ALL MEMBERS ! Please fill out those proxy forms..!!

[dmole]

The LAA elects a Board to manage its affairs. Board members are obliged by the rules to keep the proceedings of the Board confidential. There are very good reasons for this. There are other equally good reasons for keeping prospective legal proceedings - or the threat of them - confidential. Indeed the confidentiality of legal advice, which will inevitably be bound up with factual allegations, is enforceable by law. That is not to mention the sound practical reasons for keeping legal correspondence and discussions confidential: publishing one side without the other will probably not make much sense ; publishing all of it may make a peaceable settlement of a dispute almost impossible. Allegations can be made that are at least offensive and possibly defamatory and best not resurrected publicly. Far from quietening speculation and conspiracy theories it would probably do the opposite.

As Company Secretary (if I was asked, which I haven't been) I would advise the Board very strongly indeed against making public any correspondence about prospective legal proceedings. It would be wrong in principle. If a little speculation is the price of that, it is a price worth paying.

[dmole]

One or two friends have asked me to explain how I can propose my motion and still say I am not advocating any particular vote. The fault is obviously mine in not making myself clear. So here goes –

• What Tracey wants (I think) is reinstatement of her award.
• Her/Stewart’s motion doesn’t actually ask for reinstatement. If passed it would leave the dispute in confusion and continuing.
• My motion IS clear in what it proposes. The vote on it puts the matter beyond any further argument: YES = reinstate / NO = do not reinstate.
• To provide maximum clarity my motion had to propose reinstatement. Suppose I proposed the award should not be reinstated – and it failed? Would that count as a vote for re-instatement or not? Tracey’s motion doesn’t actually ask for reinstatement, so if it passed there would still be no positive motion for re-instatement. But if Tracey’s motion also failed but got more – or less – votes than mine? What then?

What I most want to see for the good of the LAA is a clear and unequivocal answer. So vote as you please. I know how I shall vote -but I am not trying to influence you oneway or the other.

[dmcnicholl]

@ David Mole, thank you for clarifying the nuanced reasoning behind your motion.

[jangiolini]

Thanks David for your explanation it makes sense in both your posts.
John.

[neilmurg]

@DavidMole thanks for that clear explanation, I'm sorry that it was necessary.
If only there was away that this unhelpful distraction could be ended without further rancour...|

neilmurg 042413

[ziggy]

The LAA elects a Board to manage its affairs. Board members are obliged by the rules to keep the proceedings of the Board confidential. There are very good reasons for this.

Hi David
I understand the Directors Code of Conduct requires directors to maintain confidentiality of anything deemed confidential but are you saying that ALL board business is confidential and that board minutes are not available for viewing by members?
If that is the case, what are the good reasons and who holds the board to account?

One or two friends have asked me to explain how I can propose my motion and still say I am not advocating any particular vote.

Also, I understand you are not advocating any particular vote but the Chairman has very clearly stated his support for a particular outcome. Is this good practice given his position of influence and his unusual voting powers. In most organisations the Chair remains impartial unless a deciding vote is required.
Would it have been sensible to include some supporting statements with an opposing view to avoid any allegation of trying to influence the outcome. Especially for those magazine or website viewers who don't visit this forum?

[Jonathan Holland]

Told to delete, so deleted

[Chris Martyr]

• To provide maximum clarity my motion had to propose reinstatement. Suppose I proposed the award should not be reinstated – and it failed? Would that count as a vote for re-instatement or not? Tracey’s motion doesn’t actually ask for reinstatement, so if it passed there would still be no positive motion for re-instatement. But if Tracey’s motion also failed but got more – or less – votes than mine? What then? .

Sorry if I appear to only be taking this semi-seriously but ; I am minded of the old Monty Pythons sketch about the, " Royal Society for Putting Things On Top of Other Things" .

Coupled with the other similarity from the Python sketch about "The Boys From the M.C.C." makes one wonder how much more Pythonesque this all going to get !

Please , please please ; After Oct21st let's hope it'll be ;

"And now for something completely different" .

[Bill McCarthy]

dmole - if board proceedings are confidential, how (from her supporting statement) did TCT come to know that the original motion was libellous, requiring the redraft ?
Harry, with all due respect, I take it from your post that you have surrendered you position on the Awards Group.
“bile” is a word used a lot in the defence of this award. Is it too much to ask that the record be set straight, once and for all ?

[Mike Cross]

The solution to our mess is simple and revolves around ONE question, which I pose below.

We appoint people to make decisions on our behalf. If we are unhappy with their performance there should be a motion of no confidence, which, if passed ought to result in the person(s) concerned stepping down or being removed from their post.

The awards committee made a decision based on information available to them at the time. They subsequently revisited their decision and decided it should stand.

Their decision was then overturned by a vote at the 2016 AGM.

The ONE simple question that I suggest should be addressed is “Was it right to allow the decision of the awards committee to be overturned in this way?” The answer to that has nothing whatsoever to do with the rights and wrongs of the spat between the two principals and their supporters.

If you start with that question, rather than the intricacies of the argument between the protagonists (which is no business of the LAA) it's easy.

To my mind it was wrong to allow the decision to be overturned in this way, in the same way that it would be wrong to allow a decision by the CEO or our airworthiness experts to be overturned by a vote of the members. If Francis made a decision that someone didn’t like should that person be able to overturn it by a simple majority at an AGM?

