PUBLIC MINUTES OF THE MEETING OF COUNCIL - March 2006
Public Minutes of Council Meeting 11th March 2006 at NCVO Building, London
Present:
MKT Mike Todd
MA Marcus Allen
II Ian Irvine
AH Adrian Hall
HG Harry Gould
TM Tony Marshall
MT Mary Tetley
DD David Dixon
AC Anne Clarke
DE Deric Ellerby
AR Tony Reed
KL Keith Lawrence
AM Andy Moll
EC Ernie Crook
JB John Betts
EH Edward Haynes
BH Bob Healey
WD Wendy Davies
MDA Mark Allen
Apologies
Clare Peddie.
Minutes of previous meeting
MA proposed the adoption of the minutes of the previous meeting, seconded by AR, unanimous.
Matters arising
There were no matters arising other than were included in the day's Agenda
Email ratification:
There was an email vote request for approval of the Budget 2006 as per the re-circulated budget - 12 for, 1 against, 1 abstention.
Annual Report and Accounts - Adrian HallJohn Gardner, from Gardner Salisbury Ltd, the new BSAC auditors, was invited into the meeting..
AH explained the content of the income & expenditure account and the operating deficit for the year, and how the release of the Japanese income had affected the performance for the year of 2005.
AH confirmed the changes in income and expenditure in the year and explained what effect there had been on the different income and expenditure lines. There has been a saving of 60k on expenditure in 2005, excluding the project Neptune expenditure.
He explained the change in accounting policy that was recommended to the BSAC by the Auditors and the effect this had had on the balance sheet for 2005.
II asked if Council could feed back to WD any amendments to the list of Life Members, etc.
II spoke on behalf of the audit committee. II explained that the audit committee had reviewed the accounts and II thanked WD and AH for the timely delivery of a very complete set of accounts for audit.
II asked John Gardner to present his report and findings to Council.
JG gave a brief history of his audit firm, Gardner Salisbury Ltd and the way the practice is set up.
He stated that he felt that it is the auditor's responsibility to speak to the board in an overview position rather than in a more detailed position, which they feel is the responsibility of the Treasurer. He confirmed that the internal procedures within the BSAC accounting function are strong, robust and reliable. JG confirmed that it is the intention of GS to produce an interim report in 2006 to test financial controls and confirm reliance on the integrity of the internal controls. JG explained the recommendation to change the accounting policy that was made to the audit committee and why this change was recommended. He feels that, with the recommended amendment, the accounts present a robust set of figures. KL asked JG to give marks out of ten for accounting competence - JG stated that he felt BSAC were in a position of 8.5 - 9 out of 10. He further stated that most not-for-profit organisations were in the region of 5.
II confirmed that some time was spent during the year in choosing new accountants. He stated that he felt that the BSAC had appointed a quality firm of auditors and this had already been borne out to some degree, he felt this would be borne out more fully going forward as the relationship develops. He stated that the audit committee recommended that Council adopt the accounts as they have been presented. II confirmed that Council needed to be extremely clear that the accounts were being approved by them and they must be clear on their responsibilities. II asked Council to consider the content of page 1 to 21 and be clear that they must speak up if there were any observations. He asked if Council felt they had been given enough information and that they had been given an opportunity to ask questions. II confirmed that the audit report for 2005 was completely clean and this should be pleasing to Council. Council confirmed they were happy with the related part transaction statement included in the accounts. II also asked Council to confirm that they were happy with the expenses statement at note 17.
II wanted to draw Council's attention to the BSAC International Ltd Accounts. The audit committee wanted some amendments to the BSAC International Accounts in relation to the notes. MA asked for a vote of thanks to MT, WD and the team for an excellent audit process, a further vote of thanks to AH for all of his efforts to complete the audit, a thank you to the audit committee and finally a vote of thanks to the Auditors and the hopes that this is a long and fruitful relationship.
Adoption of the annual report for 2005 was proposed by MA, seconded by AM. Carried with 1 abstention.
Jubilee Trust Accounts 2005 - Harry Gould
HG thanked the club for including the trust accounts as this gives the Trust the publicity it needs to receive award applications. HG gave a brief overview of the content of the accounts and the awards that had been made. HG asked if there were any questions from Council. II asked HG to explain how the Trust generates cash. HG stated that there is only two main sources of income, from bank interest and a contribution from the Ken Bacon Trust. HG confirmed that the Trust would like to receive more applications.
Chairman's Report - Marcus Allen
Sport England - Clubmark is progressing. MA feels that local authorities will continue to develop Clubmark and the monetary awards/ concessions they will make. MT and MC are setting up templates.
MCS - the Club is working more closely with Marine Conservation Society - MA proposed that Council agree to BSAC working more closely with MCS, seconded by AC, unanimous.
