News for Members
Waverley Companies : Some Changes and Chief Executive Appointment : PSPS Chairman Explains
1. The Boards – Improvements in Working Arrangements
Two companies are involved in the ownership and operation of Waverley – Waverley Steam Navigation Company Ltd (WSN) and Waverley Excursions Ltd (WEL). It’s a structure that has stood the test of time, but there are downsides. One is potential delays in decision making as issues can be referred from one board to another and back again, sometimes with the cycle repeating. It’s also difficult to justify having one board sitting above another board in its turn sitting above a very small number of employees. And some members have always been common to both boards.
After some debate over the last year both boards agreed to hold joint meetings, move towards common membership (with at least one member who is not on both boards) and to slim down to manageable proportions. WSN had already reduced by four directors. The separate legal entities would be maintained with the minutes making clear which decision was proper to each company. The great advantage of this was that all decisions would be made in the same room with the participation of all directors without the need to refer backwards and forwards. Advice was taken both from lawyers and the Office of the Scottish Charity Regulator (OSCR).
The first of these joint meetings has taken place and was pronounced a great success. One experienced member said “This should have been done years ago: removes any them-and-us-ness.”
The next step was to reduce the number of directors from the then fourteen down to a more manageable number and all directors were asked to consider whether they wished to continue.
PSPS appoints two directors to each board. Although it was recognised that it was for PSPS to decide on its nominees it was clearly helpful for PSPS to consider whether it wanted to maintain four individual directors.
Last Saturday PSPS Council – the charity trustees – debated the issue. After a lot of discussion it agreed by a large majority that it supported the boards’ decision to hold joint meetings, move towards common membership and shrink in size. It confirmed that it would continue to exercise its rights to appoint two members to each board but agreed that it would normally only appoint two individuals, each to be appointed to both boards, provided that the companies made reductions in the number of other directors. John Megoran, already a WEL director, was nominated to the WSN board and Paul Semple, already a WSN director, was offered appointment to the WEL board. Finally Council thanked the two previous PSPS nominee directors who had resigned before the meeting for their contributions. By their resignations they had facilitated the reduction from four nominees to two.
So to summarise:
- The companies remain separate legal entities, but the boards meet jointly to improve direction of the Waverley businesses
- It is intended that most directors will be common to both boards and numbers will reduce
- PSPS still appoints two directors to each board but, to help the companies make desirable changes, will normally appoint the same two individuals to both boards.
2. Waverley Excursions Ltd Chief Executive Appointment
A while ago there was a posting about the process for recruiting a new Chief Executive. Members are probably eager to hear what happened.
There was a high response rate and five people were eventually selected for final interview. None however could join before Kathleen O’Neill was due to leave. One of the key responsibilities of the Chief Executive is to take ultimate responsibility for the efficiency of the management systems which ensure safe operation of Waverley. Other important functions of the job apart, it is not possible to operate the ship without a chief executive being in post. Kathleen was therefore asked if she would remain with the company to ensure the ship could continue to sail. She agreed to do so.
The PSPS Council of Management discussed the outcome last Saturday. On Douglas McGowan’s suggestion it unanimously passed a motion supporting the decision and agreeing that Kathleen O’Neill was the best person to carry the operation through. Council was grateful that she gave up another opportunity in order to help Waverley.
[signature name=”Iain Dewar” role=”PSPS National Chairman”]