“24. The particular issue relevant to the matter of repute that falls to be considered by me is whether the applicant company is or is not, a device employed by Mr Thompson to obtain an operator’s licence that shall be used as a “front” for continued passenger transport operations by him.”
“29a. Mrs Humphrey’s occupation noted against her appointments as a director on Companies House records has been given variously as ‘Secretary’, ‘Accountant’ and ‘Accounts’. In the course of correspondence with CLO upon this application (see page 99 of the Applicant’s Brief) she is described as having an A.A.T (Association of Accounting Technicians) qualification. I accept the submissions made on her behalf that she is currently employed full-time in a position of ‘significant responsibility’ as an Export Compliance and Site Manager for a large company, Honeywell Aerospace, and is remunerated well by her employer commensurate with that. Given her responsibilities, skills and experience, I would therefore reasonably expect Mrs Humphrey to be fully familiar with all of the key facts concerning the Applicant company and its business, as she has been its sole named director since1 May 2015 . I find however, from errors made by her in the application form and from her responses to me at Inquiry, as considered in these reasons, that this has not been the case. I find the explanation that ‘rightly or wrongly’ she had been waiting for the licence to be T/2016/74 4 granted to ‘take up the reins’ and would (only) then know fully what was going on and happening to be incredible. This has significantly reduced the weight I give to her evidence; b. Mrs Humphrey informed me that she acquired the company from her husband Mr Thompson at the ‘end of March 2015’, and that there was no particular significance for the timing of this transaction. She advised the CLO on2 June 2015 (see page 110 of the Applicant’s Brief), confirmed in a letter dated6 June 2016 (see page 113 of the Applicant’s Brief), that she acquired the company for the ‘mailing list and holidays’. The latter is taken by me to refer to the company’s holidays business. Mrs Humphrey also stated to the CLO that she did not acquire any vehicles as ‘…without an operator’s licence I had no use for the vehicles.’ This account is not fully clear and understandable or consistent as a company is a legal entity and by acquiring its shares all of its assets and liabilities would be acquired, which would include any vehicles owned by it and she had filled in the application form stating that the Applicant had 2 vehicles. In due course, details of a single vehicle to be operated if the licence were granted were produced to CLO, T359 JWA, with the registered keeper details produced for this vehicle showing the registered keeper to be the Applicant company (since 2013 and predating the end of March 2015 when the change of control of the company is described to have occurred). I accept that the DVLA national register of keepers is not proof of legal ownership. It is maintained primarily to identify vehicles and their keepers – to assist law enforcement and the collection of taxes and to facilitate improved road safety. The legal ownership of the vehicle remains unclear. This vehicle, T359 JWA had however previously been specified against the Donald Licence whilst the Applicant company remained its registered keeper and subject to the attendant concerns raised by DVSA that it was being operated by Mr Thompson, since at least March 2015. c. Emails sent to the CLO after the application was made were sent initially showing the sender (‘From’) at the head of the message to be Mr Thompson. The explanation given to the CLO when this was queried was that Mrs Humphrey had not noticed that the default sender details that came up were still in Mr Thompson‘s name and maintained that the emails were in fact from her. I find this difficult to believe, particularly given that Mrs Humphrey has otherwise been described to me in support of grant of the application to be a ‘stickler for detail’. (I also note that the early example email in the Brief was e-mailed using the company’s email facilities on a weekday in ‘normal office hours’ and Mrs Humphrey works full-time, although I accept that she may possibly have been off work for some reason at that time (page 107 of the Applicant’s Brief, email Sent 10:27 on Monday 25/05/15)). d. In his decision of 2010, DTC Maddrell had noted that Mrs Humphrey was a named director of David Thompson Tours Limited, attended the Inquiry but gave no evidence, as Mr Thompson explained she was the operator company’s secretary, and took no part in management. It appears from her evidence and admissions at this Inquiry that she has also played little part in the management of the affairs of the Applicant company even though she took on the role of director from1 May 2015 . e. Mrs Humphrey’s previous involvement as a director of operator’s licence PH1012626, held by the company David Thompson Tours Limited and the Public Inquiry attended by her in connection with that licence is not disclosed in any response to the question in Section 13 – previous licence history, of the PSV421 form completed by her for this application. I accept that the questions could be read as applying to the corporate entity David Thompson Tours Limited, rather than her as an individual, except for question T/2016/74 5 13 d). Notwithstanding the facts set out in paragraphs 5 and 6 above, Mrs Humphrey answered question 13d) of the PSV421 application form ‘NO’, that is: ‘Has any person named in this application (including partners directors or transport managers) ever been involved in a company, or business, that has gone into (or is going into) liquidation owing money’. f. Mr Thompson was involved with the Applicant company from its incorporation on10 April 2012 . Mr Thompson acted as a director of the company from that time until his appointment was terminated with effect from1 May 2015 . This is after15 April 2015 when the company’s application was signed and submitted by Mrs Humphrey, omitting Mr Thompson’s