BTCV

BTCV CORPORATE INFORMATION AND GOVERNANCE

1. AN OVERVIEW OF THE BTCV GROUP STRUCTURE

BTCV is the largest entity within the Group, with income for the year ended 31 March 2007 of £20,011,000. BTCV undertakes the all of the charitable activities within the group as detailed within the Annual Report and Financial Statements, with the exception of some London based activities which are carried out by TRUE (summarised below).
As at 31 March 2007, BTCV employed 352 Full Time Equivalent staff

TRUE
TRUE is the smallest entity within the Group, with income for the year ended 31 March 2007 of £262,388. TRUE operates within London, and its principal activity is to advance the education of the public in, and to further knowledge of the ecology of urban areas and to develop, conserve, protect and restore the natural resources and animal and plant life of such areas. Primarily it achieves this through the management of ecology parks.
As at 31 March 2007, TRUE directly employed 7 Full Time Equivalent staff

BTCV Enterprises Ltd
BTCV Enterprises Ltd is the trading subsidiary of the group and channels its profits back into BTCV in a tax efficient manner. BTCV Enterprises Ltd is mainly involved in training unemployed people and helping them find work. BTCV Enterprises Ltd also operates the BTCV Shop, and ETN (Environmental Trainers Network).
For the year ended 31 March 2007, BTCV Enterprises Ltd had income of £8,344,548 and employed 169 Full Time Equivalent Staff.
* Limited by Guarantee

Click here to open the audited Consolidated BTCV Annual Report and Accounts for the year ended 31 March 2007 (pdf)
Click here to open the audited Consolidated BTCV Annual Report and Accounts for the year ended 31 March 2006 (pdf)
Click here to open the audited TRUE Annual Report and Accounts for the year ended 31 March 2007 (pdf)
Click here to open the audited BTCV Enterprises Ltd Annual Report and Accounts for the year ended 31 March 2007 (pdf)

2. GOVERNANCE

BTCV

BTCV is governed by a Board of Trustees. There must be a minimum of three but no more than ten trustees, of which up to two can be co-opted (these are unelected Trustees, selected by the Board via the Nominations Committee). A Trustee can serve no more than six consecutive years. Trustees normally serve a term of thirty six months, but can then stand for election / be re co-opted provided they satisfy the provisions of the Articles.
There are currently six elected Trustees and two co-opted trustees on the BTCV board. Trustees are also legal directors of BTCV (the limited company).
Prospective Trustees go through a Nominations Committee before being put to the board onward to the membership for voting at the AGM
The board meets four times per year, in addition to the AGM.
The Chief Executive attends all Board Meetings, together with a Company Secretarial presence. Day to day management of BTCV (and all group entities) is delegated to the Chief Executive.
BTCV is a registered charity and is registered with the Charity Commission. As BTCV also carries on operations within Scotland, it is also registered with the Office of the Scottish Charity Regulator (OSCR). In addition, BTCV is a registered company, limited by guarantee.

Click here to view the Memorandum & Articles of Association (the governing document) (pdf)
Click here to open the ‘Trustees’ page, giving a list of current Trustees together with a brief biography and other information
Click here to view the ‘Nominations Committee’ page, which gives details of the construction of the Nominations Committee together with details of their powers, minutes of meetings etc.
COMING SOON, the ‘Board Business’ page, which gives the Annual Board Meeting timetable, Agendas and minutes of prior meetings.
Click here to view the ACEVO Code of Governance for Volunteer Bodies, adopted by the Trustees of BTCV.

TRUE (100% subsidiary of BTCV)

TRUE is governed by a Council of Members, appointed by, and consisting of Trustees of the Board of BTCV. The Council traditionally meet once per year at the AGM. The 2007 AGM was, however conducted electronically. Day to day operational responsibility is delegated to the Chief Executive of BTCV.
TRUE is a registered charity and is registered with the Charity Commission. In addition, TRUE is a registered company, limited by guarantee.

BTCV Enterprises Ltd (100% subsidiary of BTCV)

BTCV Enterprises Ltd has a board of directors, which is made up of Senior Management staff and is chaired by a BTCV Trustee. The board meet as and when required (usually twice per year), and day to day operational responsibility is delegated to the Chief Executive of BTCV.
BTCV Enterprises Ltd is a registered company, limited by shares.

Triage Central Ltd (50% Associated Undertaking of BTCV)

Triage Central Ltd is a company registered in Scotland and undertakes training and employment programmes within Scotland on a commercial basis, similar to those undertaken by BTCV Enterprises Ltd.
Triage Central Ltd has a board of directors, currently made up of two representatives from BTCV (appointed by the Trustees), and one representative from AEL (the other equal shareholder). Both AEL and BTCV have one vote, carrying equal rights.
Triage Central Ltd makes a distribution of profits under the Gift Aid scheme to BTCV in lieu of a formal dividend so as to maximise taxation relief. The level and timing of this payment is agreed by the board, which meet four times per year.

3. MEMBERSHIP

BTCV has a membership base. TRUE has only one member, which is BTCV, BTCV Enterprises Ltd has a single shareholder, which is BTCV, and Triage Central Ltd currently has two equal shareholders, being BTCV and AEL.
The following therefore addresses members of BTCV.
BTCV currently has 486 members, each of whom is entitled to a single vote on resolutions. Future membership will only be open to non fee payers who have an interest in BTCV and are able to commit to helping BTCV raise its profile and/or develop opportunities on a local, regional or national level. Future members must go through the Nominations Committee to be considered for membership.
Trusteeship will be open to all regardless of whether they are an existing member or not, however the path to Trusteeship will be through the Nominations Committee, currently chaired by the Lord Norrie.
Click here to open the ‘Nominations Committee’ page, which gives details of the construction of the Nominations Committee together with details of their powers, minutes of meetings etc.

4. STRATEGIC PLANNING AND OPERATIONAL MANAGEMENT

BTCV has a strategic planning document which lays down the strategic vision, values and objectives of the charity over a five year period. The current Strategic Plan covers 2004 – 2008 and we are busy devising the plan for 2009-2013.

Click here to view the Strategic Plan (2004-2008)

The Board empower the Chief Executive, Mr Tom Flood CBE with the day to day management of the group, and in turn, there is a Senior Management Team and then a structure of operational regional directors and management teams which ensure that BTCV has the skills, expertise and resources to operate effectively at a local level. This structure is summarised below.