Minutes of March 2013 meeting

Minutes of meeting of the Board of directors of The Autscape Organisation

Meeting date: Sunday 17th March 2013

Meeting time: 2.00pm GMT

Meeting Chair: Martijn

Present:  Elaine, Martijn, Stephen, Trish and Yo

1.      The directors waived their right to formal notice of this meeting (5
        for, 0 against)

2.      The chair made the following announcements:

2.1.   Autscape's address is now:

       PO Box 138
       FY7 9AP

2.2.   Autscape's phone number is now 07511774654

3.      Proposals

3.1.   Annual report. The company secretary received confirmation that all
directors had read the draft report. The board decided (5 for, 0 against) to
approve the draft 2011-2012 annual report, including advance approval of
minor corrections and any subsequent necessary changes made by our
accountants prior to submission to the relevant statutory authorities.

3.2.   Accounting. Yo commented that the expenditure of £150 to file a
corporate tax return is unfortunate, but necessary, although ideally she
would like Autscape to have the skills to handle this in-house long term.
Stephen commented that the difficulty lies in the software involved. The
board decided (4 for, 0 against) to:

3.2.1.       re-appoint CASE as Autscape's accountants (decision to be
reviewed in 2 years time)

3.2.2.       authorise a budget of £550 for accountancy services for the
preparation of the 2011-2012 accounts (without independent examination, as
previously decided) and the filing of our corporate tax return (see Appendix
A for rationale).

3.3.   The interim treasurer advised the board that the combined proposed
expenditure in items 3.3-3.6 contribute to a budget which would be a modest
GBP 370 more than his initial estimate and is, therefore, affordable. TEN
renewal. The venue coordinator advised the board that the 2013 venue is
unable to allow alcohol to be sold on their premises (although participants
may bring their own) and consequently Autscape cannot run a bar this year.
She does intend to sell soft drinks and snacks, but these do not require
licensing. The company secretary explained to the board that a TEN is still
necessary to permit other activities such as the entertainment evening and
briefly clarified the issues of other required licences and necessity of
annual decision making regarding which of our activities needs or does not
need to be covered by a TEN (or indeed if one is necessary at all). The
board decided (5 for, 0 against) to delegate the annual decision about
whether it is appropriate to renew/obtain a TEN and other necessary
licensing for Autscape to run a bar to Elaine and authorise any necessary
and reasonable expenditure for this purpose (approximate cost GBP150
annually). (See note in Appendix B regarding delegation). The board will
review the financial and reputational issues involved periodically, but
authorises Elaine to take these administrative steps without waiting for
such a review to take place.

3.4.   Formal programme budget. The interim treasurer commented that the
budget is based on out of date figures for the day cost of presenter
rebates, however this figure is likely to be lower in the current year and
so the budget as stated should be adequate. The company secretary noted that
she had simply copied last year's figures in proposing this budget. In
response to a question, the formal programme coordinator noted that he finds
it difficult to judge the needed budget, but thinks this estimate is likely
to be enough and commented that he seemed to recall that the full budget was
not used last year. Trish commented that the figures will become clearer
once the presenters have been identified. Martijn agreed that we can't be
exact at this point. Yo commented that we need to delegate a general budget
now so that the formal programme coordinator will have the funds to make
quick independent decisions when needed. Both the interim treasurer and the
formal programme coordinator concluded that the proposed budget is adequate
for the purposes proposed and Yo stated that she was happy to set an ample
budget for the purpose. Trish queried whether carers had been covered
previously. Stephen clarified that Autscape has never needed to, but it has
always been our policy to when needed and we can afford to on the principle
that presenters shouldn't need to pay us to present to us. The chair agreed
that this was an accurate statement of existing policy. The company
secretary referred Trish to last year's minutes for more detailed
clarification. The board decided (5 for, 0 against) to delegate a budget of
GBP 1000 to the formal programme coordinator to cover:
1. presenters' accommodation (one night per presentation)
2. up to two essential carers for presenters
3. invited presenters' travel expenses
4. other exceptional expenses for any presenter
5. other costs directly related to the formal programme
   which are reasonable in the opinion of the formal programme coordinator
   [see Appendix C for breakdown]

