On Wed, September 10, 2008 16:11, David Gerard wrote:
2008/9/10 Thomas Dalton
<thomas.dalton(a)gmail.com>om>:
PS Why couldn't v1 get charitable status? All
it requires is one
letter to HMRC... I thought the problems were with bank accounts.
I don't understand the details and don't pretend to really. Alison?
James was the one who hit this particular buffer. We had all the paperwork
for the Commissioners ready to go and completed *except* for one
requirement. This requirement wasn't something that could be sent on
later. That one datum was the bank account details.
*Why* the Charities Commissioners particularly needed details of the bank
account I never quite worked out, given I'd have thought it was about the
Group (Corporate, individuals) structure and involvement, but they do and,
as we didn't have the details to put on the form, it wasn't sent on.
We had in place all the structures that people are now re-discussing
(though "re-inventing the wheel" when some of the applicable laws have
changed in different extents makes sense) and though I - and the other
people who have worked on WMUK(v1) wpuld much rather be able to be in a
position where we can say "We done this!", as David has said a number of
times, we've got to the point of 'burn out' on going around the loop many
times without success (or as I think of it, "Can I stop hitting my head on
this big hard brick thing now plskkthxgdby").
Given WER was rejected for bank accounts at least twice (might have been
more) it is clearly better that something other than WER Ltd tries the
next time around as otherwise records will be looked at again and probably
declined, such is the way of the British banking system. "You are in a
little maze of twisting passages, all different" applies.
btw, re Ross' "Yes, but the initial board will be voted into place before
the company is formed. So company law does not apply to that initial
board." Company Law applies to *all* Boards, no question whatsoever.
Someone who is the signatory to the founding documents (AoA,MoA) of a
Company is bound by those documents in every sense of the word and is
obliged, by law, to act in the best interests of the Company (not, note,
the people who put them in that position).
On the getting rid of Board members, take a look at WER documents and you
will see that I put in mechanisms to do so (and also protections for Board
members too), indeed WER Ltd made use of these provisions to remove the
first (non-functioning-and-completely-AWOL) Treasurer.
On the 'physicality' front for meetings, etc. again we took great care to
ensure WER/WMUKv1 had the powers to do this and defined it to permit ways
that the default presumption of online/electronically doesn't.
On Andrew's "I think it could be described as an "interim" board
because
it will only last three months and wont be doing much of substance." Be
careful here; This first Board will be the one setting up relationships
with banks and the Charity Commissioners, and as such they are *totally*
doing things "of substance". The success or otherwise of WMUKv2 will be
based on the capabilities, qualities, and backgrounds (financial and
otherwise) of the individuals who form that first Board. I would also
suggest that while "three months" is a great target to aim for (WMUKv1
intended a similar schedule) you really don't want to change the people
involved part-way through the paperwork and it might very likely take
longer than three months to get that paperwork completed and the Company
recognised as a Charity.
Alison