SCA UK CIC, Annual Board Meeting

Saturday 24th March 2024 @7:30pm

Attendees

Nik Whitehead, Chair
Catherine Terrett, Board Secretary
Joel Ben Stuart, Financial director
Michelle, Board Director
Mary Frost, Membership Secretary

Members Present:
Jahanara Suren
Angharad
Jeff Berry
Eularia True
Katherine of Glastonbury
Orlaith Chaomhánach
Eadbald
Adam Edwards, Insulae Draconis Seneschal
Richard of Slaesberie
Lynette Nusbacher

Agenda

Last Meeting Follow-up

1. Minutes of the last AGM were read.

   Michelle proposed minutes as read.
   Joel seconded.
   Minutes passed as read without any changes.

New Business

1. Welcome new members to the Board of directors.
2. Chairperson report.
3. Financial report.
4. Insurance update.
5. Any other business.

Chair’s report

Nik gave an Overview of SCA UK CIC,its purpose,membership and the Board.

Nik explained how this is the AGM of the business end of the game and that it has nothing to do with what is happening in-game. We are the organisation that runs Insulae Draconis’ insurance. This is our main task. We are a community interest company that is registered with Companies House in the United Kingdom. As a UK community interest company, we are also recognised in Ireland.

We were formed in 2016 and we primarily exist to provide insurance for SCA groups and events within Ireland and the United Kingdom.

We also have some paperwork and to send some money to SCA Inc. as we are an affiliate.

We are not the same as SCA Inc. board. We cannot change Corpora. We are supposed to make sure that we are in compliance with local law rather than dealing with American law.

The College of Kingeslake.

Currently is still a member group but we have been notified that they are due to go into abeyance for lack of members. It is being handled accordingly.

Board members.

Current board members were read out.

• Nik as Chair.
• Catherine has taken over from Genvieve as board secretary.
• Michelle has been our former financial director and is finally being able to finish her term on the board.
• Joel is currently doing finance.
• Welcomed two new board members - Orlaith Chaomhanach and Ari Ibsen
• Mary has been the membership secretary since the beginning of SCA UK CIC time.

Current membership.

Currently memberships for the CIC is 281 people which is split between the UK and Ireland. Ireland has 2 big groups and one small group.

In UK we've got a variety of sized groups. Flintheath is the largest and Mynydd Gwyn is the smallest. This means we are quite spread out and that can cause problems in game.

In general, our membership numbers are looking quite good.

Finances have remained stable despite a large insurance increase.

Overall our financial performance is surprisingly quite good.

These are the figures for the last five years and currently running a membership fee of £15 per annum for adults.

We currently have an issue that the insurance fee changes have significantly impacted our outgoings. Fortunately we do have a surplus from previous years that has allowed us to weather this. However we cannot allow these reserves to drop too far.

Overall we are pleased that we have weathered the change reasonably well. We are still within our financial comfort zone as far as legislation is concerned. However we need to make sure we stay there.

Our future plans are to continue to work with the ID Seneschal to support the updating of appropriate policies. The policies we are looking at are:

• Risk assessment
• child protection
• Diversity,Equity and Inclusion
• Conflict resolution.

We are also intending to provide funding for two members per Shire to undertake online training for Food Hygiene certificates.

This is to support all those shires etc running events with feasts. We would like some of our cooks who don't have this qualification to take it. We will pay for it. This supports our insurance in that should anyone come down with food poisoning accidently after an event we can also say our kitchen staff are suitably qualified. These are certificates that are recognised throughout the UK and Ireland.

We are also looking at Insurance options because the changes over the last 12 months mean that our process is insanely complicated nowadays and the overall insurance burden is very high compared to what it used to be.

Thanks and acknowledgments to many volunteers who helped with gaining the new insurance in order to continue to be able to do what we do in the SCA.

Thanks to Michelle Parker who has done rather more than her expected time as a member of the Board of Directors and in particular as Finance Director.

Orlaith and Ari Ibsen were welcomed and thanked for stepping up to these posts.

I had wonderful help from Catherine (kytte) and Orlaith,Claudia , Cernaac and John when we were looking for the insurance last year. We wouldn't have been able to manage everything we did without their help and would like to thank them.

Thanks to Adam (Seneschal) for spreading the word to the Shires about how the new insurance works.

Thanks to Yannick for building the database we are using.

Thanks to Tara for identifying certain things that we needed to deal with.

Thanks to Lynette for being an advisor ,which has allowed me to look at things from some interesting directions.

We have managed to transfer all of our data storage to the Insulae Draconis server. Thanks to the help of the I. D. website team. They have enabled us to become far more compliant with the Data Protection Act 2018 and GDPR.

