CHESTER MYSTERY PLAYS LIMITED MINUTES OF THE ANNUAL GENERAL MEETING OF THE BOARD OF DIRECTORS HELD AT THE MANSION HOUSE, CHESTER ON THURSDAY 17th SEPTEMBER 2009 PRESENT: Jo Sykes – Chairman Ian Sanderson, Brian Wright, Jane Dawson, William Smith, Wendy Tudor-Morgan, Andrew Clarkson, Judy Cheesman, Ruth Davidson, Hilarie McNae, Max Drury, John Ebo and Inger Trevor-Barnston. The Chairman thanked the Lord Mayor of Chester, Councillor John Ebo, for his hospitality in inviting the Board to a reception at the Mansion House. 1. APOLOGIES FOR ABSENCE Apologies for absence were received from Susan Campbell, Nicholas Fry, and Dolores Whitton. 2. APPOINTMENT TO THE BOARD The Chairman reported that Councillor Max Drury had been appointed to the Board as the representative of the Cheshire West and Chester Council. The Chairman extended a warm welcome to Councillor Drury. 3. MINUTES OF MEETING The Minutes of the meeting held 18th September 2008 were confirmed as a correct record and signed by the Chairman. 4. MATTERS ARISING FROM THE MINUTES There were no matters arising from the Minutes. 5. ELECTION OF DIRECTORS AND OFFICERS The Chairman explained that if the changes suggested in the discussion paper ‘Reorganisation of the Board of Directors’, to be discussed at the Board meeting following the AGM, were agreed there would have to be an Extra-ordinary General Meeting early in December 2009 to confirm these. The Reorganisation would then be implemented in January 2010. In the meantime, it was necessary to proceed with the election of Directors and Officers. (a) DIRECTORS The Chairman referred to the resignation of Peter Overmeer, who had been the Director of Finance for the 2008 Cycle, and said that Edward Austin, who was Director 1 of Finance at the University of Chester and a very able accountant had agreed to replace him. Jane Dawson said that he had also been a Director of the Gateway Theatre so he had had experience in the Theatre. The Chairman proposed that Edward Austin should be appointed as a Director and this was seconded by Ian Sanderson. The proposition was passed unanimously. RESOLVED that Edward Austin be appointed a Director of the Board of the Chester Mystery Plays Ltd. It was proposed by Ruth Davidson and seconded by Judy Cheesman that the current directors be re-elected. The proposition was passed unanimously. RESOLVED that the current Directors be re-elected. (b) OFFICERS (i) Chairman It was proposed by Ian Sanderson and seconded by Brian Wright that Jo Sykes should be re-elected Chairman. The proposition was passed unanimously. RESOLVED that Jo Sykes be elected Chairman for the ensuing year or until the reorganisation of the Board should this be earlier than the next regular Annual General Meeting. (ii) Deputy Chairman It was proposed by the Chairman and seconded by Jane Dawson that Ian Sanderson should be re-elected Deputy Chairman. The proposition was passed unanimously. RESOLVED that Ian Sanderson be elected Deputy Chairman for the ensuing year or until the reorganisation of the Board should this be earlier than the next regular Annual General Meeting. (iii) Director of Finance It was proposed by Ian Sanderson and seconded by Max Drury that Edward Austin should be appointed Director of Finance. The proposition was passed unanimously. RESOLVED that Edward Austin be appointed Director of Finance for the ensuing year or until the reorganisation of the Board should this be earlier than the next regular Annual General Meeting. (iv) Secretary to the Board. The Chairman said that, although the holder of this post was not an officer, this was an important post. She said that Brian Wright had informed her that he wished to retire when the Board was reorganised. She then paid tribute to Brian’s work for the Chester Mystery Plays over many years and, in particular, to his work as Secretary to the Board. Brian thanked the Chairman for her tribute. 6. APPROVAL OF ANNUAL ACCOUNTS In the absence of Peter Overmeer, the former Director of Finance, the Deputy Chairman presented the Annual Accounts. He said that, as the accounts showed, the loss made on the 2008 Cycle of the Mystery Plays was just under £21,000 which he considered to be a good achievement. In response to a question from Inger Trevor-Barnston about the reason for the loss, the Chairman said that the main reason was the poor weather which resulted in fewer people attending than had been anticipated. She emphasised that all the expenditure was covered by the agreed budget. It was proposed by Ian Sanderson and seconded by Ruth Davidson that the Annual Accounts for the year ending 31st December 2008 be approved. The proposition was passed unanimously. 2 It was also proposed by Max Drury and seconded by Ruth Davidson that Peter Overmeer, the former Director of Finance, should be thanked for his work. This proposition was also carried unanimously. RESOLVED that: (a) the Annual Accounts for the year ending 31 st December 2008 be approved; (b) Peter Overmeer be thanked for all his work as Director of Finance. 7. APPOINTMENT OF AUDITORS It was proposed by Ian Sanderson and seconded by Judy Cheesman that the Priory Practice be appointed auditors for the next financial year – remuneration to be agreed by the Director of Finance. RESOLVED that the Priory Practice be appointed auditors for the next financial year. 8. ANY OTHER BUSINESS There was no other business. 9. DATE OF NEXT ANNUAL GENERAL MEETING RESOLVED that the next Annual General Meeting be held at the Guildhall on Wednesday 22nd September 2010. 3
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