G W O A Ltd Accounts

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panzer
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It appears that the association is in breach of its statutory duties with Company,s House - our annual accounts are late being filed.

Perhaps the director (s) could expain what is happening.

 

gooch
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Re: G W O A Ltd Accounts

Not suprised here!

Ive been trying to get in touch with someone senior on the 40th Anniversary get together in over a MONTH ??

Very dissapointed here

Jdring
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Re: G W O A Ltd Accounts

There have been multiple attempts to contact Rupert Van Hullen (Secretary).

I won't be re-joining GWOA without some engagement from him.  Its not acceptable to sit on the site raking in subscriptions and do nothing more for members. He won't get rich doing that, so may as well operate a proper Club/Association.  I could make an equivalent site in 48hrs, but that's already been done and most of us are registered there too.

Things do appear on other pages, so there is some movement, but no engagement.

 

panzer
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Re: G W O A Ltd Accounts

The immediate problem is the overdue filing of accounts at Companies House. The company has already incurred a fine which increases the later the accounts are. Ultimatly Companies house will strike the company off. Looking at last years accounts it appears the GWOA has only cash in its balance sheet - this will be lost.

All the information on the GWOA Ltd is available free at companies house.

 

 

 

Jdring
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Re: G W O A Ltd Accounts

Yep.  He's a Solicotor too, so should realise there is no sense in ignoring deadlines, or correspondence!

https://beta.companieshouse.gov.uk/company/05883923 

 

 

fraj
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Re: G W O A Ltd Accounts

           I went down this road last year. ( see AGM 2018 post)  The response from club officials was a resounding ZILCH!!   I wish you better luck than I had.

panzer
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Re: G W O A Ltd Accounts

Compulsary sriking off of the company by Companies House has now been initiated. Notification will have been sent to our Registered Office but the director has not acted on it. It poses the question what has happened to the assets of the company (cash).

If there are any assets when the company is struck off they will go to the Crown. Does any one live near the Registered Office and can try and locate Rupbert?

markhowes
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Re: G W O A Ltd Accounts

I have always found the staff at Companies House very helpful.

I think it would be worth one of the paid up club members (those with a red banner) phoning Companies House, telling them that the director appears to have disappeared and that the members want to protect the assets of the company and asking them for their advice on what steps can be taken.

I'd offer to call but am sure that one of the first questions they will ask is "are you a member of the club" and then say they are unable to speak to anyone who is not.

 

 

panzer
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Re: G W O A Ltd Accounts

My understanding is that the paid up members are like shareholders so a member may get some assistance there. Real power and access to the funds rests with the sole director. If the company was voluntarly wound up the assets would be equally divided amoungst the paid up members.

My red flag disappered  long before my subscription expired. 

Jdring
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Re: G W O A Ltd Accounts

Same.  This is because the renewal is automated, and if you renew late it back dates it to the expiry.  So when I rejoined, I only got a few months of new membership.

I am not going to put another measly £25 into the black hole.

I live close to Rupert (20m) and happy to go knocking.  Looks like a gated/big place, so I may get nowhere.  If a Member can ring Companies House and ask them, I am happy to be the boy that gets sent round to sort it out.

There are enough funds to pay the small fine and if Rupert wants to off load the onerous running of the GWOA then we can start a new committee to keep it going.  It doesn't look like he needs the money (and wont get it either).

The alternative is the G REGISTER.  Most of us are on there also.  I think there is room for both.  If we took over the GWOA we could adjust the remit of the site and overlap less, but keep access to the old forums and help available to members.

 

fraj
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Re: G W O A Ltd Accounts

                  I have just written to Rupert and sent it by recorded.  It was signed for by someone with a signature that could well be Rupert Van Hurren on June 21st.  The next day I received an e-mail from Companies House to say that July 2nd will be first gazette for compulsory strike off.  I have yet to receive a reply from Rupert.

                   I am hoping to get legal advice on the subject this evening so will have more idea where to go next.  I have an idea that it may involve calling an extraordinary AGM to elect a WORKING committee and directors for the limited company.

                    I spoke to Gordon from G Restorations this morning and he tells me that the club secretary is a working GP so obviously very busy.  Gordon is no longer intersted.  The secretary is the only club officer at present and Rupert is the only Director of the limited company.  If we do nothing the cub will die along with the forum and over £12,000 in cash.  It is up to those of us who care.

 (fraj)

Jdring
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Re: G W O A Ltd Accounts

Fraj,

Glad you wrote.  It doesn't sound like you will get a reply though.

We talked at MB Brooklands about this (mini AGM?) and if we just need to nominate each other for roles, we can do that on a concall - I can provide a bridge for that.  There is clearly no current committee, just someone with management of this webite and the Limited Company - i.e. Rupert.