Finance Director report

1. Previous years finances summarised. There is a small surplus as expected. last year's accounts which are up until June 2023. 2022-2023 turnover of £2,689 (In coming). The year before it was £2,540. We have gone up a bit in turnover.The figures are in line with projections for the current year.
   Outgoings for 2022-2023 was £1,706.
   We ended up with a surplus before tax of £9830, because we are CIC we do not go over any thresholds. We do not pay tax once we keep under the £10,000 threshold so HMRC do not try to take money off us.
   At the end of the 2022-2023 year Assets of £11,640 which is slightly higher. We need to keep our surplus in the £9,000 to £10,000 range and will give us enough of a contingency but not so much that HMRC will be worried.
   All our income is from membership fees and our outgoings are mostly supported things like the website and insurance. Insurance is the big one Our insurance in the 2022-2023 was £792
   For comparison, our insurance costs for this year for the UK was £1,480 For Ireland we are looking at £3152 plus £750 for events to cover while we were searching for insurance last summer
2. This year's insurance costs rose steeply,especially for Ireland. A likely insurance bill total of £4,160.
3. Income is up due to new membership. Reserves are declining but they remain adequate for now. On the plus side ,our income has increased because we are getting more members.
4. As of today, £8,817 in the account
5. Membership fees will likely need to increase to about £30 a year but not our final figure. It will help us to keep covering our costs without just firing out and emptying the account. It is still cheaper than SCA Inc.

Questions:

1. Adam asked how long it would take to clean out the account on current numbers? We are looking at about four years. Nik added that we also pay extra fees such as accountancy fees Joel mentioned savings have dropped below £10,000 NIk added that it doesn't include Strawberry Raid figures yet and that it's likely to be £300 or so.

   Guy asked if there is a need for projected membership in order to maintain a cushion as well as the minimum numbers.

   Michelle:That is all worked out with basically increasing the membership fee. The insurance is still costing us £2526 for members when the membership fee is £15. Still running a deficit rather than a surplus.

   Even with the projected increase in membership fees,particularly that was on a steady state of our membership numbers,how is there a cushion needed in terms of increasing membership numbers?
   Nik: We are currently set up so that all of these are assuming we stay level because we cannot guarantee we’ll suddenly get 10% extra members. Michelle added: one thing to help out Joel with the difference with the assets that the numbers that NIk talked about was that these are what is in the account as of today, not as of the end of July. The total assets in the account includes fees for those members who have bought the two, three or five year membership. That's only one year’s worth of those memberships that get taken into account into the turnover for any given financial year. That would explain why if you were to look at these accounts in full, that the assets would be different there.
   Joel added that for anyone who wants to look into the accounts that they are freely available on the Companies House website.
   Michelle: We are originally registered with Companies House and are a publicly viable company. You can see who is on the Board of Directors. We are registered with HMRC so we submit a nil Corporation tax return as these are the rules relevant to HMRC for CIC companies.

Insurance update

1. Current complex two- policy structure summarised.

   The current state of play is that UK insurance covers UK members at UK events. If UK members go to an event outside ID, they are covered by the group’s insurance,this is normal for theSCA as a whole.

   If UK members go to events in Ireland then we have to pay an extra amount for them at £3 a day to the Irish insurance provider.

   SCA members from outside the UK get complimentary membership in the UK, on the UK insurance.

   Meanwhile in Ireland, Irish insurance covers Irish members at Irish and UK events.

   Last year we had a single insurance policy which cost about £4 per member. This year as we have two policies insurance for UK members is about £7 per member but insurance for Irish members is about £27 per member and to that we have to add £3 per person per day for non-Irish members. Whether that member is a UK member or a rest of world member doesn’t matter. If they go to an event in Ireland then we have to pay this.

2. Costs rose over 600% this year. Raising the membership fee was discussed as an option. We will be looking for other alternatives for insurance but we don’t hold out much hope at the present.

3. There are several options:

   1. Continue on as we are with a single membership . This is what we recommend. We are one Principality and should act as one Principality

      The other 2 options we don't recommend but we could look at the following options

   2. We could consider changing the membership fee structure so that people pay different fees depending upon whether they are in Ireland or in the UK. This is a standard practice in Nordmark and some groups have larger fees because they have properties to maintain etc. it would be possible to do this but we are not convinced it’s the best way forward.

   3. Look at the feasibility of SCA Ireland and SCA UK becoming independent affiliates with their own BoDs and then being able to find their own insurance. However this would require a lot of discussion and consultation and might it could be hard to get enough people to fill both boards.

      We are not suggesting the latter option.

      We suggest maintaining the current situation as one membership fee but start discussing it within our groups. It is not something we're going to decide right now.