II confirmed that the relationship should be established with their Council. MA will establish contact details and see if local contacts can be made with any members of BSAC Council.
MA confirmed that Eastbourne Branch were disappointed that they had been missed out from an article about Eastbourne that had appeared in Dive Magazine. MA has asked Dive to make sure they liaise when they are covering this type of story. He has also asked Dive to use the Branch locator when setting up this type of coverage.
. MA is to post a response on the website regarding the underwater heritage review. EC asked if the initiative was a UK based initiative or an international one. MA confirmed that it started as a UNESCO initiative.
MA confirmed that Goodform are an organisation that will undertake an internal commercial audit which will cover income generation, membership recruitment etc. EH asked when the report from Goodform would be available, MT confirmed that the report would be presented to Council at the May 2006 meeting. AR asked if David Teasdale could visit a couple of Branches as part of his audit. MT is to arrange 2 Branch visits.
Operation Manager's Report - Mary Tetley
Project Neptune - following successful implementation the system has taken careful management in order to keep the process seamless from an external viewpoint. Phase 2, events will take longer and will need more careful management to implement. MT confirmed that the membership department staff and Chris Horan are still working long hours to manage the process. MT asked Council to be tolerant whilst the implementation process of Project Neptune is still ongoing. MA asked for any urgent Council requests for information to be sent via him.
MDA asked how many Life Members there are. MA confirmed there are approximately 360. MDA asked if the new style membership cards could be issued to replace the old style cards. MT is to investigate.
Direct debit - a communication to Branch Treasurers as well as Secretaries has been sent out. This will be followed up with a further communication to all Branch committee members. Piloting will be set up next week. Branches have been selected to take part.
The Branch Survey showed that the majority of Branches were interested in direct debit.
MT thanked AM for his help in analysing the return of information from the Branch survey. MA asked for a presentation on the survey results for the next meeting in May 2006.
LIDS 2006 - aiming to be more focussed this year on sales generation. Stats have been prepared showing what the costs of attendance at the show relate to.
MA will speak to staff when next at HQ to thank them for their efforts in relation to the implementation of project Neptune.
NDO's Report - Clare Peddie (missed the meeting)
EH and AM asked for the guidance from NDC on PADI AOW depth recognition as soon as possible, in the NDO's report the due date is March 2006.
Council thanked CP for the completeness of the information in the NDC minutes.
Treasurer's Report and Budget Proposals
AH showed the cashflow performance for 2006 to March. He confirmed that subscription income is stable for 2006.
MA showed Council a report showing the trend in membership statistics for the last 5 years. These showed a significant trend towards a reduction in the decline in the membership figures during this period.
DD felt that a disproportionate low amount was spent on the majority of "ordinary" divers as compared to the more experienced and better qualified divers.
Council agreed that AM and KL could proceed with the Branch Website initiative previously circulated. KL stated that there may be a small risk associated with this project but there is no budget requirement.
BH stated that he had been asked by MC to send information to the BSAC centres on how and where to conduct snorkel training.
Come & Dive campaign - EH asked for regional advertising to include Scotland, Wales and Ireland, as well as England. DE asked for the Thai Tourist Board to be contacted to see if they can offer sponsorship. AM is to give MT some assistance in contacting industrial sponsors.
Go Dive Campaign, KL - encourage Branches to get spare spaces in their Branch boats filled with divers that are not members. MT confirmed that a campaign could be put together in time with a budget allocation. EH proposed that Council allocate 10k to this project, Council agreed.
Websites - KL asked for the 'join BSAC' page to be reviewed. MDA stated that this part of the site is hard to navigate.
You're Welcome - to get other agency divers to dive with our Branches and perhaps get them to join without having to crossover etc - should be incorporated as part of Go Dive.
Under 8 members Branches - Council decided to continue to support.
BSAC Direct link - to Branches - needs a volunteer to work up a proposal.
Student magazine - MA has asked a number of students who had attended an IFC, if they would purchase a magazine from BSAC - the consensus of opinion was that it would be easier to sell membership if it included the Magazine as part of the package.
MA proposed that Council allocate a budget to Come & Dive, seconded by MKT,
1 abstention, carried.
MA proposed that Council allocate a budget to Go Dive, seconded by MKT,
unanimous.
Council to give JW authority to finalise the design of the website. Council did not like the
Logo change that KL proposed and this was not approved. Council approved this to
move forward, unanimous.
Other Matters
Council considered the Travel Review Proposals submitted by DD. He pointed out that there were some changes to the PTPs with certain budget implications. There was the possibility of setting up a scheme with high street tour operators which would feed new divers into BSAC Centres.
CEN standards - European normal standards - there was a project for BSAC obtaining these standards, other European countries have obtained approval and it is vital that BSAC move towards obtaining the standards to keep up. DE to bring a revised budget to Council for consideration.
