A Declaration of Common Purpose
Between Festiniog Railway Company on the one hand and Festiniog Railway Society Limited on the other (Part I) and between Festiniog Railway Society Limited and the various Area Groups of Festiniog Railway Society (not limited) (Part II). This declaration supplements but in no way replaces the The 1956 Agreement between the two bodies named above.
PART I
(1) Festiniog Railway Company is hereinafter called the Company. Festiniog Railway Society Limited is hereinafter called the Society. The various Area Groups of Festiniog Railway Society (not limited) are hereinafter called the Groups.
(2) The objective of all parties is to restore preserve and make prosper the Festiniog Railway.
(3) It is recognised that the greatest benefit will accrue to the Festiniog Railway by all parties striving at all times to achieve maximum cooperation.
(4) Any major change of policy proposed by theCompany which is likely to affect the Society or its members will not be implemented without prior consultation with the Society.
(5) Any major change of policy proposed by the Society which is likely to affect its relationship with the Company or its officers and/or staff will not be implemented without prior consultation with the Company.
(6) The Company recognises that the Society may wish to use its money directly for the purchase of items or to have work performed on its behalf for the benefit of the Railway.
(7) The Society recognises that the Company's need for ready cash may at times over-ride any other consideration.
(8) Both Company and Society will aim to promote at least two meetings a year of as many members of each Board as possible together with such other officers as they may severally consider desirable to discuss matters of mutual interest. As far as possible both bodies shall give prior notice of items it is proposed to raise at such meetings.
(9) (a) Both Company and Society recognise that in order to ensure co-operation it may from time to time be considered desirable jointly to set up either Advisory or Executive Committees for general or specific purposes.
(b) When such a Joint Committee is set up it is considered desirable though not essential that there should be equal representation on it from the Company and the Society such representatives being appointed only by their respective Boards though the representatives need not necessarily be members of either Board. Appointees by one Board shall be accepted by the other without question.
(c) Such Committee shall appoint a Secretary and any other officials considered necessary for the achievement of its purpose. Any such appointments may be of nominees who may or may not already be members of the Committee. Such appointment shall not in itself confer membership of the Committee.
(d) All proceedings of such Committees shall be reported back by the appointed Secretary within three months of the completion of the duties assigned to the Committee.
(10) In order to avoid any possible overlapping of function and in order better to co-ordinate their efforts both Company and Society undertake to inform the other of any intended appointments of staff whether paid or not who are not entirely concerned either with work on the Festiniog Railway or purely with internal administration of the Society.
(11) The Company and the Society both recognise it is in their interest and they have a duty to support the Groups.
PART II
(12) The Groups recognise that the onlly reason for their existence is the furtherence of theaffairs of the Festiniog Railway.
(13) All parties recognise that it must be to the detriment of the Festiniog Railway for any appreciable sum of money to be locked up in stocks of saleable items or to be lying fallow in a bank when it could be usefully employed to the immediate benefit of the Festiniog Railway by others elsewhere.
(14) All parties recognise the necessity for the activities of the Festiniog Railway to be carried on in a seemly fashion and conducted in an orderly manner. Whilst the Company is a statutory body subject to various controls laid upon it by Parliament and the Society is subject to the disciplines of the Companies Acts the Groups have no corporate existence beyond a common identity under the name Festiniog Railway Society (not limited). Therefore it has been agreed between the Society and the Groups that in return for recognition and use ofthis name each Group shall have and maintain:-
(i) An effective organisation supporting the Festiniog Railway with conduct in the best interests of the Company and Society.
(ii) A proper constitution acceptable to the Society Board.
(iii) A separate bank account requiring two signatures subject to the qualification that the sums of money involved are more than petty cash items but in any case all monies however small in total shall be properly accounted for.
(iv) An annual rendering of properly certified accounts together with minutes of each Annual General and Extraordinary Meetings to the Society Secretary and the sending of a copy of each newsletter published to the appropriate Society officer.
(v) The rendering of such other information regarding the conduct of a Group as the Society Board may from time to time reasonably consider necessary.
(15) In all matters concerning the Society and all Groups the decision of the Board shall be final subject only to normal voting rights of the members of the Society at an Annual General or Extraordinary General Meeting.
This document was agreed between all parties at the Third Festiniog Convention held at Criccieth, Caernarvonshire, 31st October - 1st November 1970.
Reference
FRM No. 51 pages 15 & 16.
See Also