@eric_plant said:
And, if I may be so bold, I think it is is very good thing indeed that it is there. It would be a wonderful privilege to own 75% of this great football club. The threshold to achieve that ought to be high
Even if just missing out on the 75% requirement due to apathy of some legacy members, led to the club not being able to pay its debts and ending up in administration?
I don't believe Trust or Legacy members would be apathetic @mooneyman
Question for Rob.With the American economy & business opportunities doing so well what is the attraction of investing in English football which has had over the last few years been littered with clubs going broke etc and few make profit?
Sorry @DevonBlue and @barney2EH, but the deadline for questions was yesterday and the final set of questions has now been sent on to RC. Hopefully his answers to other, similar questions will provide the answers to your questions.
I think that’s right @Uncle_T but we need an authoritative statement from the club of course.
As I’ve said incessantly (sorry @Malone), the vote is intended to be within 6-9 months so we will, at minimum, have the chance to take into account the all-important January transfer window and, possibly, a season’s worth input of the efforts of Rob Couhig and his colleagues. By then we will have a better idea of the attitude of Legacy Members. We could even have a Straw Poll on the Gasroom!
@eric_plant said:
And, if I may be so bold, I think it is is very good thing indeed that it is there. It would be a wonderful privilege to own 75% of this great football club. The threshold to achieve that ought to be high
Even if just missing out on the 75% requirement due to apathy of some legacy members, led to the club not being able to pay its debts and ending up in administration?
The club would not be able to pay its debts because it had taken on too much debt that it couldn't repay.
Sorry, was called away whilst posting but @Uncle_T ‘s post is only just above.
Not sure if my first sentence makes great sense but I knew what I meant!
It doesn't matter how the question is phrased, it will still require a 75% majority of all legacy membership to vote in favour of reducing the Trust's share to less than 50%+1.
So a vote of say 24% in favour of only keeping 50% of the shares (i.e 76% potentially in favour of NOT keeping 50%+1) wouldn't work.
@eric_plant, well my point was to avoid the potential apathy by reversing the voting process to let those against the investment cast their votes. Thus, if 25% or less vote against, then we would achieve 75%+ not voting and thus in favour of Mr Couhig’s investment.
So why would that not give us that safety net of having at least 75% in favour?
Why would anyone continue to pay their annual Trust Membership fee on top of their Season Ticket if they are apathetic? I seem to remember amongst the interviews there is a problem with contacting some members and that the 'honeymoon period' would provide more time to trace these members.
@Uncle_T, thank you for your input but I also looked at the rules and it was not clear in regards to my proposal. It would be good if anyone with legal experience or one of our Trust Board members can comment on the proposed methodology.
I am not trying to suggest something to bypass the rules but simply trying to guard against apathy. If 25% + vote no, then that is good enough for me.
@Blue_since_1990 said: @eric_plant, well my point was to avoid the potential apathy by reversing the voting process to let those against the investment cast their votes. Thus, if 25% or less vote against, then we would achieve 75%+ not voting and thus in favour of Mr Couhig’s investment.
So why would that not give us that safety net of having at least 75% in favour?
But that isn't how it works.
The onus is, and should be, on those looking to take ownership to prove their case and get the necessary votes. Your scenario makes them taking over the default option unless at least 25% vote against it.
If they can't make a good enough case to persuade at least 75% of legacy members to vote in favour then so be it, they wouldn't have made a persuasive enough case.
@eric_plant, it is not by default at all. It is simply putting the onus on anyone not wishing to support the investment to put their X on the voting slip.
My question still remains why not! You are saying that in your opinion that is not how it works but is there a legal reason or is it because that is not the norm?
The key point is that it must be passed by not less than 75% of the Trust’s total number of Legacy Members; i.e. 75% must indicate their support for it to happen, which is not the same as having less than 25% vote against it. The failure of a Legacy member to cast a vote either way, whether through apathy, illness, abstention, uncertainty or deliberate spoiling of the ballot, cannot be counted as an indication of support for the change.
49.2 The following decisions must be made by Legacy Member resolution:
49.2.1 any decision to sell, transfer or otherwise dispose of Adams Park;
49.2.2 any decision to sell, transfer or otherwise dispose of shares in the Club that would result in the Trust’s shareholding being less than 50% +1;
50.2 A Legacy Member resolution is one passed by not less than 75% of the Trust’s total number of Legacy Members.
So to recap:-
The Trust Rules determine that ANY decision ... that would RESULT in ..... requires a 75% majority in favour for a resolution to be passed. Getting less than 25% to vote against something isn't the same.
