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AGM Minutes – 7th April 2019

The meeting opened at 11.00 hrs.

Executive Committee Members Present:

Doug Brodie (Chairman), Jim Cusiter (Hon Secretary), David Rice (Hon Treasurer), Tony Holley, James Robson.

Additional Trading Company Directors Present:

Derek Burke, Terry Brook, Rob Siddall, Graham Martin and Nigel Philpott

21 Further Members signed the Register of Attendance

1. Chairman’s Welcome Address

Doug Brodie (DB) welcomed members to the meeting and commented that, as in recent years, attendance from members was disappointingly low.

DB summarised another very successful year for Shieldhall in terms of ticket sales and catering but that increasing costs, particularly for fuel, means that we are not generating sufficient revenue to ensure the future of Shieldhall.  The inability to host events at Berth 110 is still a major concern but this is not likely to change until an alternative berth becomes available.  Fundraising is therefore a high priority going forward.

DB advised that David Morgan, who has been a member of the Executive Committee and our Legal Adviser, since its founding 30 years ago has been invited and accepted the position of a Vice-President.

2. Apologies had been received by the Secretary in advance of the meeting from:

Judy and Andrew Dibsdall, Carol and Barry Eagles, Leon Edwards, Lewis Folland, Paul Gosling, David Morgan, Gareth Peaston, John Phelps, Julian Shaw, Peter Sheppard, Paul Smith, Phil Stephens and John Thompson

3. Minutes of the AGM held on 8th April 2018

After a proposal from Graham Mackenzie, seconded by Monica Kitchenside, the minutes were approved as a correct record and signed by the Chairman.

4. Treasurers Report

Dave Rice (DR) informed the meeting that at the April meeting of the Executive Committee he had presented the Annual Report and Accounts of the Society which the ECM had approved and adopted.  

DR provided a detailed explanation of the key components of the accounts and highlighted the fact that although 2018 had been a successful sailing season this had only generated a small profit for the Trading Company due to high fuel prices.  Catering and the shop had continued to generate good contributions.  The overall income for the year including membership subs and donations amounted to approx. £75k.  This was however more than offset by expenditure which included drydocking in April 2018.  Although there are still current reserves attributed to previous filming contracts and bequests, annual costs are likely to continue to increase significantly due in part to an MCA requirement that the ship must drydock annually from 2020.  Fund raising must therefore be a high priority going forward.

After a proposal from Graham Mackenzie, seconded by Tony Purse, the Annual Report and Accounts were adopted by the membership.  A copy would be posted on the website.

Graham Mackenzie also proposed a vote of thanks to Dave Rice and the ECM for the excellent set of accounts and the way that the data had been presented.

5. Re-appointment of the Auditor

DR proposed to continue the practice of having the accounts independently audited and that the current auditor be re-appointed for that purpose. 

No objections were raised and after a proposal from Tony Holley, seconded by Graham Mackenzie, the meeting approved the continued appointment of the Auditor Messrs David Gamblin Chartered Accountants and authorised the Executive to agree and pay the audit fee.

6. Report of the Membership Secretary

Barry Quest (BQ) presented his report as Membership Secretary.  Membership continues to be stable at around 800 with 53 new members having joined during the year.  Approx. 60 annual members have still to pay their subscriptions, but it is expected that a significant number will pay after follow-up.

It was also reported that the ECM had recently agreed that the practice of issuing membership cards annually should be discontinued and that membership renewal for annual members would be acknowledged by a communication from the membership Secretary only.

7. Election of Executive Committee Members

The Chairman advised the meeting that in accordance with the Rules, four members of the Executive are required to stand down prior to each AGM and could offer themselves for re-election. This year, Doug Brodie, Jim Cusiter, Barry Eagles and Rosie Jacob have completed their term of office.  All have agreed to stand again and in the absence of any further nominations, Rule 41c determined that they are thereby re-elected.  Officers of the Society will remain unchanged; however the Chairman has indicated that he intends to step down within the next twelve months.

David Morgan, who has been on the Executive Committee for about 30 years as legal adviser has been invited to become a Vice President and has accepted the position.

8. Chairman’s Closing Remarks

In closing the formal part of the Annual General Meeting, the Chairman thanked all those past and present Executive Committee and Board members and all other volunteers whose involvement and contribution in many cases over several years has shown great dividends in the current excellent condition and high standard of the ship.  He also highlighted the great improvements in recent years in marketing and tickets sales generated in a large part by the efforts of Nigel Philpott and his team.

DB also advised the meeting that for family reasons, Derek Burke has indicated that he wishes to stand down as CEO of Solent Steam Packet (Services) Ltd but has agreed to continue to be available in the short term to allow a replacement to be found.  The Chairman thanked Derek for the experience and knowledge that he brought to the role and for his very significant contribution over recent years.

DB highlighted the fundamental importance of fundraising to meet rising costs and secure the future of Shieldhall.  He also indicated that the ECM had agreed to prioritise a target of increasing membership and more proactive recruiting of volunteers particularly to fill roles witin the management of the organisation.