[Brian Hope]

Hi Mike, your reasoning sounds fine, up to a point, but there has to be redress when somebody is unhappy with a decision made by the board or staff. I don't like this fiasco any more than you do and would be delighted if it wasn't happening. But supposing the Board decided that they were going to do something I was completely opposed to, let's say they felt that old wooden aeroplanes were a liability they were no longer prepared to carry. If we also had a system whereby the Board decided which Motions they would allow and which they wouldn't, or were able to say “The Engineering Committee has reviewed the issue and we are happy with that decision”, how could those against that decision set about changing it?
Another concern is that when a controversial motion like that about TC-T rears its head, the magazine can only reasonably carry the Motion and supporting arguments. At the point of publication, in normal pre-Times article times, we do not know the opposing arguments. Do we therefore move the entire process forward another month so there is a magazine publication date between the one where the Motions are announced and the actual AGM, so the counter arguments can be published? Personally, I think not, social media fills the void. I note that the opposition feel disadvantaged by not being included in the magazine (pull-out) but were unconcerned when it was they who raised the Motion in 2016 and TC-T was somewhat out on a limb. In the event she singularly failed in arguing her case adequately via social media.
Perhaps the Board needs to take another look at the Articles but to be honest I think finding a one size fits all solution that ensures anybody who feels aggrieved has redress is not easy.
What saddens me most is that the TC-T Motion has managed to forge cracks amongst the membership. One minute the Board are the good guys, next they are being criticised. As David says, they are voted on as directors by the membership to look after the affairs of the Association. Take a look at how they are doing, we are financially healthy, membership is holding up very well at a time when many are falling, we have a good Rally, we continue to add new types and orphans to our fleet, our advocacy and support of other organisations fighting GA’s corner is strong. We also have a positive relationship with the CAA. Is life really that bad? All I ask is that people don’t get so hot under the collar over tittle tattle. I wholeheartedly support the Board, and not because I am privileged to attend as minute taker and magazine editor. They do right by the members and keep this incredible association moving in the right direction.
You may have rightfully surmised that I will not be supporting anybody who sticks a knife in the back of the LAA.

[tnowak]

I know we have to embrace modern technology, but would we be in this messy situation if this had all occured in 1980 before e-mail, web forums and the like existed (in any significance)?
I doubt it.
The award would have been decided upon, made, and, probably, most folks would only have known about it by reading the next issue of the PFA/LAA magazine.....
Then in 1981 someone else would have received the award.......

Thanks Harry for the very clear summary of how the award was made in the first place.

Tony

[DaveWhite]

Blimey, who'd be a volunteer?

Brian Hope's post is timely and worthy of some reflection by all of us, I think.

Is this sorry tale really worth beating ourselves up over as an Association?

It's an extraordinary situation, and it doesn't fundamentally affect what the LAA is here to do for us. So why put that at risk by fighting amongst ourselves?

Take the vote on the 21st, and so far as the LAA is concerned then draw a line under it - whatever happens.

The situation is annoying, and many things shouldn't have been said or written. But nobody died and whilst the Board and Committees may not be perfect, neither are the rest of the membership.

The Association's staff are (to me) doing their best under difficult external circumstances, and I think the LAA as a whole would benefit from the membership acknowledging that. Disagreement doesn't mean there's a conspiracy.

[Trevor Harvey]

As another contributor to this thread I too would like to thank the board members for their clarification.
Trying to maintain a dignified silence and not express personal views must be difficult, and reading threats of votes of no confidence or otherwise must have been very unpleasant when you are beavering away in the background trying to do the right thing.
Thank you, Gentlemen!
I'd guess there were a few tea and biccies consumed at Turweston!!

[Mike Cross]

Hi Brian

I'm not suggesting for one moment that there should be no redress, what I'm saying is that if someone's not happy with a decision of the board a motion at the AGM is not the right way to attack it.

Article 27 gives the board its powers, in particular article 27 b) which says

"Interpretation of the Rules and Regulations
Except where otherwise provided in these Articles, the Board shall be the sole authority as to the interpretation of the Rules and Regulations and for settling any disputes relating to the affairs of the Company and the conduct of the beneficial shareholders in relation thereto".

The award committee was acting under delegated authority of the board in accordance with article 28. If you're not happy that the board has sole authority then you need to change the articles, which requires an EGM and the procedure is in article 13.

Having said that it would be good if the Rules contained a procedure for disputing a decision by one or more of the officers.

If you're not happy with the decision making of one or more officers then having taken it up with the board and still being dissatisfied a motion of no confidence would suit.

In this particular case 188 people's votes were cast, which represents less than one quarter of one percent of the membership. Article 18 sets the quorum at a general meeting to be "one percent of the beneficial shareholders eligible to vote, or fifty of those members whichever is the greater". One percent would have been around 760 members, but the chairman does have discretion to accept a lower number. The same number is required to demand that an EGM be held (e.g. to change articles).

There's no reason why the Board cannot provide a recommendation, they have the means to contact the whole membership and in this case could have thought through the potential issues with Barry's motion and warned of the potential consequences but they did not.

I find it very difficult to accept that a properly executed decision of the board should be overturned by a vote of such a tiny minority of the membership.