details as a director at that time and holding herself out as a director of the company before the effective date of her appointment recorded at Companies House. Mrs Humphrey was unable to explain to me how this incorrect information was given by her on application, other than to state that she believed the changes in directors had been effected by that date (15 April 2015 ) and there was simply an administrative delay in noting this. I find that this explanation by her conflicts with the annual accounts of the company filed at Companies House in June 2015 for the year ended30 April 2015 , which show Mr Thompson as the director of the company throughout that accounting period to30 April 2015 with no mention of Mrs Humphrey’s appointment as a director in that period. g. Further, Mrs Humphrey listed the Proposed Transport Manager as a director of the company in the application form – who has not been a director of the company (by her account at any time and) from Companies House records at any time since July 2014. By signing the declaration of the application form Mrs Humphrey declared to the Traffic Commissioner that all of the information given by her was true, but, at the very least, she clearly failed to check this information herself and it was not. h. In the June 2015 correspondence with the CLO Mrs Humphrey also made reference to particular administrative reasons for the delayed filing of the changes in directors and shareholder at Companies House that she says took place at the end of March 2015. She stated that she would now address this and that the changes should be made within the next 7 days and once made she would be the only director of the company. Her response made at this date does not make sense as the changes had already been made at Companies House on 8 May, such that it appears that she was not aware of the notifications filed at Companies House, or the detail of them, after the application was submitted, when she responded to the CLO in June 2015. i. As mentioned above, the Proposed Transport Manager has been named previously as a director of the company on Companies House records during periods when Mr Thompson was the other director of the company and its sole shareholder. From those records, Mrs Jenkins was appointed as a director, with Mr Thompson, from incorporation of the company on10 April 2012 until4 June 2013 . She was then reappointed as a director from30 June 2013 until24 July 2013 . Mrs Jenkins explained to me that she had been employed by David Thompson Tours Limited as a coach driver until it ceased trading and since that time had been employed by Angela Coaches and its subsequent owner Amport and District Coaches. She had remained friends with Mrs Humphrey and is godmother to her son. She explained that she does not get on well with Mr Thompson ‘personality wise’, describing him as ‘volatile’, or share his opinions. Mrs Jenkins emphatically denies any knowledge of her previous appointments as a director of the Applicant company and I accept her evidence in that respect. I find that T/2016/74 6 the notification of these matters was filed in electronic form at Companies House, which could be actioned by a director of the company or another authorised person without the knowledge or permission of Mrs Jenkins. In the absence of further information, there is no reason apparent to me for recording her as a director during these two separate periods. By accepting her evidence, I am drawn to conclude that false information was filed by the Applicant company at Companies House on 4 separate occasions relevant to Mrs Jenkins (the notifications of: her initial appointment; termination of that appointment; her re-appointment; and termination of that appointment). This repeated provision of false information raises further concerns as to the integrity of the company, at that time managed and controlled by Mr Thompson, and this has continued since he apparently ceased acting as the director of the business on1 May 2015 (by signing the annual accounts for the period ended31 May 2015 and filed at Companies House, considered below). j. Mrs Humphrey stated that the company had 2 vehicles in the PSV421 application form dated12 April 2015 , signed by her. The parking permission letter provided with the application refers to parking for 2 coaches, with the availability for 3 coaches in total. When interviewed by DVSA TE Coghlan Mrs Humphrey was unsure whether the company was the registered keeper of both vehicles or if Mr Thompson was the registered keeper of one of them. Details of registration mark T359 JWA were provided to the CLO. The DVSA check of DVLA records as at28 May 2015 , showed the registered keeper of that vehicle registration mark T359 JWA to be ‘Christchurch Coaches Limited’ (since 2013) and the registered keeper of vehicle registration mark JSV 343 to be ‘Christchurch Coaches David Arthur J Thompson’. In each case the address given is the residential address of Mr Thompson and Mrs Humphrey. As the person who, by her account, had acquired the company at the end of March 2015 I would have expected Mrs Humphrey to be certain as to the registered keeper details for the 2 vehicles parked at the site using parking authority in the name of the Applicant company and whether one or both of these vehicles had the company as its registered keeper. The company has a legal responsibility to keep the DVLA records accurate and up to date. At the hearing in August 2016 Mrs Humphrey explained that at the time of the application (12 April 2015 ) both vehicles were up for sale and that these had been sold 6-8 months ago. Another PSV had been purchased earlier in 2016, and was now hired out to Laguna Travel. She had not been involved in the sales or this purchase. She was not certain what the proceeds of sale were (?£15000 ) or how much the new vehicle had cost. She had left the sales as well as the purchase of the new vehicle to Mr Thompson as ‘…he knows what vehicle can or can’t do a job.’ She did not know what insurance arrangements for the current vehicle were in place (even though the vehicle was being ‘hired out without a driver’ to Laguna Travel) as she ‘had not been involved in these personally’. It was unclear to me whether all or any of these transactions were carried out by Mr Thompson personally or were carried out on behalf of the company – the position remains nebulous. I found the lack of clarity to be incredible from the individual holding the office of director of the company and particularly so when fully aware of the intense scrutiny of the Police, DVSA and this Office on the activities of Mr Thompson including his connections to this application. k. I note that the Applicant company’s accounts filed at Companies House for the period ended30 April 2015 recorded that the company had assets of£2774.00 (which implicitly had been acquired by the company since the last accounting period ended30 April 2014 , when no assets were recorded). The assets are not specified but the amount suggests that as at30 April 2015 no vehicles were in fact owned by the Applicant and questions arise as to the ownership of the vehicles and if in fact the legal owner was/ is Mr Thompson. T/2016/74 7 l. The proposed operating centre nominated for this Licence, was initially located at the Cane Showroom at Three Legged Cross, Wimborne and this was visited by DVSA TE Coghlan to interview Mrs Humphrey on27 May 2015 . The PSV registration marks T359 JSA and JSV 343 were seen (as photographed by DVSA TE Coghlan) to be parked in a fenced and gated area at the proposed operating centre site, but the gates to this area were locked. Vehicle T359 JWA is seen in these photographs to be the livery ‘CHRISTCHURCH COACH Holidays’ with an email shown as ‘holidays@christchurchcoachesltd.com’ which is the contact email address given for this application and a telephone number which is also the contact telephone number for this application. Mrs Humphrey did not have the keys to access the locked site, explaining that Mr Thompson was the key holder. I did not find her explanation that this is because she would only need to have the keys to the site if the licence was granted to be convincing, speaking as the director of the company with the rights of access and parking at the site and the registered keeper of at least one vehicle parked there. m. Mrs Humphrey had been asked by Dorset Police to produce at the interview on27 May 2015 documentation relating to the company’s 2 vehicles referred to on application and the parking arrangements. She produced documentation authorising the use of the parking area (for which she held no keys) and a maintenance contract for unspecified vehicle(s) (which was in her name rather than the name of the company). She explained that Mr Thompson had all of the driver and maintenance records (as well as the keys to the parking area) and it was submitted to me that the company would not have these as it was not operating. I do not fully accept this submission – as I would expect the company to have the maintenance records for a vehicle for which it was the registered keeper and the keys to the site which is was [sic] authorised to use and was using to park that vehicle. n. Mrs Humphrey does not appear to have been in appropriate control of the records filed at Companies House since her appointment effective1 May 2015 and the accuracy of information provided by the company to Companies House. The company’s accounts for the year ended30 April 2015 filed at Companies House are signed on behalf of the Board by Mr Thompson as ‘director’. That approval, confirmed by the signature of Mr Thompson on24 June 2015 , is nullified if Mr Thompson had ceased to be a director of the company effective1 May 2015 as filed. The accounts should be approved by the Board and signed by a current director at the date the accounts are signed off, in this case, Mrs Humphrey. Whilst not required, an explanatory note could have been made in the accounts of the change in directors between the year-end and date when the accounts were approved. The action signifies that Mr Thompson was still in control of the company’s affairs for practical purposes at that time. o. Mrs Humphrey and Mrs Jenkins each accept they will not be present at the operating centre in office hours each day to oversee the day-to-day activities of Mr Thompson as the driver of the vehicle and day-to-day contact for customers. Mrs Humphrey is in other full-time employment. Mrs Jenkins is in other part-time employment as a PCV driver and is committed to act as a Transport Manager for this licence for 8 hours proposed to be carried out for 8 hours on Monday each week. p. At the Inquiry on4 August 2016 , a letter was produced from Hurnbridge Sports and Social Club dated28 June 2016 to the Applicant, stating: T/2016/74 8 ‘Further to your recent request to use our site for the parking of one coach, the Directors have considered your request and I am pleased to inform you that we will grant you permission to park at our site commencing1st July 2016 .’ On questioning by me Mrs Humphrey admitted that these new parking arrangements had been made by Mr Thompson. She was unsure as to the terms of the arrangements agreed but believed that the rent was£25 a month. At my directions, further documentation was provided following the Inquiry concerning this. I had requested documentary evidence of the full arrangements in place between the Applicant company and the owner or landlord of the proposed new site. Only brief details are recorded in the permission letter then provided. The rental is given as£100 plus VAT per calendar month. The parking authority is to park one coach on the premises. It refers to the Applicant having ‘…the use of the “dedicated” space as discussed. This will always be available to you and you must not park the coach anywhere else on the site.’ The location of the designated space is not identified other than to refer to a discussion. There is no mention of any special arrangements concerning access to the parking space to secure safety that may be appropriate on match days when increased public use of the site, including by children, would be expected.”