Present:
MKT Mike Todd
MA Marcus Allen
II Ian Irvine
AH Adrian Hall
HG Harry Gould
TM Tony Marshall
MT Mary Tetley
DD David Dixon
AC Anne Clarke
DE Deric Ellerby
AR Tony Reed
KL Keith Lawrence
AM Andy Moll
EC Ernie Crook
JB John Betts
EH Edward Haynes
BH Bob Healey
WD Wendy Davies
MDA Mark Allen
Apologies
Clare Peddie.
Minutes of previous meeting
MA proposed the adoption of the minutes of the previous meeting, seconded by AR, unanimous.
Matters arising
There were no matters arising other than were included in the day's Agenda
Email ratification:
There was an email vote request for approval of the Budget 2006 as per the re-circulated budget - 12 for, 1 against, 1 abstention.
Annual Report and Accounts - Adrian HallJohn Gardner, from Gardner Salisbury Ltd, the new BSAC auditors, was invited into the meeting..
AH explained the content of the income & expenditure account and the operating deficit for the year, and how the release of the Japanese income had affected the performance for the year of 2005.
AH confirmed the changes in income and expenditure in the year and explained what effect there had been on the different income and expenditure lines. There has been a saving of 60k on expenditure in 2005, excluding the project Neptune expenditure.
He explained the change in accounting policy that was recommended to the BSAC by the Auditors and the effect this had had on the balance sheet for 2005.
II asked if Council could feed back to WD any amendments to the list of Life Members, etc.
II spoke on behalf of the audit committee. II explained that the audit committee had reviewed the accounts and II thanked WD and AH for the timely delivery of a very complete set of accounts for audit.
II asked John Gardner to present his report and findings to Council.
JG gave a brief history of his audit firm, Gardner Salisbury Ltd and the way the practice is set up.
He stated that he felt that it is the auditor's responsibility to speak to the board in an overview position rather than in a more detailed position, which they feel is the responsibility of the Treasurer. He confirmed that the internal procedures within the BSAC accounting function are strong, robust and reliable. JG confirmed that it is the intention of GS to produce an interim report in 2006 to test financial controls and confirm reliance on the integrity of the internal controls. JG explained the recommendation to change the accounting policy that was made to the audit committee and why this change was recommended. He feels that, with the recommended amendment, the accounts present a robust set of figures. KL asked JG to give marks out of ten for accounting competence - JG stated that he felt BSAC were in a position of 8.5 - 9 out of 10. He further stated that most not-for-profit organisations were in the region of 5.
II confirmed that some time was spent during the year in choosing new accountants. He stated that he felt that the BSAC had appointed a quality firm of auditors and this had already been borne out to some degree, he felt this would be borne out more fully going forward as the relationship develops. He stated that the audit committee recommended that Council adopt the accounts as they have been presented. II confirmed that Council needed to be extremely clear that the accounts were being approved by them and they must be clear on their responsibilities. II asked Council to consider the content of page 1 to 21 and be clear that they must speak up if there were any observations. He asked if Council felt they had been given enough information and that they had been given an opportunity to ask questions. II confirmed that the audit report for 2005 was completely clean and this should be pleasing to Council. Council confirmed they were happy with the related part transaction statement included in the accounts. II also asked Council to confirm that they were happy with the expenses statement at note 17.
II wanted to draw Council's attention to the BSAC International Ltd Accounts. The audit committee wanted some amendments to the BSAC International Accounts in relation to the notes. MA asked for a vote of thanks to MT, WD and the team for an excellent audit process, a further vote of thanks to AH for all of his efforts to complete the audit, a thank you to the audit committee and finally a vote of thanks to the Auditors and the hopes that this is a long and fruitful relationship.
Adoption of the annual report for 2005 was proposed by MA, seconded by AM. Carried with 1 abstention.
Jubilee Trust Accounts 2005 - Harry Gould
HG thanked the club for including the trust accounts as this gives the Trust the publicity it needs to receive award applications. HG gave a brief overview of the content of the accounts and the awards that had been made. HG asked if there were any questions from Council. II asked HG to explain how the Trust generates cash. HG stated that there is only two main sources of income, from bank interest and a contribution from the Ken Bacon Trust. HG confirmed that the Trust would like to receive more applications.
Chairman's Report - Marcus Allen
Sport England - Clubmark is progressing. MA feels that local authorities will continue to develop Clubmark and the monetary awards/ concessions they will make. MT and MC are setting up templates.
MCS - the Club is working more closely with Marine Conservation Society - MA proposed that Council agree to BSAC working more closely with MCS, seconded by AC, unanimous.
II confirmed that the relationship should be established with their Council. MA will establish contact details and see if local contacts can be made with any members of BSAC Council.
