswear Castle ring fenced fund had been transferred to the Kingswear Castle Trust in return for PSPS holding the controlling interest directly rather than through nominees.

After a brief set of questions the Financial Statement was proposed for acceptance by Dr N. James and seconded by Bill Purves with a unanimous acceptance by the Members attending.
PS Kingswear Castle
Jeremy Gold (Chairman of PSKCT) explained the situation of the KC Trust, and the operation of the Dart Pleasure Craft and the Charter Agreement.

He passed over to John Jones who is Finance Manager and Company Secretary of Dart Valley Railway plc and Dart Pleasure Craft Limited, trading as Dartmouth Steam Railway and River Boat Company.

John Jones talked about the first season of Kingswear Castle on the River Dart. He explained the operation of the Steam Railway and boats on the River Dart. They had spent £21,000 on the refit and £25,000 on Capital Items – e.g. reinstatement of the bow thruster and provision of seat cushions.

Their employees were enthusiastic about KC although the ship is very weather dependent.

He explained the season so far. There had been approximately 17,000 passengers with Totnes trips seeming to be the most successful.

He stated that they had trained 3 skippers and stokers. Labour costs are more than budgeted but there was overall an acceptable return. There has been a positive impact on the Company and boat and railway employees have been brought together. A sense of pride has been promoted among the staff and locals
PS Waverley
Presentation used by David Kells

David Kells, Chairman of WEL, spoke to the Meeting.

He had become involved with WEL and WSN just over 1 year ago. He reported that in the year 2011/2012 they had made significant losses and were only operating currently due to a donation of £400K from a Donor and money from PSPS. These prevented insolvency.

During 2012 there were meetings to consider how the business could continue to run and 2 ships were deemed unviable. The 2 Boards agreed that they take Balmoral out of service for the 2013 season due to its heavy operating losses. N. James had set up a group to look at how Balmoral could be returned to service. Redundancy and downsizing of staff was carried out. Fund raising was reviewed. It was agreed that Friends of Waverley (set up in 2012) would continue in 2013. But the product is being reviewed for next year.

They had reviewed outsourcing – using volunteers continues but there is only a limited amount of time they can provide. Instead of using consultants some work was brought back in house and actioned by WEL. Seaspan will no longer be involved with a new in house structure being introduced from November.

It was appreciated that people would like the timetables earlier but the team need to wait for the last piece of information before going into print. He cited the Pier at Llandudno as an example of the timing problem with information changing but stated that Waverley will definitely be calling there next year. The Company had been in discussion with PSPS and provided a National Timetable for insertion in Paddle Wheels. This was funded by PSPS and will be repeated in 2014.He emphasised that any publication must come through and from the Glasgow Office.

Communications need to improve and PSPS need to clarify what information they required and this would then be considered. He reported that there would be a review of advertising for next year. There had been new advertising, new brochures, new Website (immeasurably better) in 2013 and improvements will continue. The Shop will have more products available next year. They are looking to build new partnerships in a number of areas to develop the business.

As for challenges – the Companies cannot rely on sailing income. Increased regulations, more inspections, Health and Safety regulations, minimum wage levels and increased fuel costs all impact on viability. In the last 15 years costs have increased dramatically and most items have gone up by 200% with fuel up by 600%. Anything the company does must be profitable and care needs to be taken.

The Company will continue to listen and change and they will carry on learning. Encouragingly passenger levels were up by 12.5%, revenue by 8.2%.and shop/catering by 11.4%. He emphasised that they provide economic benefit to all the areas Waverley visits.

The future will have financial challenges but WEL will be better placed to meet them.

He closed by stating that it is important that the Companies require everyone’s positive support and encouraged those present to remember they are supporters of Paddle Steamers.
PS Maid of the Loch
John Beveridge in his report began by expressing his thanks to the PSPS as if it had not be supportive the Maid would not have been here today.

The Board had launched an Appeal in March and it now stands at £90,000 and they would like to achieve £100,000 by the end of the year. This is a good start towards the total need for the Maid of £3.3 million. The Publicity in the Media has been tremendous and they have also appeared on national television.

Record numbers of people have visited and there has also been an increase in the number of events on the ship. He reported that they have completely repainted the ship’s hull: all the handrails have been scraped back and varnished. There are more events planned for next year and they are looking to hold a Gala Dinner in the Cameron House Hotel in March. They are working towards applying to the National Lottery.

There is a problem with the Piers on the Loch. Some of them will need to be rebuilt or repaired and there are various owners of the piers to work with (hotels etc). Their help is needed as the likely cost will be of the order of £0.7 million.
The architects drawings for the Visitor Centre are been provided free of charge, the estimated cost for this is £0.9 million.
MV Balmoral
Dave Bassett from the Bristol Channel Branch, who is the convenor of the Balmoral Strategy Group (BSG) thanked all the volunteers on Waverley and our ships in the last year. He also had warm thanks to those working on Balmoral.

He stated we must keep Balmoral sailing and as a newcomer he will only give out accurate information. He stated that this will all be on the Web next year.

The Strategy Group with WSN agreement has set up MV Balmoral Fund Ltd to raise funds.

