by Marc de Vries
marcwjdevries@gmail.com
Board Chair Letter – 7 September 2015
On 28 August the Board held its beginning of the year retreat at school in the MPB. The objectives of the retreat included a review the school’s improvement plans, setting Board and Head of School goals for the year, appointing officers, and determining committees. In addition, the Board discussed the progress of some specific agenda items such as the PSA 2550 Charter submission and the potential for an outdoor education campus. In this letter I would like to share with you some background on PSA 2550 and the Board’s decision to submit the school Charter.
PSA 2550
In its current ownership structure, ISB is owned and governed directly or indirectly by the International School Association (ISA), of which all parents are members. The ISA elects eleven Trustees from its members to form the Board and govern the school. Subsequently the Board of Trustees has the possibility of appointing four additional members who may or may not be members of the ISA.
The Private School Act (passed in 2007) requires ISB to submit a new Charter changing its ownership structure and transferring all its assets such as land and buildings to a new entity called “International School Bangkok”. Under this Act, the school itself, rather than ISA will own the assets and operate ISB. Furthermore, the Act requires that the school is governed by an Executive Board consisting of representatives from ISA (which holds the school license), administration, teachers and parents.
In the beginning, the implications of PSA2550 for ISB were unclear. Consequently for the next seven years ISB requested, and kept being granted, extensions of submission of the Charter with the Ministry of Education until the consequences were better understood. By 2014 the last remaining uncertainty related to the tax liability the school would incur after the transfer of assets.
In preparation to comply with the law a Charter was approved by the ISA at the AGM in 2014, with a minor change approved at the AGM in June of this year. However, submission of the Charter was withheld until a Royal Decree was issued ensuring there would be no tax implications in relation to transferring assets and operations from ISA to the School.
This Royal Decree was issued in July 2015 clearing the way for ISB to submit the Charter. As a reminder, the Charter was drafted in line with ISA’s By-Laws and guarantees ISA members still govern the school. The ISA still elects its Board of Trustees and each Trustee will have a seat on the school’s Executive Board. The Board of Trustees further nominates and appoints each of the other 4 Executive Board members. This enables the members of the Board of Trustees to continue directing the affairs of the school, as originally stated in the ISA By-Laws.
With the Royal Decree issued, the Board approved submission of the Charter at the retreat.
The next step is to plan the transfer of assets and migrate operations from ISA to the school. This will be a major administrative task but won’t have an impact on students, parents, teachers and other stakeholders. A significant advantage of this migration is that ISB will be able to simplify its complicated ownership structure of various assets such as land plots and teacher housing now held by several different companies.
Board of Trustees Officers 2015-2016
The Board elected its officers as follows:
Marc de Vries Chair
Janewit Kraprayoon Vice-Chair
William Harvey Treasurer
Sumiter Broca Secretary
The next Board meeting is at 6PM on Tuesday 15 September and is open to all stakeholders.