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	SCHEDULE and RECORD of BOARD and GENERAL MEETINGS
	Annual General Meeting Tuesday 4th February 2003 Lion Inn Blakey Ridge North York Moors 8.00 pm All participants / bands we've worked with audience we've worked for and stakeholders are invited to this meeting Let us know your views and help us establish priorities for the coming year An associate membership system is to be proposed at this meeting AGENDA 1. a) Minutes of the last Annual General Meeting 11b) Matters arising 2. Directors' Report 3. Proposed programme and priorities 4. Open Discussion 5. Any other business
	Minutes of the ANNUAL GENERAL MEETING 2001 - 2002 Held on 26th February 2003 at 6.00 pm At the Lion Inn, Blakey Ridge, North York Moors Present: Karen Aitchison (in the Chair), Peter Bell (Company Secretary), Jordan Bell, Joseph Bell, Ian Heddle, Steve Kneeshaw (from 7.00 pm), John Prendo, Paul Smith PB said that General Meeting must elect a chair for each meeting and proposed Chair of General Council Karen Aitchison. Agreed. PB said that Annual General Meetings of Companies are required by law and that the practical purpose of this meeting was to ensure the awareness of all central participants in the work of the Company in progress to date and to collectively agree priorities and mechanisms for the future. He referred the meeting to Cl.3 of the Articles "only employees may be members". The Board and General Council proposed that, in the spirit of egalitarian collective ownership, although those present could not as yet become full members of the Company, these central participants as present be given full voting rights. Resolutions passed would be forwarded to the General Council for action. The Directors of the Company have a legal obligation to ensure fulfilment of the objects for which the Company is established. 1. The Chair announced that a quorum was present, declared the Meeting open, and thanked everyone for attending. 2. There were produced to the Meeting the following: The Annual Report including a copy of the Memorandum and Articles of Association of the Company as registered. 3. Minutes of the last AGM a. These were agreed by PB and KA, members for the first AGM, and signed by the Chair as an accurate record b. There were no matters arising 4. Annual Report and Accounts The Chair presented the Annual Report and Company Accounts for the year ending 30th June 2002, as prepared by Michel Gray & Co, Chartered Accountants. PB reported details further to items summarised in the Report including: a) A total of 44 gigs organised and promoted during the year being co-promotions at the Lion Inn, Blakey Ridge, and the Coach & Horses, Rosedale, including 15 open jam sessions. 42 musicians aged 8 to 60 contributed to these sessions during 2001 - 2002. b) In addition 13 touring gigs for Prendo and Branded had been organised c) A press database had been established enabling regular releases to all relevant local and national music journalists, DJ's, and listings journals and websites. d) Funding partners: Yorkshire Arts contributed £2,000.00 to Music Commissions, and £400.00 to performance. Ryedale DC contributed £200.00 to postcard promotion of the website. Yorkshire Forward, through the Learning & Skills Council, funded advice sessions provided by David Slack, Business infrastructure and planning consultant. e) Statistics re. visitors to the website are available through the counter.com and currently stand at a total in excess of 10,000 with an average of 20 per day. 53 countries worldwide including most states of the U.S. f) PB had had training in the Pquasso quality assurance system which was now implemented. Measures for Area Standards Level 1 (the most appropriate for the Company) are now fully met in all 12 Areas with regular re-assessment. g) The Company has fixed assets comprised of equipment available to the benefit of the local community of musicians and including transport, instruments, amplification, microphones and accessories, lighting, recording, film and video post-production, and transport. In addition office facilities include IT equipment, record keeping, and duplication / printing. Total value of this equipment is currently at app. £17,000.00. h) 63% of income in the year 2001 - 2002 came from educational work, Performance Fees provided 14.52%, and Funding partners 9.3%. The Report was applauded and accepted by the meeting and the Accounts endorsed. Resolution: That the Annual Report and Accounts for the year 1st July 2001 - 30th June 2002 are approved. Agreed unanimously. 5. Proposed Programme and Priorities - Open Discussion. The Chair suggested that, though this was AGM with the priority of reporting on the year 2001 - 2002 it would be practical to include discussion around current issues and developments. Agreed. The following were proposed to the meeting by General Council and discussed: a. CD production and / or promotion i. "Branded" Proposed: Despite this unit disbanding in order to develop alternative music strands this CD be fully promoted by available methods. A balance sheet had been provided to PB, SK, and MS at the conclusion of the production process, following initial sales. SK said this had been a worthwhile production and expressed the hope that the unit would be able to successfully produce another work in the future. Agreed. ii. "Elevator Blues" - Prendo Stocks ("Ride with the Wind") as provided by French re-mastering company now exhausted. JP and PB to redesign packaging. To be re-released as "Elevator Blues" Agreed iii. "Colours from the Sea" - Prendo Stocks held by Company now exhausted. Co-producers In Vino Veritas willing to donate the balance of their stocks (app 400 CDs) to the Company. JP reported these are held in Paris, JP to retrieve them. Proposed this be re-pressed by Company if French copies prove to be unavailable. Agreed. iv. Askin' the Way - Back Door This album has been mastered and 1073 copies pressed by the Company and will be launched at special concerts at the Lion Inn on 12th and 13th March. Proposed substantial promotion of this album Agreed. v. Prendo solo Recording sessions in progress. PB