SUSSEX CRICKET BOARD ANNUAL GENERAL MEETING 18 March 2015

DAVID BOWDEN (Chairman, Sussex Cricket Strategic Group)

INTEGRATION of SCB & SCCC

Progress since 2014 AGM • • • • • • • • Approval to integrate the two Boards at AGMs in March 2014 Sussex Cricket Strategic Group (SCSG) asked by Boards to produce recommendations for structure SCSG joined by two representatives from the SCB Membership (Terry Burstow & Barry Peay) & supported by ECB senior officers ECB lawyers produced various options for the new single entity body The new Organisation,

Sussex Cricket Ltd

, will be a Community Benefits Society – updated version of Industrial & Provident Society Additionally, there will be a new charity,

Sussex Cricket Foundation

(SCF), as a wholly owned subsidiary of Sussex Cricket Ltd, which will replace SCCT Introduction of new arrangements on 1 November 2015 Draft Rules produced, to be approved at Special General Meetings of SCCC and SCB in September/October 2015

INTEGRATION OF SCB & SCCC

Board of Directors for Sussex Cricket Ltd • • • • The Board of Directors will comprise: - up to 10 Elected Directors (6 elected by Individual Members & 4 elected by Affiliated Clubs); - up to 3 Co-opted Directors; and - up to 3 Executive Directors (CE will be 1 of these) All Elected Directors will be subject to the same election process All those nominated must pass a “Fit & Proper Person” test Until 31 October 2015, the Elected Directors will serve their respective bodies, but meet jointly as a Shadow Sussex Cricket Ltd.

INTEGRATION of SCB & SCCC

Sussex Cricket Foundation

• SCB is currently responsible for club cricket, women’s cricket, cricket development and the Sussex Cricket in the Community (SCitC) programme • SCB & SCitC funding will be managed together through the new charity – Sussex Cricket Foundation (SCF) • All of the interests/activities of SCCT will be taken on by SCF, with effect from 1 November 2015 (e.g. funding for the Academy Ground at Blackstone) • The Objects & Powers of SCF have been agreed • The 4 Elected Directors of Sussex Cricket Ltd (SC Ltd) from Affiliated Clubs will also be Trustees of SCF • The remaining SCF Trustees will be appointed by Directors of SC Ltd • The SCCT charity will become dormant from 1 November 2015

INTEGRATION OF SCB & SCCC

BENEFITS (1) • • • • • Stronger overall “brand” of Sussex Cricket, with clarity of message and cross-referrals through a common organisation and membership structure Reduced bureaucracy at Board level and overhead costs Better business outcomes and economies of scale Better chance of sustainable professional success Strengthening of pathway to excellence, by breaking down barriers and developing more home-grown players (e.g. Sussex born Asians)

INTEGRATION OF SCB & SCCC

BENEFITS (2) • • • • Enhanced development of all cricket in the County, with greater involvement of club players at the County Ground The use of Cricket for social good Enhances concept of the Sussex Cricket Family Four specific benefits for Clubs are: - SCF will provide grants to clubs; - SC Ltd will provide every affiliated club with a Sussex Cricket membership; - The expert professional officers will provide advice/guidance to clubs (e.g. Coaching, Groundsmanship).

- Practical help will be given to clubs with grant aid applications

[There are many more benefits!!]

INTEGRATION OF SCB & SCCC

Strategy for Sussex Cricket 2015 - 2019

• • • • • • 5 Strategy workshops have been held, with key strategic goals in respect of Performance, Participation and Community based activity A model has been produced The aim is to use the Strategy to reinvigorate “The Summer Game” throughout the County A number of workshops will be arranged during 2015 to discuss this with Clubs/Affiliated organisations/other stakeholder groups Jon Filby has responsibility for progressing this engagement process The benefits of the Integration have been identified and the risks have been assessed, through the Strategy workshops

Sussex Cricket Strategy

Inspiring a passion for cricket - in the heart of the community Achieving Excellence Ensuring Sustainability Our SHARED Values

Selflessness Honesty Accessibility Respect Enjoyment Drive

INTEGRATION of SCB & SCCC

NEXT STEPS • • • •

Sussex Cricket Ltd

Development of application to register SC Ltd with the Financial Conduct Authority (same registration number) – this includes the necessary documentation for transferring assets of SCB & SCCC to SC Ltd SCB Management Committee and SCCC Board to jointly determine the committee/working party support required for SC Ltd SCSG to produce the necessary Regulations to support the SC Ltd Rules Special General Meetings of both SCB and SCCC to seek approval to change their respective Rules/Articles – September or October 2015 • •

Sussex Cricket Foundation

Development of application to register SCF with the Charity Commission and HMRC (new registration number) Appointment of Trustees for SCF •

Strategy for Sussex Cricket 2015 – 2019

Secure engagement of all stakeholders

PRESENT SITUATION

•

SCCC = Industrial & Provident Society (IPS)

•

SCB = Company Limited by Guarantee

• Both are known as “Incorporated” – separate legal identity/liability of the Board is limited •

Note: IPSs have been superseded by Co-

operative and Community Benefit Societies

OPTIONS

• A Company – limited by guarantee (CLG): – “not for profit” organisation • A Company – limited by shares (CLS): – “for profit” organization.

• IPS: – less common form of incorporated organization

DIFFERENCES

• IPS regulated by FCA/Companies regulated by Companies House • IPS is more flexible regarding meetings • IPS has exemptions from financial regulations on asking the public for investments

OPTIONS FOR LEGAL ENTITIES

• • • •

One legal entity holding the assets and undertaking non-charitable activity with an associated charity

A group structure to ring-fence risk and also to shelter the property in a separate subsidiary Sussex Cricket as a holding company – Charity Co, Club Co, Property Co.

Sussex Cricket as a holding company – Operations Co, Property Co.

CONCLUSION

•

Sussex Cricket Ltd to become a Community

Benefits Society under the Co-operative and Benefit Society Act 2014, with a Charitable CLG as an associated body acting as a wholly owned subsidiary.