Please find the latest update from the WST Board below. This week’s update includes matters arising from the SGM and AGM, as well as details of the proposed expansion of the Trust’s secretarial team.
Once again, thank you to everybody who joined the two Zoom calls and to those who contributed to the process.
New Board Members
We would like to welcome Mark MacDougall and James Kelly to the Board of the WST, and welcome back Steve Lloyd. Following the AGM we have a Board of ten and we are required to have 12.
We will be looking to appoint two new co-opted Board Members as a matter of urgency. We are allowed five co-opted members under the rules but at this stage we are just looking to get up to strength. Further opportunities will be announced in due course.
- The new Board will meet this week to discuss potential co-opted members.
- Next week the Board will meet to receive training on being a Board Member and will then move on to appoint the Trust officers.
- The recent resolutions passed by the membership will be discussed and a schedule set for implementation.
- Resolutions which received a majority of votes but did not pass the required threshold will also be discussed. We need to listen to our membership and the work that we do should reflect their wishes.
The Road back to Normal
Delighted to announce that Stadium Manager Phil Bennett is back from furlough and working on the Safety Certificate for next season.
The legalities around this piece of work require that it is advertised publicly a month before any potential resumption. Welcome back, Phil.
Jamie Reckord signs for Wrexham AFC
Furthermore, we have our first new player through the door too. Welcome to Wrexham AFC, Jamie Reckord, who has signed a one-year deal after leaving Solihull Moors. You can read the full announcement here.
Wrexham Supporters Trust are looking to expand the Secretarial team.
Following our AGM there is a huge workload facing the Trust and the Secretary role will need to be strengthened in order to provide a full service to members, the WST Board and the various subcommittees.
There is a full job description listed below but essentially we are looking for people who can spare a few hours a week and would be happy to work as part of a small team that is working to move the Trust and the Club forward..
Some experience of Secretarial work would be great as would a knowledge of finance or the law but this is not essential.
These roles will be unpaid and there are no perks of any description on offer but it is interesting work and a real opportunity to help our club.
The Wrexham Supporters Trust board invite applications for people to work in the expanded Secretarial department. The job description for this role is below. If you feel you have the credentials, time and commitment to take up the secretary’s role then we would like to hear from you.
The Trust Board (which is the governing body of Wrexham AFC) consists mainly of board members with designated areas of responsibility together with co-opted board members.
Every Industrial and Provident Society must, by law, have a Secretary (The ‘Society Secretary’).
Responsibilities of the Secretary
1. The Society Secretary is an essential part of the team and acts as the organisation’s guardian.
2. The Secretary has the important role of monitoring the Trust’s affairs and ensuring that matters are dealt with in accordance with the Rules, legislation, Football Supporters Federation (FSF) policies, and good practice and to the benefit of the Members.
3. The Secretary is there to give impartial advice, follow best practice and good governance and to act in the best interests of the Society. The Secretary receives the trust communications and is responsible to the Society Board, and between Board meetings, to the Chair.
4. The Secretary protects the members’ interests and ensures that the constitution is followed properly and that the organisation is functioning properly.
5. The Secretary should be the most familiar with the constitution to enable advice to be given to the Board and any issues about interpreting the constitution should always be resolved after hearing the advice of the Secretary first.
6. The Secretary does not have a vote at Board meetings.
7. For WST, the roles of Membership Secretary and Website administrator are delegated to members of the Board but the Society Secretary is ultimately responsible for ensuring that the tasks associated with these roles are carried out according to the Rules.
8. In particular the Society Secretary must ensure that:
· Records are kept of meetings, agendas, minutes and (in conjunction with other Board members) returns to the Financial Services Authority and SD
· A register of members is kept and regularly updated
· A file is kept which includes the above and other material which records the work of the Trust
· The AGM, other general meetings and elections to the Board are carried out in line with the Rules
· With the Treasurer, ensure that audited accounts and returns are processed and sent off as required
· Ensure that all Trust members have relevant information before and after meetings
· Prepare agendas in conjunction with the Chairperson and take minutes from Board meetings
· To take advice from other sources including legal and financial advice where this is necessary and where the committee does not have the required expertise.
- Commitment to attend meetings and accept responsibility for the performance of key tasks as allocated by the Board and/or membership
- Commitment to the values of the Trust
- Commitment to support all motions and initiatives undertaken by the Board
- Committed to undertaking all key tasks defined in the Secretary’s job description
- Strength of character to ensure that the membership’s interests are protected
- An understanding of the Trust movement and the aims and objectives of the Trust
- Management skills
- Administrative skills
- Well organised and conscientious
- Have tact and discretion
- Communication skills
- Be methodical and reliable
- Be able to maintain confidentiality
- Be able to react to opportunities and make decisions [Training for aspects of the Secretary role will be available]
- Trust members. Under the law governing Industrial and Provident Societies, the members are the most important people. The Trust belongs to them, so the Secretary’s responsibility ultimately is to them, not the Board
- Trust Board- subject to the above
Please email firstname.lastname@example.org by Friday 21st August 2020.