said that it was essential Prendo had CD available for sale at solo concerts which were now being programmed. Agreed this production be finalised and promoted as a matter of urgency. vi. Prendo new studio album PB, JP, PS to research most practical and economic production facility. Agreed as production priority. vii. "Laughing Guest" - Prendo JP proposed continuing promotion of this album. PS supported this. PB said sales of current stock would ensure break-even point on production costs to date. Repackaging was now necessary since commissioned designer had accidentally erased original artwork. PB and JP to re-design and arrange print / pressing. JP's proposal agreed. viii. "Lion Rock" - Culture Noted with regret that artwork for this album, and "Blakey 2000" (various artists) had also been accidentally erased by the designer. These will be re-produced. Lion Rock continues to sell worldwide through Rounder Records, though returns moderate. Fabric Records have issued a John Peel compilation album featuring title track. £500.00 advance royalties have been paid to the Company. PB to research possibility of new production with Culture. Continuing promotion agreed. ix. "Blakey 2000" - various artists. There is a moderate shortfall on this album. It will remain a useful historic "document" in common with "Rosedale - A Celebration", Proposed re-pressing and continuing promotion to recoup outstanding balance. Agreed. b. Film / Video production i. Elephant Talk / Ray Stubbs Project PB reported support of Yorkshire Arts and success of audio recording. Visual element now in pre-production. Finance to be secured. Continuing development agreed. ii. Paul Smith Commission Yorkshire Arts / Ryedale DC have agreed contribution of £1,000.00 to this project: half the amount requested as partnership funding to an original £21,000.00 total budget and alters parameters radically. Original budget: PS contributing around £13,600.00 in-kind support at BACS guideline. At the appropriate stage Production / Direction will be dependent on a parallel level of in-kind support as per BECTU guidelines. PB to contribute this. In-kind support concomitant with equally shared copyright enshrined in Company policy. PB and PS to liaise on production requirements and process. Continuing development and production agreed. iii. Back Door Project PB to liaise with Back Door on development and pre-production of a video / film treatment centred on their work. Agreed. c. Programming Support from funding partner the Performing Right Society Foundation of £4,000.00 in the current financial year has greatly enhanced the work of the Company. The meeting requested General Council expressed appropriate gratitude to the PRSF. PB said that the current balance of this restricted fund was £620.00 i. Coach & Horses 1. Friday concerts 18 gigs promoted to date featuring cross section of local bands and genres. There was discussion around prevailing difficulties in addressing problems faced by rural venues. Transport problems in rural areas continue to present difficulties to potential audience. Without appropriate funding audience development requires disproportionate effort. Agreed that pre-production research continues re. development of this venue and alternative outlets for the work of local musicians. 2. Jam Sessions Jam sessions are now held monthly. 80 musicians have now contributed to these sessions. House band PB, JP, and PS. SK has been a regular contributor. PB reported that they had been extremely useful in providing the means to develop local bands' material. PS suggested a format whereby house band could open event and ensure space for visiting units. A newly introduced interval with recorded music would provide space for networking and discussion. Open jams could conclude each event, with a form derived from whoever was present. Agreed. PB noted that there are occasions when so many musicians attend that the prime concern is to ensure that everyone has the opportunity to play. KA said that the workshops organised during October as a development of these sessions had been extremely successful, with a total of 54 "beneficiaries". These had been enabled by partnership funding of £8,950.00 provided by the European Social Fund, administered by Global Grants, Humberside Community Partnership. ii. Lion, Blakey KA reported that at invitation of the manager, Paul Crossland, the Company co-promoted a new Blakey Music, with inception launched by Prendo in December 1999. This venture has proved to be remarkably successful - Blakey is now acknowledged to be one of the best venues in the North of England. The contribution of Back Door at the venue during the '70s, and the pioneering work of the then owner Brian Jones is acknowledged as contributing greatly to this success. The Company co-promoted 30 concerts at the venue up to June 2002, including helping initiate a new outdoor annual summer festival. Paul now has the confidence to continue independently and is maintaining the policy of support to regional music. Bands are now directed to Paul should they seek dates at this venue. The Company continues to informally assist and advise when required, with occasional co-promotions such as the forthcoming Back Door album launch, potential. The meeting agreed to extend fraternal greetings to all at the Lion and the agreement to support all future endeavours. iii. New Inn 1. Acoustic nights: Phil Lee, owner, has asked we programme monthly acoustic nights, with a pilot running until November. Chris Stern, Prendo, Mambo Jambo, have opened this programme. Agreed continuing development. 