And in case you're wondering any changes to these rules would require a Legacy Member Resolution to be passed.
The ONLY way round this would be to dissolve the Trust. Which is possible and would be a different process.
@Twizz Since this is a topic that requires pedantry I am going to be pedantic about a point in your recent post: the Trust rules do not require "a 75% majority in favour" of the decision.
Achieving a 75% majority would be even more difficult than achieving the actual requirement of having 75% of the Legacy Members vote to approve the decision, since any more than 12.5% voting against would make it impossible for a 75% majority to be achieved.
Well let’s just hope that 75% of the Legacy members cast a positive vote when the time comes. For me, this is a very exciting opportunity for our beloved club and I hope Mr Couhig and his team convince any doubters in the time between now and the date of the vote. COYB!!!!!
@Uncle_T, thank you for the clarification. You're correct - I should have run it by @micra first. My wording was sloppy as I was becoming frustrated with the copy and paste limitations of working on a phone.
However, I was expecting to be challenged on the possibility of dissolving the trust as a way to bypass the current legacy members resolution requirements.
@Twizz I think they're hoping to avoid the need for such drastic measures as dissolving the Trust by getting the club so deeply in debt to Couhig before the vote is held that there will be no possibility of being able to pay him back within the time limits specified in the loan agreements. The vote can then be presented to Legacy Members on the basis that, "if you don't vote yes the club will have to be wound up by next week," just like the vote to sell to Hayes was sold, with hope that any undecided Legacy Members will then be scared enough to vote it through.
For the record, I think the pitch by Couhig seems a good one, so far, and my comments above should not be read as anti-Couhig. I will decide which way to vote when the time comes, based on the situation pertaining at the time of the vote and what has transpired between now and then. Personally, however, I would prefer not to be feeling that, once again, the club is being made indebted to a potential owner in advance of a vote. Whether it is a deliberate tactic or not, it results in I and others that I know feeling that those pushing for a sale have allowed a situation to develop that will enable them figuratively to hold a gun to voters heads.
That feeling could be avoided by holding a vote now - either the full vote on sale of 75% to Couhig or an interim vote on whether we should proceed to take on all of the additional debt to Couhig that the board have apparently agreed to - before the additional debt is taken on.
When it comes to the vote I hope everyone has as much information as is possible. In the end we all have to make up our own minds about the pros and cons having seen, listened to, read about and experienced whatever is about to come in the next 6 months or so.
I tend not to express my own personal view on these kind of matters. Rather to either act as something of a devil's advocate to stir up debate or to bring information to light.
It's going to be an interesting first half to the season that's for sure.
Uncle T hits the nail on the head. I asked by e mail addressed to the secretary prior to the meeting what the potential debt would be at takeover. The question was never read out and I am still waiting on an answer. It may be that they thought that this had been covered satisfactorily during the discussion but it has not. I am also positive about the investment but unless we get a proper answer from the board on this well in advance however that may come , I can see this being a sticking point in approving any deal.
@North_of_the_Border I thought I heard on Phil Catchpole's interview with Trevor Stroud that the amount borrowed from Robert Couhig has been confirmed and can't be exceeded?
@davecz It has been confirmed by the club that there is money due to WW relating to Hause, an undisclosed figure though.
There has been no word on Ingram and his move to Hull City. My hunch is that there is nothing incoming and even if there is, it will be a very small amount.
Very interesting points raised above. I agree though, to make a decision on the future of the club, (yay or nay), I personally would like all the facts. History has shown repeatedly that this is most unlikely. Far too many financial issues get hidden behind "NDAs" & "undisclosed" figure. If that is the case, how on earth can any legacy member be expected to make a balanced decision either way? I like, (so far), what Robert Cohig has presented so far & on the face of it, I remain positive. We have this "engagement" period, with, as far as I can make out "unsecured loans", so it is now in the court of Mr Cohig to see how far forward he can take the club. When the time comes, if those with a right to vote feel that not all the facts are presented & hidden somewhere beneath the surface, it will not be a very positive outlook.