AGM/SGM Any Other Business
Some queries arising from both of the recent meetings
From the SGM – Are the HOTs legally binding when signed?
We have taken legal advice in order to provide the answer to the question. The majority of the terms are not legally binding (save for those that are, that are listed below). They provide a summary of the agreed terms which will then be included in more detail, in the relevant legal documentation to put them into effect, namely in this case, the Lease.
You will note that this is reiterated in the introductory paragraph to the heads of terms as published as part of the SGM pack. If you scan forward to Clause 27 this again reiterates that it is subject to amongst other things, legal agreement, the formal approval of WCBC, Planning Permission, the discharge/modification of the restrictive covenant, carrying out satisfactory surveys, demonstrating the required funding is in place and the WCBC obtaining Planning Permission for the 9 acre site for use as a primary school.
The rest of the Heads of Terms from 27, 28, 29 and 30 are deemed to be legally binding.
It is our view that it would be extremely unlikely for WCBC to attempt to alter any of the heads of terms agreed as they have been discussed in good faith over a significant duration of time and the attempt to change them would be an unpopular step to take.
What is the current Adult membership please?
In regards to the board minutes that were produced that falsely labelled Don Bircham’s loans to the club as unauthorised can the only two directors of the football club Mark Williams and Gavin Jones clarify whether they knew about the loans or not?
Mark was told but had no recollection of the transaction which was five years ago and at a time when he was not as hands on as he is now. Gavin did not know. We published what we understood were the facts but subsequently an email came to light which did not corroborate that. We changed the minutes and apologised to Mr Bircham.
Why wasn’t Manny Smith’s contract extension announced?
The Manager at the time did not want to publicise the contract extension and then Manny got injured.
Has Carl Darlington re-signed?
At this point in time no. It is the usual approach in football that the manager gets to select his backroom team within the budget provided by the club and we have always worked this way. We have provided Dean Keates with his budget and it will be up to him to select the backroom team that he wants within it.
Did Bobby Grant sign a two-year contract in summer 2019 or a one year contract in 2019 and then another one year contract in 2020?
Bobby Grant signed a contract when he joined, that enabled him to exercise an option on an extension for a further two years at a lesser amount should we remain in the National League, and not get promoted to the EFL, at the end of the 2018/19 season. Bobby exercised that option in the summer of 2019.
Rule 59 states that the WST Board should have a minimum of 12 members. It is my understanding that two resignations in April 2020, reduced the number of board members to fewer than 12. Does this mean that this meeting and the SGM are in contravention of Rule 59 and thus any decisions made are null and void?
No. Both meetings were called under Rule 67 which provides for this purpose.
67. In the event that the size of the Society Board should drop below the minimum number of members prescribed in these Rules, the Directors may act to increase their number or to call a General Meeting of the Society, but for no other purpose.
We called an AGM which was the vehicle to bring the Board up to full strength and we set up the SGM to manage the large amount of business that we had to transact. We did look at temporary co-opted board members but Rule 65 prevented that solution.
65. The Society Board may at any time co-opt any Member of the Society or the representative of an organisation which is a Member to fill a casual vacancy in the Board of Directors, provided that at no time shall more than one-third of the members of the Society Board be co-opted members. A casual vacancy shall be deemed to exist if the number of Directors should drop below the minimum prescribed in these Rules or below the number elected at the preceding Annual General Meeting.
Had we co-opted the two extra Board members the ratio would then have been seven elected and five co-opte, which means that co-opted would have been more than a third of Board Members. The election was the only way of dealing with this.
Who makes First Team Manager decisions?
Selection of the First Team Manager is an Operational Board Process with members of the WST Board involved. Decisions on hiring or removal of First Team manager must be ratified by the WST Board, as was the case with the decision to part company with Bryan Hughes and to reappoint Dean Keates.
Should Dean Keates position be reviewed at points in a season?
We work constantly with the First Team Manager at Wrexham AFC. They attend every Board meeting and present back to the Board on a range of topics including team performance.
How do the board want to unite the fan base behind Dean when a majority of fans didn’t want him?
There is no evidence of that assertion. Dean did a good job in his first spell here and we hope fans will unite behind him when results improve.
Should board members offer resignations over the Bryan Hughes appointment?
Ultimately things did not work out for Bryan Hughes at Wrexham AFC despite his experience as a Premier League footballer for many years and his strong affinity for the club, and him achieving almost two points per game when first hired for the end of the 2018/19 season.
Not every decision at a football club will be the right one and we understand the frustration of supporters, as we feel it ourselves, about the poor season just gone. We have since moved on and have every confidence that we will see a much better season in 2020/21.