2. Festival: An acoustic festival is in pre-production stage. Continuing research and development agreed. iv. Studio, Hartlepool A pilot series of roadshows have been organised in discussion with The Studio (August - December). These would have been impractical without subsidy from the Company. Temporarily suspended pending further discussion, with enhanced financial partnership from Studio at application stage. Research agreed. d. Touring i. Prendo 15 dates organised to date since 01.07.02 both solo and with trio, with 5 pending, including Blakey outdoor festival. A substantial database in development by IH and app. 40 new venues circulated with promo pack. Telephone follow-up and further development agreed as a matter of priority. ii. Back Door Discussion with band re. promotional concert arrangements after album launch proposed and agreed. e. Promotion i. Sampler CD This has been produced with assistance from IH and available to promoters. There had been massive worldwide oversubscription (app. 2,000) via the website to free sampler offer. A free downloadable sampler with parallel soundstreams has been put up on the site and international newsletter subscribers informed, with the offer of alternative CD if they don't have facility. IH said 38 subscribers had subsequently asked for CDs. SK suggested the sampler be offered as free bonus to purchasers of albums. Agreed to cost this suggestion. ii. Postcards PB reported that 5,000 postcards had been produced and widely distributed. Funding partner Ryedale DC had contributed £200.00 to production. Stocks are now exhausted. A further £200.00 from Ryedale DC under the Small Grants Scheme enables an update. Now in production with assistance from Design Services, York. iii. Booklet 750 copies of promotional booklet had been produced under auspices of "Crash Course" and widely distributed. Agreed research re. sourcing funds for development and further print run. iv. "Keep it Live" KA and PB have met with Jim McCloughlin, Whitby Musicport, with a view to co-production of a new listings magazine for the region. Colin McCosh (ex-editor of "Keep it Live") supports this. PS said production would enhance profile of jam sessions, etc. There was discussion around funding and distribution. JP agreed to contribute monthly cartoon strip. PS suggested an "Agony Aunt" column. Up to 5000 copies per month to be distributed with local venues, music shops, etc encouraged to advertise. Continuing development and early production, if financially viable, agreed. v. Posters These can be easily produced but distribution problematic. JP offered distribution run Pickering - Scarborough, SK Pickering - Helmsley. PB, KA, IH to cover area north of Moors. Agreed. f. Development of Resources i. Assets 1. Equipment a. Video production and Post production: PB in discussion with Siren Films re development of production and post production facility. b. Cymbals and Percussion: PS suggested sources. c. Computer: Company requires dedicated 2nd computer Agreed PB sources funding for all above. PB said equipment was available to local community of musicians. The Company has spent initial two years in professionalising infrastructure - likewise essential that all aspects of output, particularly performance, be fully professional. No participant should hesitate in asking the aid of the Company e.g. should any item of equipment require service or renewal. g. Funding i. Education It was noted and applauded that KA had provided a high proportion of income to date through educational provision in junior schools. Agreed this be reduced as performance, programming, sales income, and support from funding partners increased. Website now affords the facility of direct donations. ii. Funding Partnerships PB reported that: 1. Arts Council Funding is now centralised though advisers still regional (i.e. Yorkshire Arts). Guidelines were published in February, application available from April. Research and appropriate application agreed. 2. PRSF Activities enhanced by PRSF funding and highly successful, re-inforcing application for coming year. Deadline April. PB to seek continuing partnership. Agreed. 3. Ryedale DC : continue to be helpful in an advisory capacity, and with moderate financial input to promotional costs. PB and KA to maintain this positive relationship. Agreed. 4. Miscellaneous There has been substantial research re. other partnership sources, both regional and national. These to be applied to appropriately. Funding strategy as above agreed. It was resolved that the Programme and Priorities as proposed by General Council and amended in discussion be now implemented by the Company. 6. Any Other Business KA drew the attention of the meeting to the valuable contribution of IH, who had joined the Company on a freelance basis in order to assist in general duties during the Crash Course scheme. He has continued to assist in the administration and engineering requirements of the Company on a part-time freelance basis. This employment continues at approximately 2 days per week. IH's contribution was acknowledged and applauded. Project 2000 (Kirkbymoorside Arts and Entertainment Project) a registered charity had, as part of its dissolution process, passed on to the Company all assets to be administered to the benefit of the local community. These include residue of finance (app. £100.00 after payment of liabilities which include £200.00 paid by Company to music workshops), and equipment: Roland VS1680EX hard drive recorder with 2 Shure SM58 Beta Mics and stands (conditional that these to be made available free of hire charge, but be accompanied by experienced engineer) 2 sets of 4-way par can lights, each with a controller - any hire charges to cover the cost of replacement bulbs only. KA proposed a vote of thanks and endorsement of this donation and these terms. Agreed. It was resolved that as per General Council recommendations: a. Future Meetings of Directors will include the following Agenda items: i. Approval of the Minutes of the last Meeting ii. Matters arising iii. Procedural and compliance issues iv. Financial report v. Managerial report including a review of ongoing projects and operational issues vi. Strategic issues vii. Any other business viii. Date of next meeting: It was agreed that the Secretary would call the next Annual General Meeting at an appropriate time and place, preferably no later than two months after the Company year ending of 30th June 2003. There being no further business the Meeting was closed at 8.30 pm.
	link to First Annual General Meeting
	Memorandum and Articles of Association
	Current Priorities / Organisation and Infrastructure / History / Reviews
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