The Secretary read a written message from volunteer Leon Edwards who was unable to attend the meeting but wished to propose a motion of

…..”grateful thanks to all weekend and Wednesday volunteers who do such a magnificent job and show true dedication in maintaining the “S S Shieldhall” without fail and in all weather. And grateful thanks should be given to those whose work is essential but not seen, whose contribution ensures the smooth running of the organisation.  In the short time I have been a member of the crew of the “Shieldhall” I have learnt that the “Shieldhall” is so much more than a tourist attraction, it’s a community, a family and a way of life.  So, Thank You, and may this coming season be a happy, sunny and profitable one.”

The motion was duly endorsed by the meeting.

Paul Smith had submitted two questions in relation to fundraising and it was agreed that response to these would be covered in the presentations planned to be given after conclusion of formal business.

The formal meeting closed at 11.30.

Provisional date for the next AGM is:

Sunday 5th April 2020

(Note: A decision was made by the ECM to discontinue Half Yearly Meetings)

Notes of reports presented upon completion of the AGM:

1. Solent Steam Packet Services Ltd. (The Trading Company) – Derek Burke (DJB)

DJB highlighted a good year for tickets sales in 2018 although returns were affected by the need to cancel sailings due to bad weather.  The significant contribution from the catering team was acknowledged.

The programme for the 2019 season is similar to last year although there had been some consideration given to including a trip to Weymouth which after review was not supported due to uncertainty of being able to cover costs.

ABP have placed restrictions on arrangements for parking near Berth 48 and work is in hand to find alternatives but this is likely to involve some costs for passengers.

Improvements are needed on the reception and engagement with visitors and passengers.  Consideration is being given to identifying crew members as ‘hosts’ to specifically liaise with passengers.

Discussions are still ongoing about alternative berths but no specific progress to report.

2. Marketing – Nigel Philpott (NP)

The launch of the 2019 programme has been brought forward to aid sales and this has proved very successful with approx. £36k committed on ticket sales to date.  Group bookings and interest from coach companies on packaged and themed visits are strong.  This will be continued through to 2020 with themed events around the 400th anniversary of the Mayflower departure.

Feedback from passengers on trips last year have been very positive and Shieldhall is currently listed on Tripdviser as the No1 attraction in Southampton.  Market research and feedback from passengers however has indicated that approx. 90% of those responding are not members and there therefore needs to be more efforts to encourage members to visit the ship. 

The ‘steam experience’ offering has got off to a good start with two Golden tickets already sold.

3. Marine Superintendent – Rob Siddall (RS)

Preparation is well underway for renewal of certification with the MCA for the new season.  This will include inspections onboard and an in-water survey of the hull.  This could be the last year that we are able to carry out an in-water survey since the MCA have issued a ruling that we must drydock annually from 2020.  A technical case is being prepared to seek dispensation from this requirement, but it is uncertain whether this will be successful.

4. Technical Superintendent – Graham Martin (GM)

GM reviewed the drydocking at Falmouth in 2018.  The drydocking went very well although there was some overrun in budget due to additional work being identified on the hull plating and from leaking rivets in way of bunker tanks. 

Maintenance work is well underway in preparation for the 2019 sailing season and in preparation for MCA inspections.  A shake down trip is planned for early May to be followed by the in-water survey of the hull prior to the sailing season start.

5. Fundraising – Doug Brodie (DB) and James Robson (JR)

DB/JR made a joint presentation on the initiatives being taken to increase fundraising.

At the present time, we are not generating enough income to cover our costs which going forward are likely to increase significantly if the MCA requirement to drydock annually is implemented.  Our berth location prevents us from generating income from functions held in the saloon and this is unlikely to change in the short to medium term.  Although there are reserves to meet short term needs, these reserves are reliant on past donations and bequests as well occasional filming income none of which can be relied upon for the future.

Profit generated at present is usually around £30k per year and there is estimated to be a shortfall of around £45k per year to cover costs.  We have been successful in acquiring HLF grants for capital projects in the past, but these are not available for routine operational costs.

JR is working to setup a Fundraising Sub-Committee of the ECM to focus efforts on fundraising and sourcing donations and sponsorship.  Key to success will be getting a high-profile individual to chair the sub-committee and act as the focal point of the fundraising efforts.  Our President and Vice-President have indicated their willingness to facilitate and support our efforts on fundraising.

The Trading Company Board have been challenged to find ways to grow the business and to raise an extra £20k in profits from current activities.

Members are also encouraged to get involved with fundraisings activities.  In response to a question from Paul Smith who had asked what resources will be made available to allow individuals to fund raise, it was confirmed that this will be developed as required.

Graham Mackenzie confirmed that an application had been made to the Heritage Fund (previously HLF) for a ‘resilience’ grant which would provide funding to help with activities such as develop a new business plan and operating model, undertaking a governance review and developing succession planning.  A decision is expected shortly.

All business was concluded at 1300.

JMC. Hon Secretary
23/04/2019