4. Keeping one unified Insulae Draconis membership structure is preferred.

Membership numbers are as follows
Ireland:123
UK:158

Comments:

1. Jahanara commented to say that they agree with one membership rate. Trying to run two boards is a bit too much.
2. Nik commented to say that there is also another issue . We do not want to treat Northern Ireland differently to the UK.
3. Orlaith commented to say we are one Principality regardless we are Insulae Draconis.
4. Eularia commented to say that it sounds like we should increase member fees and non members fees and move forward.
5. Nik commented to say that membership fees cover insurance. We will be looking more closely at the finance after this financial year. Even if we have to raise it it will still be lower than an International Membership from SCA inc.

Any Other Business

1. Jahanara commented to say that if someone is interested in looking at other insurance options in the future what is the best way?

   Nik commented to say that we have a special insurance group which Ari Ibsen is leading it this year.

2. Mary commented to say that the Irish insurance is a big administrative burden. The paperwork has to be right. New members have to be registered and paid for every month so managing the Irish insurance is a new and significant ongoing administrative burden.

   Nik commented to say that is why we are pushing everybody to be members. Every time we get an event membership list, we have to contact the insurance and have to pay them £3 per person per day for this. It’s very easy to lose track of this.

3. Catherine commented to say it's also a nightmare as we’re getting every single group nearly every week that has to put their who’s coming to the event ,meeting or what the gathering is. It becomes a lot of email to filter through and fills your email. You might miss an important one that needed immediate response but it’s hard.

   Nik also commented further to say that the important thing is that the Board of Directors emails are saved on the I. D. servers which also makes us GDPR/DPA(2018) compliant.

4. Adam commented to say that we will be moving forward with membership to the National Association of Re-enactment Societies. membership has been approved for this. This may provide useful insurance insights. This will help with their past experiences,perspectives and help with searching for new insurance. hopefully this will also improve our ability to search for new insurance moving forward.

   Nik commented to say that CIC will be paying the annual fee for this. It is something that is going to be quite useful for us. It also puts us in with a lot of other groups and should be useful for dealing with policies and so forth.

5. Catherine commented to say that upcoming legislation might affect the sword legislation. Adam commented to say there is potential for sword legislation after the next election. The National Association of Re-enactment Societies have a sort of safeguarding experience as well which we hope will count.

6. Recruiting new board members is a priority,especially for the finance role.

7. Jahanara commented to ask , when you were looking for insurance for the first time,were you using an insurance broker?

   Nik commented to say that we used several and eventually we only managed to get insurance via a broker who is also a reenactor himself. This was for the uk. We tried using brokers in Ireland and they didn't manage to find us insurance plans that actually meet our needs. We were quoted 5,000 euros for one and another for 8,000 euros. We are currently with a company in the UK that insures country sports and reenactment but it does not insure equestrian activities. This is why we don't have equestrian in Ireland. It is also why we have to ask the question about shotgun licences.

   Catherine commented to say that they were still getting questions from the irish brokers to ask who we actually got insured with.

8. Nik commented to say that we are going to start work early on next year’s insurance. We have a sub committee and if anyone wants to join that subcommittee, they are very welcome. Companies House requires us to have a general Board together with five Directors of that Board. We have to use the pool of board members to bring people in to help with things like insurance. We also cycle through the Directors. People will come from the group and move into the directors and then they will come back again etc.

   Joel commented to say if you are interested in joining the Board of Directors and willing to work with the finance, that there are guides to help you as they helped him and are easy to follow. His spot as finance director needs replacing as his term is up. For legislative related reasons, it needs to be someone who is in the United Kingdom. If anyone is interested in finance director,put them in Joel’s direction.

   Nik added that the finance director does not do our books. Joel added that we have accountants that do our books and they are very good and helpful.

   Michelle added that it is not them that does the book but it is the firm that they work for. She does not do any of the accounts for it as it would be a conflict of interest.

9. Catherine commented to say that they are willing to encourage people to not be afraid to step up to be a member and look at the possibilities of Joining the Board of Directors.

10. Lynette proposed a thanks for the Chair and our Directors for stepping up and doing so much that is good for us all and enables us to play our wonderful game and doing so, with so little expectation of reward and recognition. Adam and Orlaith seconded this.

Next AGM scheduled for

22nd March 2025. It is intended that as many SCA events are linked to the historical calendar that the SCA UK CIC AGM will in future take place on the Saturday of or following the vernal equinox.

Zoom link and agenda will follow closer to the date.

Next Steps

1. Start membership fees increase discussions with local groups.
2. Recruit for board vacancies, especially finance.
3. Begin insurance search earlier this year.
4. Hold the next AGM around the vernal equinox.