AROC – The Turmoil Beneath The Surface
Some Background
The present structure of the AROC was put in place after serious irregularities in the way in which the Club was being run came to light in 2001. The Chairman at the time of these was Ed McDonough, who was voted out of office by the members at the AGM that year and who had held the position since 1992. In 2006 the Chairman who replaced him oddly resigned in the month following his re-election and at the subsequent Management Team [MT] meeting this and other issues had to be addressed. Ed McDonough was proposed and seconded as his replacement and it was then announced that as he and his proposers were so confident of him being elected he was actually waiting outside the meeting and would come in to take up his position immediately.
Setting aside this appearance of the manipulation of democracy -as it would surely have been more appropriate to request nominations- this marked the beginning of another period of irregularities in the operation of the Club, although this time they were to be supported by the majority of the MT while again taking place under the Chairmanship of Ed McDonough.
The AROC is a Limited Company bound by the provisions of the Companies Act [CA] and its own Rules and Articles [RA]. While it is incumbent on those running the Club to ensure that "The Management of the Club shall be undertaken in accordance with the Club Rules", the MT sadly chose to abdicate from this responsibility during 2008. During that year actions were consistently taken which were clearly outside the CA and RA and these even continued when this was pointed out to them personally and legally. Inexplicably, the Deputy Chairman wrote in April 2008, "So far as I know the club has yet to adopt an official rule book" (the RA dated 2005 were on the Club website!) and well before this in October 2006 the Company Secretary [CSh] -who is responsible for making sure that the Club is run legally- had registered a new Director at Companies House [CH] while not registering the others that had been elected the month before. The only one registered was Ed McDonough, who had been appointed -not elected- and so was ineligible to be notified as a director of the Company until he had been confirmed as one by the members voting in the subsequent AGM! Therefore the number of votes cast for him at the 2007 AGM should have been revealed but never were, despite requests for this to be done.
Non-Events and a Closed Shop
During 2007 the Club loped along in its rather lopsided and directionless way. No-one seemed able to remember –or care- why £249/month was being spent on a brand new van (bought in 2006 when a much cheaper one would have provided equal utility) and as there appeared to be insufficient use for it, it was given to the Club Shop franchisee to use for a while. However, in August a decision was taken not to renew the contract of the Events Co-ordinator [EC], ostensibly on financial grounds although the Club had -and allegedly still has- copious reserves. This was odd, given that she had provided the Club with its most successful and all-embracing events ever and the claim by the Events Team Leader (in support of his alternative proposal) that attendances were declining was later found to be based on
One of the effects of removing the EC was that she was also jointly responsible for running the Club Shop [CSh] as part of another complimentary business and in the light of her situation -and the commercial reality of the CSh- the decision was taken by the franchisee to relinquish this. The wording of the CSh contract was poorly framed and had anyway been negotiated on the basis of an optimistic average spend per member on an incorrectly-claimed membership figure, but by being run as it was Club items were given exposure far beyond their normal boundaries and the CSh became the friendly 'face' of the Club, even acting as a recruiting point. However, not only were many on the MT seemingly oblivious to the hard work being done on the Club's behalf, but they then set about trying to make sure that the franchisee was landed with old stock (even though the contract said they should buy it back)while they tried to press ahead with a new range of their own. About 18 months later a new CSh was at last introduced and the MT promptly banned the former franchisee from attending their events -presumably to stifle any competition- a fine reward for so many years of support and a very unjust decision.
Kangaroo Court to High Court
Whatever the other decisions counter-productive to the development of the Club which had been made by the MT, they pale into insignificance beside the events of 2008 when the RA were simply disregarded and the Club ceased to operate as a democratic organisation. On April 28th Ed McDonough convened a meeting of the MT "to discuss issues of serious concern", although he chose not to inform the two MT members/Directors that were the subjects of this! Remarkably, none of the rest of the MT objected to operating in this fashion -even though it was in contravention of the CA-and the meeting went ahead, the CSh misinforming those present in respect of their legal position. On this basis the removal of the two members from the MT and Club was carried with one abstention, but the first the subjects knew of this was upon receiving letters dated 6th May to this effect from Ed McDonough. This letter was written three days after the two 'removed' members had been met and spoken to at the Brooklands Italian Car Day by two of the MT members who had been present at the meeting although they cowardly chose to say nothing, even while the 'removed' members were recruiting on the Club stand!