I will post a link to a conference call this weekend (Sunday night), with AGM Agenda.  Those interested to have a go at restoring this Association should join the call and we will elect 4 Committee Members for the Association.  Those Members can take on the take of getting control back.

Bloody hell, I'll have to join again.

btw - I think there has been plenty of notice on this forum about taking action.  So a short notice period of an actual AGM session should be acceptable.  If there was any working committe members, they would have contributed even one message by now.

See new Post.

gooch
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Re: G W O A Ltd Accounts

Hi Guys this is unbelievable their trying to close the book on GWOA, I hope we can rescue it some how. 

Speak go you later by phone hopefully

Take care

Goochie

Nick123
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Re: G W O A Ltd Accounts
Fraj, JDring, Mark, Goochie et al. Thank you for everything you are doing. G-Register is a tremendouse site, with an astonishing range and depth of knowledge. I have been in GWOA some twenty years and am fond of it. What a shame that some (few!) have abused it and are now looking the other way. I agree that there is room for both sites. Good luck and positive hopes to everyone concerned
Jdring
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Re: G W O A Ltd Accounts

Nick, lol

You say 'G Register' is a tremendous site, and it is.  We are probably all members there also, as it sprang from the troubles here on GWOA and the closing of the site for a while.  Same for the Facebook Page for GWOA, which seems to be completely separate from the website sinking ship.

But GWOA web is the original site and there is 18 years of stories and experience in these forums.  If we can gather a few active members, to form a new Committee and get access to the website, we can re-fresh it, and decide on the role of GWOA alongside other sites.  We don't need the limited Company to keep the Association and any recovery of Member funds from there is a bonus... a separate objective.

First lets find who has the access to the website and reclaim it, to keep it alive.  It still gathers new members and renewals at £25 a time and at the moment this drops into a black hole, and is frankly an abuse of the constitution of the Association.  It's our duty as Members to put that right.

Join the EGM call on Sunday and we can start the process.

fraj
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Re: G W O A Ltd Accounts

  jdring    I will try to join you on Sunday at 1900 but my knowledge of how to operate computers is roughly the same as my horses knowledge of Quantum Physics.  If I dont appear it will not be for want of trying.  If you would like to contact me directly Gooch has my phone numbers and my e-mail address.  The website messaging service is defunct so not an option.

                I am still awaiting an answer from Companies house and an appointment with my local solicitors for their advice.  Both will be next week now.

Best regards,

                (fraj)

 

OldEnglish68
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Re: G W O A Ltd Accounts

I would like to join the call but will be travelling home from abraod.

Please count my vote (if I have one?!) towards the new director/s and/or committee in whatever way might help preserve the GWOA.

OE68

Nick123
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Re: G W O A Ltd Accounts
Living as we do on the edge of the known world our dicky cyber connection together with my paltry knowledge of how to work electrickery means that I will not be able to join you on Sunday. However, as per OldEnglish, I wish only good to anyone striving for anything positive. Having been involved with various committees it has long been my persuasion to try to never be negative; that gets nobody anywhere. Goochie has both my mobile and e-mail contacts. All the best, Nick.
Jdring
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Re: G W O A Ltd Accounts
So that we might get just a few people on the EGM call... Please note that you can dial in with a normal phone, from any country. The uk phone numbers are in the invite and you can find the others on your computer. You will be asked to enter the call ID to get in. That's all.
Nick123
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Re: G W O A Ltd Accounts
For any uninitiated Luddites among us would you be able to give a very basic 1,2,3 of how it might work, please? Thank you. P.S. Any explanation could not be too basic - honestly!
Nick123
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Re: G W O A Ltd Accounts
For any uninitiated Luddites among us would you be able to give a very basic 1,2,3 of how it might work, please? Thank you. P.S. Any explanation could not be too basic - honestly!
Jdring
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Re: G W O A Ltd Accounts
Sure. Connect to the link by browser OR Dial one of the access numbers with a phone and input the meeting ID. Details: Date: Sunday 30th June 2019 Time: 7pm UK time (GMT+1hr) Conference Bridge Access for browser: Join Zoom Meeting or https://vindicia.zoom.us/j/237567683 This is a ZOOM conference service. Dial in Numbers: United Kingdom +44 203 966 3809 +44 131 460 1196 +44 203 051 2874 +44 203 481 5237 Other Countries: International numbers Meeting ID: 237 567 683​
Arnie
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Re: G W O A Ltd Accounts

I'll try to join-in the call at 7:00. 

I think the 'shareholder'/members can appoint a new director and hopefully then sort out the matter with Companies House.