Surely, in the light of all we do know, regardless of what we think of the Couhigs + Mark Palmer, the options are vote yes or vote for administration and potential Armageddon. Or is there a third option?
@micra said:
Surely, in the light of all we do know, regardless of what we think of the Couhigs + Mark Palmer, the options are vote yes or vote for administration and potential Armageddon. Or is there a third option?
Can't disagree with that either @micra. Again along with others, I hope that voter apathy doesn't win the day.
Comments
I don't believe Trust or Legacy members would be apathetic @mooneyman
Question for Rob.With the American economy & business opportunities doing so well what is the attraction of investing in English football which has had over the last few years been littered with clubs going broke etc and few make profit?
Sorry @DevonBlue and @barney2EH, but the deadline for questions was yesterday and the final set of questions has now been sent on to RC. Hopefully his answers to other, similar questions will provide the answers to your questions.
I think that’s right @Uncle_T but we need an authoritative statement from the club of course.
As I’ve said incessantly (sorry @Malone), the vote is intended to be within 6-9 months so we will, at minimum, have the chance to take into account the all-important January transfer window and, possibly, a season’s worth input of the efforts of Rob Couhig and his colleagues. By then we will have a better idea of the attitude of Legacy Members. We could even have a Straw Poll on the Gasroom!
I don't understand your point
The club would not be able to pay its debts because it had taken on too much debt that it couldn't repay.
Sorry, was called away whilst posting but @Uncle_T ‘s post is only just above.
Not sure if my first sentence makes great sense but I knew what I meant!
It doesn't matter how the question is phrased, it will still require a 75% majority of all legacy membership to vote in favour of reducing the Trust's share to less than 50%+1.
So a vote of say 24% in favour of only keeping 50% of the shares (i.e 76% potentially in favour of NOT keeping 50%+1) wouldn't work.
@eric_plant, well my point was to avoid the potential apathy by reversing the voting process to let those against the investment cast their votes. Thus, if 25% or less vote against, then we would achieve 75%+ not voting and thus in favour of Mr Couhig’s investment.
So why would that not give us that safety net of having at least 75% in favour?
Why would anyone continue to pay their annual Trust Membership fee on top of their Season Ticket if they are apathetic? I seem to remember amongst the interviews there is a problem with contacting some members and that the 'honeymoon period' would provide more time to trace these members.
@Uncle_T, thank you for your input but I also looked at the rules and it was not clear in regards to my proposal. It would be good if anyone with legal experience or one of our Trust Board members can comment on the proposed methodology.
I am not trying to suggest something to bypass the rules but simply trying to guard against apathy. If 25% + vote no, then that is good enough for me.
But that isn't how it works.
The onus is, and should be, on those looking to take ownership to prove their case and get the necessary votes. Your scenario makes them taking over the default option unless at least 25% vote against it.
If they can't make a good enough case to persuade at least 75% of legacy members to vote in favour then so be it, they wouldn't have made a persuasive enough case.
@eric_plant, it is not by default at all. It is simply putting the onus on anyone not wishing to support the investment to put their X on the voting slip.
My question still remains why not! You are saying that in your opinion that is not how it works but is there a legal reason or is it because that is not the norm?
The key point is that it must be passed by not less than 75% of the Trust’s total number of Legacy Members; i.e. 75% must indicate their support for it to happen, which is not the same as having less than 25% vote against it. The failure of a Legacy member to cast a vote either way, whether through apathy, illness, abstention, uncertainty or deliberate spoiling of the ballot, cannot be counted as an indication of support for the change.
Can he play right back?
From the Trust rules:-
49.2 The following decisions must be made by Legacy Member resolution:
49.2.1 any decision to sell, transfer or otherwise dispose of Adams Park;
49.2.2 any decision to sell, transfer or otherwise dispose of shares in the Club that would result in the Trust’s shareholding being less than 50% +1;
50.2 A Legacy Member resolution is one passed by not less than 75% of the Trust’s total number of Legacy Members.
So to recap:-
The Trust Rules determine that ANY decision ... that would RESULT in ..... requires a 75% majority in favour for a resolution to be passed. Getting less than 25% to vote against something isn't the same.
And in case you're wondering any changes to these rules would require a Legacy Member Resolution to be passed.
The ONLY way round this would be to dissolve the Trust. Which is possible and would be a different process.
