CAS case clarification required

Debate directly related to English Chess Federation matters.
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Gerard Killoran
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Re: CAS case clarification required

Post by Gerard Killoran » Sun Aug 12, 2012 4:01 pm

Increasingly over the last few weeks, I have been contacted by people concerned over the impact of the endless discussions on this forum. Each has advocated that ECF officials should disengage from this informal dialogue.
I find this amusing since the current FIDE delegate came onto this board

1. To bad mouth the previous FIDE delegate
2. To canvass votes
3. To bad mouth anyone who disagreed with him.

Roger de Coverly
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Re: CAS case clarification required

Post by Roger de Coverly » Sun Aug 12, 2012 4:04 pm

Adam Ashton wrote:[ We are dealing with unpaid and largely well meaning volunteers
That's agreed. Why then did they feel the need to issue a legal challenge to FIDE over an issue, not of great interest or relevance to the English chess public?

Quite rightly the directors insisted on financial guarantees before approving the action. They should also have insisted on a timetable for disclosure of the ECF's participation.
Adam Ashton wrote:The board acted within their power
That's borderline. The non-disclosure, even internally to the auditors, is suspect.
Adam Ashton wrote:if you don't like it deal with it in elections

All of those who have signed the white form as ECF Guarantors are at least in theory "on risk" if only for one pound. They do not, however, have any direct say in the selection or policies of ECF Directors.

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JustinHorton
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Re: CAS case clarification required

Post by JustinHorton » Sun Aug 12, 2012 4:05 pm

Adam Ashton wrote:I don't know Andrew Farthing personally but his patient and diplomatic efforts to answer every question
Um, Adam, he hasn't tried to "answer every question". Just for the record, because I'm not seeking to pick an argument, but what you're saying is demonstrably wrong.
"Do you play chess?"
"Yes, but I prefer a game with a better chance of cheating."

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JustinHorton
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Re: CAS case clarification required

Post by JustinHorton » Sun Aug 12, 2012 4:15 pm

Adam Ashton wrote:indeed Giddens is having a field day on his blog
Not really, and nor would it matter if he were.
"Do you play chess?"
"Yes, but I prefer a game with a better chance of cheating."

lostontime.blogspot.com

Richard Bates
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Re: CAS case clarification required

Post by Richard Bates » Sun Aug 12, 2012 4:21 pm

Roger de Coverly wrote: All of those who have signed the white form as ECF Guarantors are at least in theory "on risk" if only for one pound.
So they are not at risk. Or are you foreseeing a dramatic deterioration in the value of money?

Perhaps some posters should be granted an extra user profile by Carl to allow them to argue with themselves and discover how ridiculously obsessed they come across to the rest of us? Can't be good for the blood pressure, surely? Not that it's much good for anyone else's either.

Roger de Coverly
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Re: CAS case clarification required

Post by Roger de Coverly » Sun Aug 12, 2012 4:51 pm

Richard Bates wrote: So they are not at risk. Or are you foreseeing a dramatic deterioration in the value of money?
If a Company limited by guarantee fails, then all those who have "guaranteed" it are asked to chip in with the amount guaranteed. So the liquidators of a failed company would be pursuing guarantors for the amount. In many ways it's just a legal fiction, as it's quite customary, as with the ECF, for the guarantee amount to be a nominal £ 1.

I would however maintain that guarantors have a legitimate interest in activities of the Company they have guaranteed regardless of the amount.

Roger de Coverly
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Re: CAS case clarification required

Post by Roger de Coverly » Sun Aug 12, 2012 4:53 pm

Gerard Killoran wrote: since the current FIDE delegate came onto this board
Here's the earliest thread from December 2008.

http://www.ecforum.org.uk/viewtopic.php ... 6422#p6422

Nigel was elected at the October 2009 election, defeating Gerry Walsh. His earliest postings will have followed the 2008 AGM, which severed any official connection between the "English Chess Federation" and "English Chess Forum" even to the extent of removing links from ECF websites.