3.5.   Publicity budget. There was a brief discussion of the feasibility of
distributing flyers at the Autism Show and whether this had actually
happened last year. The company secretary noted that detailed discussion of
how the budget is spent is more a matter for discussion on the publicity
subcommittee. The interim treasurer commented that the budget seems ample
based on past experienced and reiterated that it is affordable. The
publicity subcommittee chair agreed that the budget is likely to be
sufficient. The board decided (5 for, 0 against) to delegate a budget of GBP
220 to the Publications and Publicity subcommittee chair to cover:
1. A quarter-page advertisement in AuKids Magazine (last year's cost GBP 120
   incl. VAT). See http://www.aukids.co.uk/.
2. Printing and posting flyers and/or posters to organisations and events
   that might distribute them (e.g. The Autism Show will be held at the London
   Excel Centre June 14-15 2013 with an additional show added at the Manchester
   Event City June 28-29 2013.).
3. Any other expenses that are reasonable in the opinion of the subcommittee
   chair. [see Appendix D for breakdown]

3.6.   Alternative/leisure programme budget. The company secretary noted
that, again this budget is simply a copy of last year's, with the addition
of lifeguards. The alternative programme coordinator stated that it seemed
sufficient, although she couldn't remember the cost of lifeguards. In
response to a question, Elaine confirmed that she has a record of the
lifeguards used previously. Trish noted that some supplies are free to
Autscape (e.g. she usually brings some art supplies). The chair noted that,
if more money is needed for lifeguards, a supplementary budget could be
requested and the company secretary offered procedural assistance with
achieving this if necessary. The board decided to:

3.6.1.      appoint Trish as alternative programme coordinator (4 for, 0

3.6.2.      agree an alternative programme budget of £300 to cover:
* lifeguards
* Glowsticks (sparklies and 'olympics'),
* Refreshments during registration period (incl special diet needs),
* Art, craft and similiar material refunds,
* Stickers and other costs associated with registration activities,
* Cheap table tennis bats, balls, nets (if venue's are not adequate),
* And other relevant items.
This allows a margin for error in the costings. (5 for, 0 against)

The alternative programme coordinator (Trish) asked the formal programme
coordinator (Martijn) to please get emails to the programme@ email address
forwarded to her. Martijn asked Trish to send him an email to remind him to
do so.

3.7.   Transport. The board discussed options to resolve the current impasse
over appointing an onsite transport coordinator which has arisen due to
difficulties identifying a suitable candidate who will be available at the
necessary time.
Yo asked the board to consider seriously just how much Autscape can really
manage to provide, given the strain on all current board members and raised
the possibility of deciding that Autscape is unable to offer transport from
nearby station(s) to the venue this year. Elaine agreed that was a
possibility but was keen to have at least one last push to see if we can
find somebody. Trish pointed out that all current board members are likely
to be needed at the venue as there are so few, so taking one out to go to
the station is a lot to ask, but also expressed concern about those
participants who may struggle without Autscape-provided transport (a concern
shared widely on the board). There was further discussion of potential board
and non-board candidates and the skills needed for the role. However the
company secretary stressed the need for a deadline to resolve the issue.
There was a consensus that Autscape would have little choice but to accept
that we are unable to provide transport if a suitable candidate is not
identified by a workable deadline. Discussion then turned to the timing of a
deadline and there was a consensus that a decision is needed prior to the
opening of registration in order to produce certainty for participants and
prevent administrative difficulties over payments for transport. The board
decided (5 for, 0 against) to appoint Elaine to book and arrange transport,
set a deadline of the day before registration opens to appoint an onsite
transport coordinator and not to commit to booking and arranging transport
for participants until that appointment has been made.

4.      Follow ups

4.1.   Director recruitment (Yo). Yo reported that there has been some
response (though not nearly as many as she'd like), but only actually one
serious application (for the treasurer post) so far. However she noted that
she can't proceed with that without some decision from the board on when
we're going to meet with that person (and any other candidates who come
forward). She suggested making a specific time somewhere in the next month
or so and stated that she will start a thread on the board email list to
organise it, but asked directors to please respond to that thread.

4.2.   Purchase/transfer of autscape domains (Martijn). Martijn reported no

4.3.   Potential sponsorship offer (Martijn). Martijn reported that Autscape
has received a sponsorship offer and sought guidance from the board on how
to proceed. There was a consensus that more information is needed and that
Martijn should contact them to clarify what Autscape is and ask what they
have in mind, before reporting back on the board email list.

4.4.   Outstanding 2012-2013 minutes awaiting approval (Martijn) Martijn
reported that he has made some progress, but there's still quite a backlog.
As of this meeting he intends to try his hardest to get back into the swing
of things, and hopes to have the rest of the minutes approved (with
corrections if necessary) in the next few weeks. His progress can be
monitored at http://www.autscape.org/organisation/meetings/

4.5.   Automatic re-posting of chat list guidance (Stephen). Stephen
reported no progress. Martijn asked if Stephen could indicate when he
intends to do it and offered assistance. Stephen responded that he intends
to start on it sometime in the next couple of weeks, but noted that it is
probably the lowest priority of the things I need to do for Autscape and
that, if all else fails, it can be done manually. Martijn agreed on the
priority of the task.

