CIC
THE RAT cIC
(Community Interest Company)
Our short history, so far
In early 2024, having failed to sell the Rose & Thistle pub, affectionately known locally as the RAT, the RAT’s former owner listed the pub for sale with a possible change to residential use. Fearing the loss of this vital community asset, the village rallied together and in April and May held a number of meetings. From this the RAT BTP (Buy The Pub) group was formed to find a way to save the pub.
At the time, there was a possible opportunity to secure grant funding from the Government’s Community Ownership Fund and our Expression of Interest was registered on 14th May.
Accompanied by newspaper publicity, an online petition was launched on 15th May and, within just four days, over 1,000 supporters had signed up to it. As of the start of January 2025, the RAT has received the support of over 11,500 people!
The Rose & Thistle Rockbourne Community Interest Company (the “RAT CIC”) was set up at the start of June 2024 in order to secure and safeguard the pub for the community and to embark on the path to re-opening the RAT.
The publicity caught the attention of a local couple, Drs. Rob and Steph Greville-Heygate, who had personal ties to the pub. With a generosity for which there can never be enough thanks, Long Hop Specialists Limited, a company owned by Rob and Steph, purchased the pub on 7th June.
With their support and that of the Rockbourne Parish Council and our local New Forest District Council Councillor, the RAT was successfully registered with the NFDC as an Asset of Community Value on 13th June.
Their vision was for the RAT to continue as a cornerstone of the community, being run by the community. To that end, the RAT CIC has entered into a 15-year lease with Long Hop Specialists for use solely as a pub and restaurant. Rob and Steph’s generosity continued with the rent being agreed on terms which will support us in building a sustainable and profitable business by investing in improvements to the pub in order to safeguard its future.
While for much of the summer the RAT was closed for some essential works, we were able to host a number of very well supported ‘pop up’ events …
… and then celebrated the re-opening of the RAT over the August Bank Holiday weekend with our many friends and supporters.
Although, to begin with, the pub opened with a drink service on Fridays, Saturdays and Sundays, from October 2024 we have returned to offering a restaurant service as well.
We now look forward with excitement to the RAT having a long and successful future at the heart of Rockbourne.
What’s a Community Interest Company?
Community Interest Companies (CICs) are limited companies which operate to provide a benefit to the community they serve, rather than to their shareholders, primarily. The purpose of a CIC is principally one of community benefit rather than private profit. However, CICs are businesses and they need to generate profit to achieve their aims. It is what they do with these profits that differentiates them from other types of businesses.
A CIC operates in the same way as any other company. It has all the well understood characteristics of a limited company such as a separate legal identity, limited liability for shareholders, the ability to enter into contracts and own assets in its own name and flexibility in borrowing and fund raising. The separate legal identity means that a CIC will continue to exist despite changes in ownership or management. The directors can be paid or unpaid and have the same rights and duties as any other directors.
CICs limited by shares can also pay dividends to shareholders. However, they have ‘asset lock’ provisions, which include a statutory dividend cap of 35%. This is the maximum amount of distributable profits a CIC can issue to shareholders each year.
Although they are social enterprises, by virtue of their legal status CICs are not charities and so are not eligible for tax relief from HMRC. For instance, CICs are subject to corporation tax and VAT, they cannot claim Gift Aid on any donations they receive and business rates are not discounted by virtue of the Company being a CIC.
CICs are regulated by the CIC Regulator; not by the Financial Conduct Authority or the Charity Commission. CICs must comply not only with company law but also laws and regulations relating to CICs. Information about the company will be disclosed on public record.
The Rose & Thistle Rockbourne CIC
The RAT CIC was incorporated on 12th June, 2024.
Our Community Interest Statement can be found here.
The RAT CIC was set up to serve the local community by owning/leasing and operating a licensed public house and acting as a hospitality and social hub for residents of Rockbourne and neighbouring communities, walkers and other visitors to the area.
The Company has two directors, Graham Branagan and Nigel Daly. Although it is permitted for community interest companies to pay directors, no fees or salaries are paid to Graham or Nigel. Graham and Nigel each hold 1,001 shares in the RAT CIC.
Some ‘seed capital’ was injected into the RAT CIC on its establishment to pay for incorporation and other set-up expenses as well as a number of one-off costs, such as initial stock, needed to re-open the pub.
For more information, please also visit:
THE ROSE & THISTLE ROCKBOURNE CIC overview - Find and update company information - GOV.UK
When they become available as time passes, for full transparency we will publish here our Board decisions, company accounts and Annual CIC Report, which is to show that the CIC is still satisfying the community interest test.