Roger de Coverly
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Re: CAS case clarification required

Post by Roger de Coverly » Sun Aug 12, 2012 5:23 pm

Richard Bates wrote: Perhaps some posters should be granted an extra user profile by Carl to allow them to argue with themselves and discover how ridiculously obsessed they come across to the rest of us?
I'm not sure who you are getting at, but after looking up Nigel's first post, I went back and looked up mine from April 2008.

Here's an extract, I think it was in response to a now removed post by Martin Regan.
So what is the position? I thought that the board of the ECF are proposing that if
(a) you live in England
(b) you want to play competitive chess
(c) you don't want to become a member (shareholder) of the ECF then
something unpleasant would happen to you and the debate was over the nature of the unpleasantness and whether you got a vote or not.
That rather summarises the last couple of years, the "something unpleasant" having resolved itself into not being allowed to play or that your league or club will be charged £ 2 per game, or your Congress £ 6 per event. There's still no sign of a vote, but the shareholder (guarantor) was dropped.

Simon Brown
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Re: CAS case clarification required

Post by Simon Brown » Sun Aug 12, 2012 5:33 pm

Roger de Coverly wrote:
Richard Bates wrote: So they are not at risk. Or are you foreseeing a dramatic deterioration in the value of money?
If a Company limited by guarantee fails, then all those who have "guaranteed" it are asked to chip in with the amount guaranteed. So the liquidators of a failed company would be pursuing guarantors for the amount. In many ways it's just a legal fiction, as it's quite customary, as with the ECF, for the guarantee amount to be a nominal £ 1.

I would however maintain that guarantors have a legitimate interest in activities of the Company they have guaranteed regardless of the amount.
I think I have said this before, but you - well, not you, but the few remaining relevant people - should be aware that whilst the members' liability is limited, that of the directors is only limited if they are not guilty of negligence or fraud. It isn't difficult to concoct scenarios around all this which lead to the failure of this particular company, so let's hope, hypothetically of course, there has been no negligence or fraud in the actions of each and all of the directors.

Roger de Coverly
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Re: CAS case clarification required

Post by Roger de Coverly » Sun Aug 12, 2012 5:41 pm

Simon Brown wrote:
I think I have said this before, but you - well, not you, but the few remaining relevant people - should be aware that whilst the members' liability is limited, that of the directors is only limited if they are not guilty of negligence or fraud.
Which is presumably why such organisations require fairly detailed procedural notes for decisions made on behalf of the Company.

What would have happened if it had been the BCF taking action as an unincorporated body? Would the President or CEO have to had acted in their own names and at their personal risk to get the action started?

Krishna Shiatis
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Re: CAS case clarification required

Post by Krishna Shiatis » Sun Aug 12, 2012 6:18 pm

Simon Brown wrote:
... the members' liability is limited, that of the directors is only limited if they are not guilty of negligence or fraud. It isn't difficult to concoct scenarios around all this which lead to the failure of this particular company, so let's hope, hypothetically of course, there has been no negligence or fraud in the actions of each and all of the directors.
Indeed.

Everything that is being discussed here, looking at the time-line and the questions which have risen from it all lead to an awareness that once it has been identified exactly what went wrong, then hopefully the ECF can take the necessary steps to introduce the necessary controls which not only protect itself as an organisation but also its directors.

Whilst some of the directors have felt a bit nervous and uncomfortable about the questions; in the end hopefully when the dust settles, everyone will be able to see that 'heads on plates' are not what is being sought here, just to admit that there was a problem/breakdown in protocol/lack of protocol somewhere and then to take a look at the best way forward and then develop a plan to achieve this.

Whilst some people like Sean may perceive the good people of this forum to be 'muppets', I believe that our hearts are in the right place. If you actually take a look at what is being said, ultimately, things will improve. If you do bury your head in the sand then things like this will happen again.

Roger de Coverly
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Re: CAS case clarification required

Post by Roger de Coverly » Sun Aug 12, 2012 6:27 pm

Krishna Shiatis wrote: Everything that is being discussed here, looking at the time-line and the questions which have risen from it all lead to an awareness that once it has been identified exactly what went wrong, then hopefully the ECF can take the necessary steps to introduce the necessary controls which not only protect itself as an organisation but also its directors.
At least on paper, the ECF probably has all the controls it needs. That doesn't mean all the Directors will follow them.

