Modernisation Update
In accordance with our commitment to transparency we are publishing the recent email exchange between the 381 Club & Branch and RAFA HQ on progress with the 381 Modernisation Programme.
Richard Thomas
Sat 8 Aug, 21:50
to Ruth, Alex, Martin, Malcolm, John
Dear Ruth,
Thank you for your detailed, constructive, and encouraging response of 3rd August.
It is good to receive formal confirmation that our shared goal of exploring a protected CLG model aligns directly with the Association’s national direction of travel!
We completely agree that any incorporated pilot must preserve robust oversight, safeguard the Association’s Royal Charter and brand, and establish unambiguous, balanced relationships between the Branch, the Club, and Central HQ. Having RAFA lead the preparation of the revised pilot framework with your legal advisors is a positive step forward, and one we warmly welcome.
Our existing identified governance risks do, however, make an agreed target date for incorporation a clear priority from our point of view. To support this process and align fully with HQ’s broader strategic rollout, we are happy to defer our incorporation target to 1 November 2026, fitting in with the HQ timetable—and we would welcome your agreement on this as a reasonable expectation.
On our side, our proposed Directors are continuing to complete their internal credentials staging and GOV.UK identity verifications, ensuring the local operational team is 100% prepared to plug smoothly into the legal framework your team develops.
We would be delighted to meet with you following your session with the legal advisors to talk through the key building blocks—including constitutional safeguards, data controller mapping, and technical integration. It would help us if this meeting could be arranged by the end of August, and if we could receive your legal team's redraft a week beforehand to give us time to review it properly.
Thank you again to you and the team for backing this initiative and taking the lead on this next phase. We look forward to catching up soon.
Regards
Richard Thomas (Chairman 381 club)
For 381 Club and Branch
Please note my new e mail address chair@381club.com
From: Ruth Brutnall <ruth.brutnall@rafa.org.uk>
Date: 3 August 2026 at 19:31:29 BST
To: John Parsons, Martin Bell , Alex Kemp , Richard Thomas , Malcolm McFaul
Subject: Bognor Branch Club Pilot
Hello there
Thank you for bearing with me. I have had chance to fully review the documents you had developed and discuss them with colleagues internally. We are all grateful for the considerable thought that has gone into the proposal and for the constructive way in which the Branch and Club are seeking to address local governance, volunteer liability, data protection, trading and long-term sustainability.
We recognise the underlying joint aim of exploring whether a Company Limited by Guarantee model could provide a clearer and more protective structure for local club operations. That principle is consistent with the Association’s current direction of travel, provided that any such model remains firmly within the Association’s Royal Charter, Rules, Byelaws, governance framework, standard branch and club rules, and relevant policies and procedures.
Having reviewed the documents, I think there is more work needed to develop the current drafts before RAFA could agree them.
The principal reason is that the drafts go beyond what the Association could properly approve at this stage. In particular, they contain provisions that appear to create a level of local autonomy and data separation that could restrict RAFA’s ability to discharge its governance, audit, financial, safeguarding, regulatory, brand and data protection responsibilities. It also may prove to be an issue in the relationship between Branch and club, if we don’t carefully consider the safeguards needed and the appropriate roles of each. Any incorporated club model must preserve, not dilute, the Association’s ability to provide oversight, assurance, intervention and support where required.
There are also several areas that the draft does not yet address, and which will need further work before the pilot proceeds to the next stage. These include the proposed constitutional relationship between the Branch, the Club and RAFA; the treatment of assets in any future dissolution; the proposed transfer of surplus trading funds; branding and IP issues; the election/appointment of directors; the potential conflicts of interest between Branch and Club roles; and the circumstances in which RAFA or the Branch may audit, intervene, suspend or terminate any pilot arrangement.
The data and technology provisions also require more detailed review. Data Controller status must be assessed for each processing activity, including Association membership data, branch records, club membership records, etc. Likewise we would need to do some further work on the information environment – we also benefit from a relationship with Palo Alto, which should provide a common basis for this.
All of this being said (and sorry, it feels I’ve been quite negative which is definitely noy my intent!), we are clearly aligned on the aims in terms of exploring a model which may support and sustain branch clubs, and so might I suggest that RAFA lead the preparation of a revised pilot framework, with input from the Branch and Club. I am meeting with our legal advisors next week, and it would be good to meet after this to chat through the key issues we will need to resolve. There is clearly lots of common ground which we will establish, and then focus on any more complex areas.
Thank you again for the work undertaken so far and for your willingness to engage constructively on this important issue.
Many thanks
Ruth
Ruth Brutnall
Group Company Secretary