Our Certificate of Incorporation can be found here and our Memorandum of Association here.
Our Articles of Association can be found here.
We have adopted the model constitution (memorandum and articles of association) for setting up a Community Interest Company that is limited by shares with a large membership (Schedule 3 of the CIC Regulations 2005).
Key provisions include:
Objects
To carry on activities which benefit the community and, in particular (without limitation), the ownership or leasing and the operation of a licensed public house.Not for profit
The Company is not established or conducted for private gain: any surplus or assets are used principally for the benefit of the community.Asset lock
The Rockbourne Village Hall (Charity Registration Number: 301931) is specified as a potential recipient of the Company’s assets.There is a maximum aggregate dividend cap of no more than 35% of any RAT CIC distributable profits. This ensures that the remaining 65% of profits are reinvested back into the Company or used for the community it was set up to serve.
Capital
One class of “Ordinary” shares only, with each share having a nominal value of £1 and to be fully paid up.Liability
Liability of the Company’s shareholders is limited to the amount of share capital invested.Voting
One shareholder one vote, on a show of hands or on a poll.Transfer
Shares in the RAT CIC are transferable. However, to safeguard the status of the Company as a CIC, the Directors have a right to refuse to register the transfer of a share to a person of whom they do not approve.Insurance
The Company has taken out Directors & Officers liability insurance.
Our values
We treat all our customers, suppliers, staff and other stakeholders with respect, with the aim always to exceed expectations. We welcome feedback and suggestions on how we can better serve our community (see below).
We pay our suppliers on time, in full.
Our staff are vital to delivering our goals and are highly valued: we pay our staff above the National Living Wage; in the case of our younger staff, almost double the rate.
Our goal is to run the pub in a sustainable way; minimising waste, improving energy efficiency and sourcing food as locally as possible to minimise ‘food miles’.
Our future
For centuries, the Rose & Thistle has served the community of Rockbourne and surroundings as a public house and social hub. It is the shared mission of Rob, Steph and the RAT CIC to ensure that tradition continues by:
Maintaining a welcoming place for friends and neighbours to meet and improving the sense of community.
Providing an additional venue for memorable community events.
Delivering exceptional service of great food and drink to our neighbours and other friends of the RAT; within walking distance for everyone who lives in the village.
Fostering a vibrant atmosphere, where customers just coming in for a drink and companionship are welcomed alongside diners.
Using locally sourced food products wherever possible.
Creating opportunities for employment of local residents.
Improving an Asset of Community Value.
Supporting local sustainable tourism.
Although shifting market and other trends make this more challenging, we are determined to rise to the challenge with your continued support.
In the short term, our strategy is to return to a full service: five days a week, lunchtime and evening services of food and drinks, with the aim to maximise custom within the current facilities. This will be achieved by offering great food and drink at competitive prices and giving customers other reasons to join us in the RAT; for instance, by organising special events, such as quizzes, theme nights and ‘pairing’ events with special menus. At the same time, we will be investing in improving the pub’s facilities to ensure we give customers the most comfortable, efficient and safe environment to enjoy.
In the mid- to long-term, to avoid capacity becoming a constraint, we will consider expansion; initially, with an outdoor/indoor area in the front garden and creating an extra seating area to the rear of the pub.
Support
The RAT is here to serve you and the best support you can give us is for you to spend generously behind the bar and in the restaurant. We do not take such support for granted and will always strive to earn your loyalty and generosity by offering delicious food and a choice of the drinks that you enjoy at fair prices, with an appetising menu that will continually evolve and regular events to join.
Our vision is that the RAT is run for the community by the community. Our staff are our friends and neighbours and, additionally, we welcome volunteers who give their time generously. Similarly, we do not take such support for granted; see the Supporters page for how we would like to thank volunteers for their time.
Last but not least, we are investing to enhance your experience of the RAT and the service we can offer by making improvements to the existing facilities and refurbishing and maintaining the pub. As a Community Interest Company, that includes putting any profits to work by investing in upgrades to the pub. We also foresee that, for bigger improvement projects, we will require additional financial support. Upcoming projects being considered include re-wiring the pub, installing a new fire detection and security system, installing a temporary structure in the front garden to provide an extended sheltered area for events and extra covers and creating a new garden area at the rear of the pub.
While the window to apply for Community Ownership Fund grant funding did not open when expected in the end because of the election (and it has since been announced that it will not open), we will continue to seek grant and other sources of funding, if, as and when it is available. However, there is no assurance that such funding will become available in timescales aligned to our investment plans or at all. We will, therefore, also be looking for other sources of capital.