Like other such organisations the Club had a procedure written into its RA to take account of disciplinary situations, but the MT chose to ignore this and the memorable response from Ed McDonough when asked for details of the accusations and the supporting evidence was, "There is no obligation on our part to answer your request, or pander to your demands". He subsequently misled the rest of the MT by claiming, "They did not respond", although many requests for clarification and details of the alleged problems -all refused or ignored- had of course been made. The refusal to justify their behaviour set the tone for the expensive farce that was about to unroll and confirmed that the MT had chosen to act outside the RA in respect of the unsubstantiated and vague accusations -which have still never been detailed- and the procedures to remove directors and members. The MT continued with this course of action until summoned to the High Court to resolve the issue where their underhand manoeuvrings were finally refuted, although none of them had the courage of their convictions to turn up and represent their Club, particularly Ed McDonough who was apparently indisposed, something which cut no ice with the judge.
Democracy or Autocracy?
This apparent illness was to reveal just how far the Club had progressed into a lame and undemocratic state. It was given as the reason for postponing the AGM, whereas in any normal organisation an incapacitated Chairman would have stood down and business progressed as usual. Of course, the MT were very keen that their unconstitutional actions be kept from the members and any mention of their legal situation was rigorously suppressed in Club electronic media and also not allowed to get into print. Indeed, the record for the deletion of a contentious post from the Forum was three minutes!
As the voting results of the previous AGM had never been published despite repeated requests, the fact that anyone seeking to nominate a candidate for the original and eventual AGMs was told that nominations had closed came as no surprise, especially as the opening of nominations had never been notified! However, one new candidate was somehow included, but strangely it was someone who had been dismissed from the MT the previous year for consistently not attending meetings without leave or explanation.
In December 2008 the MT decided to selectively use the RA -which they had for so long chosen to ignore- to refuse the membership renewals of a number of long-standing and enthusiastic Club members, although inevitably without notifying those not on the MT that their fate was to be decided. Coincidentally, these were all people who had asked questions about the ways in which the two MT members/Directors had been treated and who had objected to the attempted obliteration of their thriving Section, apparently due to its association with them: The MT had earlier even gone so far as to attempt to encourage other members into setting up a rival Section in the same area. The Club members thus affected were given no reason for the discriminatory actions taken against them and were not allowed recourse to appeal and so having thus made sure that no dissenting voices could attend the 2008 AGM, it was eventually held three months late in January 2009 (!) under the Chairmanship of Ed McDonough.
The Past Dictates The Future
Under the section of the RA which refers to anything likely to be, "injurious to the welfare, character or good name of the Club" the entire MT should clearly have resigned during 2008, not only for the ways in which they colluded to run the Club outside its RA but also for the ways in which they squandered a presumably not inconsiderable five-figure sum of members money through their inept and unconstitutional actions. Instead they chose to close ranks, suppress any mention of the truth, remove those of opposing views and run what should be a democratic and constitutional organisation as a closed shop, presided over by their Chairman Ed McDonough, the DC and the CS.
The RA state that the MT minutes "will be published" and yet this –unsurprisingly!- has never been done, but perhaps a bigger mystery than all of the above is the fact that even those AROC members who know something of the foregoing facts appear not to be concerned enough to do anything to reclaim their club from those who chose to run it in a way that its RA were designed to prevent. Aside from the unhealthy situation of having had only two Chairmen in getting on for twenty years, the 2009 RA changes would appear to be framed to further concentrate power and if anyone thinks that holding Annual General and Extraordinary meetings on midweek afternoons is designed to facilitate member participation and democracy ...!