Krishna Shiatis
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Re: CAS case clarification required

Post by Krishna Shiatis » Sun Aug 12, 2012 6:40 pm

Roger de Coverly wrote:
Krishna Shiatis wrote: Everything that is being discussed here, looking at the time-line and the questions which have risen from it all lead to an awareness that once it has been identified exactly what went wrong, then hopefully the ECF can take the necessary steps to introduce the necessary controls which not only protect itself as an organisation but also its directors.
At least on paper, the ECF probably has all the controls it needs. That doesn't mean all the Directors will follow them.
Thank you Roger. I thought that this might be the case, but I have not read all the paperwork myself and was not sure.

If it is the case that all the necessary controls are in place and there is a logical reason why the controls were not followed, then it is 'an easy fix'. This needs to be discussed at board level and the appropriate steps taken to ensure it does not happen again. To be honest, I think that most of the board are certainly aware in hindsight that it was risky. I am sure that they will take on board any necessary steps. It is just ensuring that they are aware of exactly what went wrong. They could then issue a statement detailing what they think went wrong and how they might ensure it does not happen again. This would reassure many and possibly bring closure.

If the reason why they were not followed is not so easy to fathom, then there does need to be a review of these controls and possible 'penalty' clauses introduced to protect not only the other directors but the ECF itself.

All of these rules are not there to be 'a pain in the ass', they are there to protect the members and directors.

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IM Jack Rudd
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Re: CAS case clarification required

Post by IM Jack Rudd » Sun Aug 12, 2012 6:45 pm

Angus French wrote:
IM Jack Rudd wrote:Let me be clear about my involvement here:

1. When I voted in favour of the White & Case action, I was working on the assumption that it was an action that had yet to be initiated.
2. When the discrepancy in times was brought to my attention by Alex McFarlane, I immediately checked the times for myself and then forwarded Alex's message to the Board for comment.
Umm, at first sight the text above (which was written a couple of weeks ago and comes from earlier in the current thread) doesn’t seem to fit with what’s stated in the timeline document which makes clear that the Board - of which Jack, as a Non-executive Director, is a member - knew, in advance of its vote on whether to proceed, that legal action had already been initiated.

...

I’m sorry to put you on the spot Jack, but would you like to comment? Could it be that you weren’t up-to-speed with events – perhaps you’d not
been copied on correspondence (including the internal minutes of the Board meeting which took place on 26 February)? Or is there some other explanation?
The explanation is that I wasn't up-to-speed with events. I probably should have brought myself more up-to-speed with events at the time once the minutes had been circulated, but nothing had as yet rung any alarm bells.

Should a similar situation occur in the future, I will be on the case rather more quickly.

Sean Hewitt
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Re: CAS case clarification required

Post by Sean Hewitt » Sun Aug 12, 2012 7:03 pm

Krishna Shiatis wrote:Everything that is being discussed here, looking at the time-line and the questions which have risen from it all lead to an awareness that once it has been identified exactly what went wrong, then hopefully the ECF can take the necessary steps to introduce the necessary controls which not only protect itself as an organisation but also its directors.
You miss the point. You may not agree with the CAS action (I don't either) but the board were perfectly entitled to make the decision to commence the action. No controls in the world are going to prevent the ECF from making a decision simply because you don't agree with it.
Krishna Shiatis wrote:It is just ensuring that they are aware of exactly what went wrong.
It might help if you could articulate what it is that you think 'went wrong' as you put it.
Krishna Shiatis wrote:Whilst some people like Sean may perceive the good people of this forum to be 'muppets'.
I find it's often best to properly read what someone wrote before commenting. If you had done so you would have realised that it was not me who said that the forum was full of muppets - I simply reported the reason that another gave for not bothering to read the forum. At the moment, I do find it a hard to counter his claim.