Our vision is also that the RAT is owned by the wider community, allowing villagers and other supporters literally to gain a share in the future success of the pub. A broad shareholder base would increase loyalty and support the sustainability of the pub. This would also improve capital liquidity. Please go to the Supporters page to register your interest in supporting the RAT.
Stakeholder engagement
The Company’s most important stakeholders are residents of, and visitors to, the village and local producers of food and drink products from the surrounding area. Your feedback, ideas and suggestions are most welcome. Your involvement is essential for the Company to learn and understand how it is meeting community needs and how it can improve and develop.
At any time, please feel free to pass your feedback, ideas and suggestions onto us at enquiries@roseandthistle.co.uk. There is also a Suggestions & Comments book in the pub for you to share your thoughts. We will also periodically send round questionnaires and consult our stakeholders on the future direction of the pub.
Disclaimer
The information provided in this website is for information purposes only and does not constitute a financial promotion. It should not be considered as financial advice or an offer, invitation or inducement to subscribe, buy, sell or hold any investment, security or financial instrument. Please consult with a professional financial advisor for personalised advice.
Frequently Asked Questions
1. Who owns the RAT?
The freehold of the RAT was generously purchased by a company owned by Rob & Steph Greville-Heygate in June 2024. The company has granted a 15-year lease on concessionary terms to The Rose & Thistle Rockbourne CIC, which now operates the RAT.
2. What is the CIC?
CIC stands for “Community Interest Company”. It is a community orientated company set up by a number of residents of Rockbourne to save and operate the RAT for the benefit of the community.
3. Who are the founding investors in the CIC?
The founding investors are:
Graham Branagan
Jamie Carmichael
Nigel Daly
Jeremy Taylor-Firth
Marcus Trinick
Will Wallis
David Wise
The Directors of the CIC are Graham Branagan and Nigel Daly.
Neither the Directors nor the founding investors are remunerated, nor do they currently receive any other payment or dividends from the CIC.
4. How does a CIC work?
A CIC has to set out its purpose in a Community Interest Statement (a copy is available here) and operate in accordance with this statement. In the case of the RAT CIC, it works much like any other company except that it is working for the benefit of our community. In effect, the CIC and the founding investors currently operate as the Company management committee with a team under Darren Hansford (our Manager) employed to run the RAT on a day-to-day basis.
5. Does the CIC have a lease?
The CIC has a 15-year lease to operate the RAT as a public house and restaurant.
6. Who are the licensees?
The licensees are the CIC and Darren Hansford, who has been appointed by the CIC as Pub Manager.
7. What is an Asset of Community Value?
Prior to the change in ownership, the Rockbourne Parish Council sought and, with the support of the new owner, was subsequently successful in having the RAT listed as an Asset of Community Value (ACV) with the New Forest District Council. This means that if there were an attempt again to sell the RAT as premises other than a pub/restaurant there would be a six-month moratorium, giving time for the community to step in.
8. Will other people be able invest in the RAT?
The founding investors of the CIC are keen that as many people in the local community as possible should be able to have a stake in the RAT, either as investors or volunteers. All shares will be issued on the same terms as those issued to current investors and in accordance with the Company’s Articles of Association.
9. Will investors in the RAT get any benefits or incentives?
It is intended that those who invest in the RAT will receive discounts in the restaurant.
10. Will there be an opportunity for people to volunteer or help out at the RAT?
The CIC are keen to enable people in the community to volunteer on a regular basis. There will be opportunities to participate in the kitchen, in front of or behind the bar and in work parties (see above).
11. What are the long-term plans for the RAT?
Behind the scenes, the CIC has been gradually investing and upgrading the fabric and equipment at the RAT. Next year, we plan to undertake some extensive re-wiring. Our long-term aim is to safeguard the RAT as a sustainable part of our community. We believe that, in the medium term, subject to funds being available, this may mean that we need to extend its facilities.
12. Will the RAT open more frequently than the present Friday/Saturday/Sunday?
Our ambition for the RAT is that it should serve our local community so, subject to it being financially sustainable, we would like to expand our hours and offering. It is likely that any changes will be one step at a time so as not to put undue pressure on the team running the RAT.
Disclaimer
The information provided in this website is for information purposes only and does not constitute a financial promotion. It should not be considered as financial advice or an offer, invitation or inducement to subscribe, buy, sell or hold any investment, security or financial instrument. Please consult with a professional financial advisor for personalised advice.