@Twizz Since this is a topic that requires pedantry I am going to be pedantic about a point in your recent post: the Trust rules do not require "a 75% majority in favour" of the decision.
Achieving a 75% majority would be even more difficult than achieving the actual requirement of having 75% of the Legacy Members vote to approve the decision, since any more than 12.5% voting against would make it impossible for a 75% majority to be achieved.
Well let’s just hope that 75% of the Legacy members cast a positive vote when the time comes. For me, this is a very exciting opportunity for our beloved club and I hope Mr Couhig and his team convince any doubters in the time between now and the date of the vote. COYB!!!!!
@Uncle_T, thank you for the clarification. You're correct - I should have run it by @micra first. My wording was sloppy as I was becoming frustrated with the copy and paste limitations of working on a phone.
However, I was expecting to be challenged on the possibility of dissolving the trust as a way to bypass the current legacy members resolution requirements.
I can't see it happening, but you never know ...
@Twizz I think they're hoping to avoid the need for such drastic measures as dissolving the Trust by getting the club so deeply in debt to Couhig before the vote is held that there will be no possibility of being able to pay him back within the time limits specified in the loan agreements. The vote can then be presented to Legacy Members on the basis that, "if you don't vote yes the club will have to be wound up by next week," just like the vote to sell to Hayes was sold, with hope that any undecided Legacy Members will then be scared enough to vote it through.
For the record, I think the pitch by Couhig seems a good one, so far, and my comments above should not be read as anti-Couhig. I will decide which way to vote when the time comes, based on the situation pertaining at the time of the vote and what has transpired between now and then. Personally, however, I would prefer not to be feeling that, once again, the club is being made indebted to a potential owner in advance of a vote. Whether it is a deliberate tactic or not, it results in I and others that I know feeling that those pushing for a sale have allowed a situation to develop that will enable them figuratively to hold a gun to voters heads.
That feeling could be avoided by holding a vote now - either the full vote on sale of 75% to Couhig or an interim vote on whether we should proceed to take on all of the additional debt to Couhig that the board have apparently agreed to - before the additional debt is taken on.
@Uncle_T You're fast becoming my favourite Gasroom poster.
Also, could I have some prawn toast and the set meal for one please.
When it comes to the vote I hope everyone has as much information as is possible. In the end we all have to make up our own minds about the pros and cons having seen, listened to, read about and experienced whatever is about to come in the next 6 months or so.
I tend not to express my own personal view on these kind of matters. Rather to either act as something of a devil's advocate to stir up debate or to bring information to light.
It's going to be an interesting first half to the season that's for sure.
Uncle T hits the nail on the head. I asked by e mail addressed to the secretary prior to the meeting what the potential debt would be at takeover. The question was never read out and I am still waiting on an answer. It may be that they thought that this had been covered satisfactorily during the discussion but it has not. I am also positive about the investment but unless we get a proper answer from the board on this well in advance however that may come , I can see this being a sticking point in approving any deal.
@North_of_the_Border I thought I heard on Phil Catchpole's interview with Trevor Stroud that the amount borrowed from Robert Couhig has been confirmed and can't be exceeded?
We are increasing the debt to the club. What has happened to the Hause money and was there any for Ingram? Every little bit helps!,
@davecz It has been confirmed by the club that there is money due to WW relating to Hause, an undisclosed figure though.
There has been no word on Ingram and his move to Hull City. My hunch is that there is nothing incoming and even if there is, it will be a very small amount.
Very interesting points raised above. I agree though, to make a decision on the future of the club, (yay or nay), I personally would like all the facts. History has shown repeatedly that this is most unlikely. Far too many financial issues get hidden behind "NDAs" & "undisclosed" figure. If that is the case, how on earth can any legacy member be expected to make a balanced decision either way? I like, (so far), what Robert Cohig has presented so far & on the face of it, I remain positive. We have this "engagement" period, with, as far as I can make out "unsecured loans", so it is now in the court of Mr Cohig to see how far forward he can take the club. When the time comes, if those with a right to vote feel that not all the facts are presented & hidden somewhere beneath the surface, it will not be a very positive outlook.
Surely, in the light of all we do know, regardless of what we think of the Couhigs + Mark Palmer, the options are vote yes or vote for administration and potential Armageddon. Or is there a third option?
Can't disagree with that either @micra. Again along with others, I hope that voter apathy doesn't win the day.