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Exchange Bristol

Governance and people

Exchange Bristol Community Benefit Society is the new membership society set up to raise money by selling community shares, and using the money raised to take over and invest in Exchange.

If you buy shares, you’ll become a member of the Society.

How it all works

 The Exchange is currently operated by Bristol Live Arts, a Community Interest Company. The people behind Bristol Live Arts also own the building through a separate company.

Exchange Bristol Community Benefit Society (“the Society”) is the new membership society set up to raise money by selling community shares, and using the money raised to take over and invest in Exchange.If you buy shares, you’ll become a member of the Society.

If the share issue is a success, then the Society will be granted a new long term lease, protected under the Landlord and Tenant Act.

The Society will be given the first option to buy the building if at any point it were to come up for sale, and these clauses will be incumbent on whomever owns the building.

After a successful share issue, the Society will take over the assets and debts of Bristol live Arts at a cost of £100,000. Once everything has been transferred and the money paid over, Bristol Live Arts will cease to exist and the rest of the share issue funds will be used to develop the venue to increase the revenue it generates.

Exchange aiming for this to come into effect and for the Society to take on the the running of Exchange on January 2nd (the Exchange team did think about making ths January 1st, but thought we might all benefit from an easy day on January 1st).

Who will run Exchange

The current staff team will still take care of the day-to-day running, hopefully joined by some new faces as the business grows. They’ll be managed by a Board of Directors, who will be elected by members. Exchange have chosen a democratic structure because it’s important that everyone in the community who supports their goals can become an owner and share the pride and responsibility that is felt for Exchange Bristol.

Members will have a role in keeping the Board accountable to what members and the wider community feel, and that will make them a better business.

The members will choose the majority of the Board of the Society, who are responsible for operating the business, managing the staff who will book the acts, run the bar and everything else the Exchange team will do. Under our governing rules, the Board will also have three members of the venue’s senior staff, to ensure a balance between people who are elected and people who are venue professionals.

A Founding Board will take over at first to maintain continuity and shepherd the venue through the first stages of community ownership.

All of the directors will then resign at the first AGM of the Society, to be held by October 2020, to enable the election of a new board that will have the confidence and legitimacy of being democratically elected by investor members. Existing directors can stand for re-election, and any member who gets the support of the Members Forum can stand for election to the Board. Regardless of how much you have invested, every member gets one vote.

Members Forum

Exchange know that Annual General Meetings and elections aren’t the only way to ensure that members remain in control. They are creating a Members Forum that will be selected at random to get the views and thoughts of ordinary investors.

Every member will be asked if they want to be considered to serve on the Forum, and each year, up to six people will be selected at random from the list of the people who’ve said they’d like to be considered. The Members Forum will meet four times a year to talk to the Board and senior staff about how the venue is going, and what they think of future plans. The Forum will have the power to call General Meetings of the whole membership if they think there’s an issue they need to discuss.

In addition, anyone wanting to stand for the Board of Directors to represent members must first meet with the Members Forum and get their approval to become a candidate in the election.

Directors

Board

Directors' remuneration

Board members receive no remuneration for their work.

Directors' holdings

Some Board members intend to invest in Exchanges share offer.

Conflict of Interest

The Board maintains a register of directors’ interests.

Employee satisfaction

Exchange currently employs no paid staff on a regular basis.

Diversity

Two out of seven directors are female.

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