F

Founders Meeting

Synaptic Trust (‘the Company')

Company number: 07588104

The Companies Act 2006

Company limited by Guarantee

Thursday 10th December 2015 at 6.00 pm

At

West Thornton Academy (WTA)

Non-Confidential Minutes of the meeting Founders Meeting

PRESENT
Keith Robinson (KR) / Chairman
Sarah Rowe (SR) / Member
Georgina Harvey (GH) / Member
John Landeryou (JL) / Member
Les Jones (LJ) / Member
APOLOGIES
Myra Prahalad (MP) / Member
IN ATTENDANCE
Michael Durst (MD) / Auditor Landua Baker Limited
Carly Pinkus (CP) / Auditor Landua Baker Limited
Helena Walbrook (HW) / Business Manager
Julie Newman (JN) / Company Secretary
1. / Apologies
Apologies for absence were received from Myra Prahalad (MP). The apologies were accepted by the members.
A quorum was present in accordance with the Company’s Articles of Association.
Welcome
KR welcomed John Landeryou (JL) to the meeting. JL has joined as a new member to the Trust.
2. / Main Business of Meeting
Michael Durst (MD) formerly thanked Helena Walbrook for all her hard work in supplying information as required to complete the auditing of the accounts.
Annual Report and Accounts
Auditors Landau Baker presented the Members with the interim audit management letter 2015 and the Management Letter for the year ended 31st August 2015 for West Thornton Academy and Forest Academy.
MD explained the management letter reviewed the accounting procedures and system of internal controls. The review was made to determine the scope of work and to identify to the Directors of the Synaptic Trust and the Governors of the Academies areas that can be improved. Michael Durst said the areas identified for improvement were best practice recommendations. Each Academy was asked to respond to the recommendation.
It was noted that as these had been identified in August a number of the observations had already been addressed.
Accounts
Carly PInkus presented the members with the Draft Trustee’s Report and Financial Statement for the year ended 31st August 2015. Further clarification to notes: 3; 5; 6; 7; 8; 17; 18 were given. There was some discussions on some of the notes and Members were satisfied with the explanations.
It was noted the draft Fund balance at 31st August 2015 were:
West Thornton Academy £271,000; Forest Academy £443,000 Synaptic Trust £70,000.
MD informed the Member that in the view of Landua Baker, West Thornton Academy, Forest Academy and the Synaptic Trust were financially sound and there were no major issues and there was no indication that they were failing to act as they were required.
After discussion, it was agreed to accept the report and the findings.
It was resolved to approve the draft accounts and reports for the year ended 31 August 2015. It was further resolved to delegate responsibility to the Chair KR to sign off the final Trustee’s Report and Financial Statements for the year ended 31st August 2015 on completion of the necessary amendments.
Chairs Annual Report
The Chairs Annual Report had been distributed before the meeting. It was resolved to approve the Chairs Annual Report.
Addition of new schools
The Chair tabled an email from Dominic Herrington to Stuart Robertson regarding confirmation of the Trust’s growth plans for 2015/16. The plan showed the following potential growth:
1 converter project; 1 sponsored project; 1 bid for new provision. Members were in agreement that the Trust should only take on schools if we have the capacity to do so. KR said SR was keen on ‘Free Schools’. Members were concerned that Free Schools would use up too many resources.
Members agreed there should be a risk assessment and a development plan in place to assist Members looking at a time frame for taking on new schools so they are assured the Trust has the capability and necessary resources.
Action 1: HW was asked as a priority to respond to the Management Letter and to issue the response to the Directors and once approved by Directors to send to Landau Baker.
Action 2: SR to produce a risk assessment /proposal to present to the Members/Directors for any future schools the Trust is considering taking on.
3 / Minutes of the meeting held on 8th October 2015
The minutes of the meeting held on 8th October 2015 were agreed as a true and accurate record and signed by the Chair.
Matters arising:
Action 1: Not completed - Follow up on appointing a new Director at the next meeting.
4. / Any other business
·  There was no other business to discuss.
5. / Confidentiality
·  Members agreed that there were no confidential matters discussed.
6. / Date for next meeting
The next directors meeting will be held at WTA on 28th January 2015.
The Chair closed the meeting at 7.35pm.

Signed by Chair ……………………………………………………………………………………

Date ………………………………………………………………………………………………….

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