Waverley and Balmoral had sailed together since 1986 – 27 years. The Balmoral season last year had been very poorly supported and he mentioned the Olympic fiasco at Weymouth. There is to be a five year special survey in the near future and it is very important.

BSG is hoping that WEL and WSN will ensure that Seaspan is still to be involved with Balmoral.

So far Fund Raising has reached £62,000 before Gift Aid. The Bristol City docks are giving mooring and electricity free and there are functions being planned on the ship. Also there have been several open days on the ship. The Balmoral Fund has a good Website and he encouraged members to look at it.

He closed by thanking Noel Kemp who has resigned as a director and Dr Nick James. He also mentioned that the Balmoral Group is looking to achieve Charitable Status.
PS Medway Queen
Roddy McKee the PSPS representative on MQPS reported that the Paddler had been floated out of the Dock in Bristol and was awaiting circumstances to allow a tow back to the Medway.
At this point the Annual Draw took place
The Winners were: Margaret Fitzpatrick, Mr Nelson (from Ayr), Helen Napier (from Glasgow) R. Ryan (Helensburgh) B. Wary and R., Calder (from Edinburgh)

This Annual Draw had raised nearly £23,000.

2. Request to note that Myra Allen, Martin Longhurst and Paul Semple had been re-elected unopposed to the Council

This was duly noted by the Meeting.

3. To fill the Casual Vacancy on Council due to the resignation of Pat Murrell – Council recommending Iain Dewar be Co-opted

This was proposed by D. McGowan and seconded by J. Gold and meeting unanimously agreed.

4. To appoint Adey, Fitzgerald and Walker as Reporting Accountants to the Society for the ensuing year

This was proposed by N. James and seconded R. McKee with full approval of the Meeting.

5. To pass the following resolution

“That the existing memorandum and articles of association in their entirety be removed and replaced by the new articles asset out in Annex 1 of the notice.”

M. Longhurst stated that the present rules come from 1986 and that the proposal brings the Society up to date under the Charity Commission Guidelines.

He asked to move the resolution.

Proposed D. Green, and seconded by Bill Purves.

There were some questions before final agreement.
F. Gradwell wanted to review 2 important items.
1) Where Paddle is used in the Memorandum and Articles he asked whether Pleasure could be inserted instead.
2) He queried whether there was a regular review by PSPS of the performance of WSN and PSKCT.

J. Gold pointed out there would be big problems if the M&As were altered to include any pleasure steamer as many other steamer operators would be able to seek support and funds from PSPS.

D. McGowan stated that he had received a letter from Vice-president, Bill Prynne, an early member ) and now a Vice-President) who had written that when he saw the original letter and picture in the Telegraph all those years ago the word PADDLE caught his eye and he joined. D. McGowan stated that he thought a large number of people who joined had in fact done so to support Paddle Steamers.

R. McKee eloquently stated that on his “watch” (he is in London Branch) there is the Queen Mary and all the steamers on the Thames, some of which are over 100 years old, and all of these could seek to approach our Society for funds, which could jeopardise our own ships.

There was little support in the room for the suggestion.

The Meeting duly carried the resolution by a majority of more than 75%.

6. Pass the following resolution (if thought fit)

“That the terms of membership of members of the Council shall be set as stated in Annex 2 of the notice.”

This was proposed by Martin Longhurst and seconded by Richard Mills with the Meeting Agreeing by a large majority.

7. Social Media Guidelines Proposal

David Haddleton explained the reason behind this proposal. It had been discussed at the last AGM in Bath and had been passed back to Council for review.

This is a document which is used in current proposals of Guidelines in Societies’ Bylaws.

D. Haddleton proposed acceptance and R. McKee seconded.

Before a vote was taken Richard Mills spoke of his concerns. He stated that Social Media sites rightly or wrongly release frustration. He thought that this proposal could be conceived of as designed to stifle debate. He asked that the Council look at this again and bring back to a future meeting.

The Proposal was accepted by a majority and with 97 of the Proxy vote in favour.

David Shirres asked that the Website be updated with some sort of Forum included on it.

D. McGowan added that there would be a new Website as the current one is not fit for purpose and that Roy Tait has kindly offered to advise the Society.

At this point of the meeting F. Gradwell destroyed his membership card and intimated his resignation from PSPS.

8. Mr Nimmo’s Resolution regarding possible review of Membership Fees

Colin Nimmo talked about his proposal to increase fees for the Society and proposed they be adopted.

Gordon Stewart seconded his proposal.

In the voting there were only 5 plus 5 Proxy votes for and therefore the Proposal was not adopted. Douglas McGowan thanked Mr Nimmo for taking the trouble to consider the issue and make a proposal.

The formal business of the Meeting having completed there was a brief Open Forum

At the Conclusion of the Meeting, N. James thanked D. McGowan for having the courage to accept the Chairman’s role in 2013 during a very challenging time in the Society’s history.

He also reminded the Meeting that Douglas. He had played a pivotal role in the early preservation of Waverley in 1974/75.

Douglas. McGowan said he was delighted that Iain Dewar had agreed to be his successor and was confident that under his stewardship the Society was in good hands. He thanked Helen Dewar for allowing him to do it.

The meeting closed at 17.15