4.6.   Guidelines for the use of the announce email list for proposal to the
board (Martijn). Martijn reported that he had hoped to get a proposal ready
before this meeting, but hasn't, so it will have to either be postponed
until the next
meeting or decided on the board email list.

4.7.   Collecting powerpoints/handouts from 2012 presenters (Trish). Trish
reported having received some of these but needed to prompt others further
and undertook to keep Yo informed as to progress.

4.8.   Amendment to gender question on registration form for equality
reasons (Stephen). Stephen reported that he has very recently e-mailed Peter
with the request to make this amendment and is awaiting a response. In
response to a question Stephen explained that Autscape's current form asks
for gender without giving an explanation of why we are doing so. This means
that anyone who's trans and/or intersex who wishes to attend needs to, at
the moment, e-mail the registrar to know why, which for perfectly reasonable
reasons a lot might not be willing to do at all. We need to make this
question optional (if it isn't already so) to people not requiring services
where we need to know it (i.e. us organising room shares), explicitly
optional (which it currently isn't), and  give an explanation for why we're
asking this on the  form (which has the pleasant side effect of reducing
the work load for the registrar)

5.      Subcommittee progress reports

5.1.   (Handled out of order) Programme (Chair: Martijn) (proposal
proposal voting arrangements, proposed invitations including benefits
adviser suggestion, other issues) Proposal submissions: Martijn reported
that we have received 6 proposals so far, and they're being discussed on the
formal programme subcommittee list. He thinks we'll get a few more in the 10
days before the deadline. Proposal voting arrangements: Martijn reported
that he has been working with Peter to get the proposal voting system he
created ready in time, so we can use it again. Even if that doesn't work
out, this is not that hard to do manually, so we'll be fine. Yo asked
Martijn to please try to let directors know the format of the vote in
advance and Martijn said that he will try. Invitations: Martijn reported no
progress but is aware of the urgency. Martijn reported that Yo has suggested
inviting a benefits advisory (UK-specific) and he thinks this is a good
idea. Yo offered to make approaches. Martijn asked for further information
and they agreed to liaise further by email.

5.2.   Fundraising (Chair: Elaine) (fundraising strategy, other issues).
Elaine reported that she has done some more work on fundraising and will be
bringing this to the board list for some discussion in the next week or so
the company secretary acknowledged that Elaine's workload is ridiculous and
stated that she is very sympathetic to that. However, she raised the concern
that Elaine has been reporting essentially similar things under this item
for at least a year and the board has yet to actually see the fundraising
strategy or any proposals at all. She stated that this situation can't
continue indefinitely and that she will need to bring it to a resolution at
some point. In response to a question, the company secretary clarified that
'bringing to a resolution' could involve making a proposal to require Elaine
to present a strategy
(finished or not) to the board by some deadline and/or asking what other
help/support is needed and/or considering whether Elaine needs to pass
this particular responsibility off to someone else and/or anything else
that prevents drifting. Elaine responded that she will bring this to the
board in the next week or so. She explained that it has been put by because
of the other things but she wants it off her list now.

5.3.   Research (Chair: Elaine) (childcare providers, transport providers,
writing up venue findings, storage research, other issues). Childcare.
Elaine reported that she is waiting for the last two quotes and then will be
able to move this forward to a decision. Transport. Elaine reported that she
has looked at transport providers but not contacted anybody yet because of
the transport coord problem. Venue. Elaine reported that she has done a lot
of work on venues and she will be presenting this to the board again within
the next week or so. Storage. Elaine reported that she has done a lot of
work on storage and will be presenting this to the board soon. The chair
thanked Elaine and said he looked forward to reading the results. Elaine
mentioned that she has a lot to present to the board and asked directors to
respond so she can hopefully work these through before the next meeting.

5.4.   Publications and publicity (Chair: Martijn) (AU advert, poster/flyer,
NAS directory, adverts in other publications, updating website text esp.
from 2012 to 2013 venue/fee/registration information, information pack,
other issues). To be noted in report - unfortunately 'Easy News' (a
newspaper aimed at people with learning disabilities) is not yet taking
adverts but has agreed to keep our details on file in case that changes in
the future. Martijn reported that the Asperger United advertisement is done,
but had no progress to report on anything else at this point. He stated that
updating the website and advertising are the most urgent things now, and he
intends to do his best to get re-started on them ASAP. Martijn asked Stephen
if he needed assistance with the knowledge involved in updating the website.
Stephen responded that he knows how to do it, and Martijn had explained the
specific things to bear in mind with updating this site after putting the
recruitment stuff up last month. Martijn said he may email Stephen to ask
him to do specific things.