MA confirmed that Eastbourne Branch were disappointed that they had been missed out from an article about Eastbourne that had appeared in Dive Magazine. MA has asked Dive to make sure they liaise when they are covering this type of story. He has also asked Dive to use the Branch locator when setting up this type of coverage.
. MA is to post a response on the website regarding the underwater heritage review. EC asked if the initiative was a UK based initiative or an international one. MA confirmed that it started as a UNESCO initiative.
MA confirmed that Goodform are an organisation that will undertake an internal commercial audit which will cover income generation, membership recruitment etc. EH asked when the report from Goodform would be available, MT confirmed that the report would be presented to Council at the May 2006 meeting. AR asked if David Teasdale could visit a couple of Branches as part of his audit. MT is to arrange 2 Branch visits.
Operation Manager's Report - Mary Tetley
Project Neptune - following successful implementation the system has taken careful management in order to keep the process seamless from an external viewpoint. Phase 2, events will take longer and will need more careful management to implement. MT confirmed that the membership department staff and Chris Horan are still working long hours to manage the process. MT asked Council to be tolerant whilst the implementation process of Project Neptune is still ongoing. MA asked for any urgent Council requests for information to be sent via him.
MDA asked how many Life Members there are. MA confirmed there are approximately 360. MDA asked if the new style membership cards could be issued to replace the old style cards. MT is to investigate.
Direct debit - a communication to Branch Treasurers as well as Secretaries has been sent out. This will be followed up with a further communication to all Branch committee members. Piloting will be set up next week. Branches have been selected to take part.
The Branch Survey showed that the majority of Branches were interested in direct debit.
MT thanked AM for his help in analysing the return of information from the Branch survey. MA asked for a presentation on the survey results for the next meeting in May 2006.
LIDS 2006 - aiming to be more focussed this year on sales generation. Stats have been prepared showing what the costs of attendance at the show relate to.
MA will speak to staff when next at HQ to thank them for their efforts in relation to the implementation of project Neptune.
NDO's Report - Clare Peddie (missed the meeting)
EH and AM asked for the guidance from NDC on PADI AOW depth recognition as soon as possible, in the NDO's report the due date is March 2006.
Council thanked CP for the completeness of the information in the NDC minutes.
Treasurer's Report and Budget Proposals
AH showed the cashflow performance for 2006 to March. He confirmed that subscription income is stable for 2006.
MA showed Council a report showing the trend in membership statistics for the last 5 years. These showed a significant trend towards a reduction in the decline in the membership figures during this period.
DD felt that a disproportionate low amount was spent on the majority of "ordinary" divers as compared to the more experienced and better qualified divers.
Council agreed that AM and KL could proceed with the Branch Website initiative previously circulated. KL stated that there may be a small risk associated with this project but there is no budget requirement.
BH stated that he had been asked by MC to send information to the BSAC centres on how and where to conduct snorkel training.
Come & Dive campaign - EH asked for regional advertising to include Scotland, Wales and Ireland, as well as England. DE asked for the Thai Tourist Board to be contacted to see if they can offer sponsorship. AM is to give MT some assistance in contacting industrial sponsors.
Go Dive Campaign, KL - encourage Branches to get spare spaces in their Branch boats filled with divers that are not members. MT confirmed that a campaign could be put together in time with a budget allocation. EH proposed that Council allocate 10k to this project, Council agreed.
Websites - KL asked for the 'join BSAC' page to be reviewed. MDA stated that this part of the site is hard to navigate.
You're Welcome - to get other agency divers to dive with our Branches and perhaps get them to join without having to crossover etc - should be incorporated as part of Go Dive.
Under 8 members Branches - Council decided to continue to support.
BSAC Direct link - to Branches - needs a volunteer to work up a proposal.
Student magazine - MA has asked a number of students who had attended an IFC, if they would purchase a magazine from BSAC - the consensus of opinion was that it would be easier to sell membership if it included the Magazine as part of the package.
MA proposed that Council allocate a budget to Come & Dive, seconded by MKT,
1 abstention, carried.
MA proposed that Council allocate a budget to Go Dive, seconded by MKT,
unanimous.
Council to give JW authority to finalise the design of the website. Council did not like the
Logo change that KL proposed and this was not approved. Council approved this to
move forward, unanimous.
Other Matters
Council considered the Travel Review Proposals submitted by DD. He pointed out that there were some changes to the PTPs with certain budget implications. There was the possibility of setting up a scheme with high street tour operators which would feed new divers into BSAC Centres.
CEN standards - European normal standards - there was a project for BSAC obtaining these standards, other European countries have obtained approval and it is vital that BSAC move towards obtaining the standards to keep up. DE to bring a revised budget to Council for consideration.
Page last modified: 1st Nov 2006 - 12:17:08