There probably needs to be a minuted official meeting with a resultion proposed and passed to appoint a new committe, chairman, secretary and director. Then file the appropriate papers at Companies House and get the accounts drafted, approved and  submitted ASAP.

 

Arnie
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Re: G W O A Ltd Accounts

I'll try to join-in the call at 7:00. 

I think the 'shareholder'/members can appoint a new director and hopefully then sort out the matter with Companies House.

There probably needs to be a minuted official meeting with a resultion proposed and passed to appoint a new committe, chairman, secretary and director. Then file the appropriate papers at Companies House and get the accounts drafted, approved and  submitted ASAP.

 

markhowes
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Re: G W O A Ltd Accounts

I agree.

It seems to me that the initial problem will be how to compile accurate accounts given that the existing director doesn't seem to be contactable. Does anyone even know which bank holds the club's/company's cash?

For those interested, here is a copy of the company's Memorandum of Association.

https://s3.eu-west-2.amazonaws.com/document-api-images-live.ch.gov.uk/do...

 

On a very quick reading it should be fairly straightforward to repalce existing director with new director(s)

 

 

Nick123
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Re: G W O A Ltd Accounts
Presumably, if using a landline 'phone (mobiles don't work here) I would dial "0203 etc." or "0131 etc." and enter the pass number ID using the buttons on the handset ?
Jdring
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Re: G W O A Ltd Accounts

These things are never easy :(  If you cannot get access to the website or the bank account, the recourse is to start again.  And that was already done with the Register (which is fine).   The point here is to keep the body of historical knowledge in the GWOA forums available and continue the Association beyond its current 25 years.  It was founded in 1994.   The stagnant Member funds would go a long way to obtaining some GWOA merchandise, at good rates for Members, and to fund some away-days and events.  It just needs freeing up. I've offered in the past to help do this, as have others, but there is a wall of silence.  Its up to active Members to take it on.

Your link didn't work, but from 19 years ago I found this the following.  One of the actions resulting from appointing a new committee will be to seek agreement to updating this Constitution (for example to remove the target of a quarterly publication to an annual one, for example).

G Wagen Owners Association: Constitution.
1. The club shallbe known as the G Wagen Owners Association, and membership is open to all who wishtojoin, regardless ofthe vehicle thattheydrive.

2. The aim of the club is to promote and distribute information about Mercedes Benz G
Wagens, parts and services to club members. To do this a newsletter will be issued quarterly to each member. The club shall also try to enhance contact between members.
3. The club will be funded by an annual membership fee, which may be reviewed at each
annual general meeting to ensure that it is sufficient to meet the costs of running theclub.

4. An annual general meeting shall be held in October to elect officials to serve for the coming year and to review policy, membership fees and any constitutional change. Accounts fortheprevious year shall be open for inspection by members at thismeeting.

5. To make any change to the constitution at times other than at the AGM, the chairman
shall call an Extraordinary AGM.
6.
The number of elected officials serving on the committee shall be determined at the
AGM vote.  At all times their number shall be such that the chairman shall have a casting
7. The committee may only change club policy if more than half their number is present at the meeting where such a decision is made.

8. Should the club cease to function, any residue of funds will be donated to a charity nominated by the committee.
9.Committee members may claim a contribution towards travelling costs to committee meetings. ( Voted for at the AGM of October 1999. As yet no claims have been made from committee members for travelling, postage, or telephone calls other than those relating to passinginformation to club members as a whole.)
10. The venue of the AGM shall be at various locations throughout mainland Britain to allow all members an equal chance to attend.

 

Jdring
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Re: G W O A Ltd Accounts

Nick123 wrote:
Presumably, if using a landline 'phone (mobiles don't work here) I would dial "0203 etc." or "0131 etc." and enter the pass number ID using the buttons on the handset ?

Exactly right Nick.  Its a standard Conference Bridge type thing.   Those with a PC connection will have the minor benefit of seeing the Agenda and a couple of other slides for the EGM.  (they can also talk/listen via their PC if set up for that.

Nick123
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Re: G W O A Ltd Accounts
Thank you, John!
markhowes
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Re: G W O A Ltd Accounts

Have tried to attach PDF of Memorandum of Association. This is more recent so not sure that the 19 year old constitution applies any longer.

 

markhowes
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Re: G W O A Ltd Accounts

Some "interesting" new posts today. But what do they mean and where have they come from.

One invites membership renewal but where is the money going, what's happening to the money already in the club's account?

I think someone should update on what's happening - I'd like to know.

I don't want to contribute another £25 that just ends up sitting in account somewhere never to be used for what it's supposed to.

 

GWOA Admin
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Re: G W O A Ltd Accounts

Progress is being made, both with saving the Association (in its 25th year) and with the website function.  It will take a bit more time but we hope to be like the proverbial Phoenix rising. :)