6.      Key position progress reports (matters not covered earlier)

6.1.   Registrar (Kalen) (registration system, opening and closing dates)
Kalen had nothing to report, because nothing has changed since last month.

6.2.   Venue Coordinator (Elaine) (matters arising, obtaining plan of fire
doors, special diet discussion/draft menu) Elaine reported that she has been
in touch with the venue. She has the room plans now and will pass a copy to
the registrar. She has started to talk about the menus. The contact is away
now until next month when we will take it up again with the chef. She is
intending to make the menu like we have had in the past two years where it
covers all special diets. Yo mentioned that she will have licence questions
quite soon which she'll need Elaine to pass on to the venue e.g. do they
have XYZ licences.

6.3.   IT systems manager (Stephen) (handover, website updating - inc.
getting new fees on website, national diversity awards logo, proposal
submission system, registration system, anything else) Stephen reported that
handover hasn't progressed since last meeting. He also reported that neither
he nor Martijn has been able to manage much on website updates. He intends
to get the updates Yo requested caught up over the next week or so as a
priority. Stephen reported that the proposal submission system appears to be
working and that Peter has indicated he's willing to make minor changes to
the registration system to account for changes. Elaine mentioned that the
venue details need to go on the website (which she can't do). We have the
Ackworth details from last time so they just need checking to see if
anything has changed. Martijn offered to find the Ackworth information and
email it to Elaine for checking.

6.4.   Interim Treasurer (Stephen) (progress of the accounts and expected
cost, actions taken under delegated authority, handover progress, training
needs, contact with bank/accountants, anything else) Stephen reported that
he needs to renew his passport for Paypal handover to continue, although the
form for that is mostly done. Peter has been working with Yo on last years
accounts and the annual report. Stephen had no further progress to report.

6.5.   Company Secretary (Yo) (annual report, bulletins, follow ups
from previously delegated actions, actions taken under delegated authority,
outstanding issues)
Yo reported that the annual report and the AGM 2012 minutes are done (at
last). She explained that she has to supply the accountants with an up to
date list of directors addresses etc. and asked directors to notify her if
they have changed address in the past year. Yo reported that she hasn't
managed any bulletins but it's now near the top of her list. She made the
board aware that she had authorised Stephen's proposed change to the
registration system under her delegated authority on the grounds of legal
compliance (Equalities legislation). Her top priorities are continued
progress on recruitment, minutes/agendas (including trying to ensure we
don't overlook things), bulletins, renewal of the PVSL and (if necessary)
other licences and then things like the National Diversity Awards stuff, but
as usual there are limits to the number of hours she can devote to Autscape
and she is unlikely to get to everything.

6.6.   Chair (Martijn) (road map, actions taken under delegated authority,
board functioning and communication, progress so far in 2012-2013 and next
Martijn reported that he has been pretty much out of commission during the
last month (illness followed by a major bout of pathological avoidance).
This meeting should allow him to get started and then we can catch up
significantly. Road map: this should have happened a long time ago, but
unfortunately there are more pressing issues he needs to concentrate on
first. He still hopes to get to it at some point -- if nothing else, it
would be useful for future years. Martijn had nothing else to report.

7.      Other business


Meeting closed 16.18


Preparation of the accounts without examination is expected to cost around
£300-400. Filing of the corporate tax return is charged at £150.

Advice from the former treasurer (Peter) on Corporation Tax returns (given
last year):

I recommend that we ask for the accounts to file a corporation tax return
if one is requested by HMRC. I have filed the return for this year, but
changes that are in progress at HMRC mean that this will become
increasingly difficult to do without special software. The effect of the
changes are that it trivial for the accountants to do the filing, but much
more difficult for us. (Note that this is not the same as filing the
accounts, though it is related.)


Advice from the company secretary regarding delegation:

Delegating something to an individual or subcommittee gives them the power
to do it. It does not prevent them from bringing the issue back to the board
should unexpected complications arise. In my opinion it is not sensible for
the board to micromanage everything. Delegation involves some degree of
trust that the person concerned will use their common sense and bring things
back to the board if necessary. Under Bye-law 8.3 expenditure over £50 has
to be counter-signed by a second director (even where the board has
pre-approved it like in this proposal) which provides some measure of


These figures are simply a copy of 2012's budget.

Breakdown of how the budget has been calculated:

1. 8 x £55 = £440

2. 2 x £55 = £110

3. 2 x £200 = £400

4. £50

5. Any surplus from the above.


These figures are simply a copy of 2012's budget.


1. £120

2. up to £80

3. any surplus from the above