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Post by herbertblake on Aug 1, 2023 18:10:37 GMT
At 9am had Rovers lawyers accountants send me an email about the change in ownership with a declaration slip to sign and return.
Dear Shareholder
Please find attached for your attention a pdf containing written shareholder resolutions of the Club.
Should you have any questions regarding the attached document, please get in touch at P.Sennett@taylorwessing.com or E.Thomas@taylorwessing.com .
Kind regards
Taylor Wessing LLPAny other shsreholders understand its contents?
Thanks
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Post by singupgas on Aug 1, 2023 18:27:17 GMT
And the pdf said?
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Post by gasandelectricity on Aug 1, 2023 18:28:19 GMT
Yeah but what’s the detail of the change in ownership as the impression was all the changes related to Dwane sports not the FC?
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Post by Topper Gas on Aug 1, 2023 18:38:01 GMT
9am on which day as it wasn't today?
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Post by aghast on Aug 1, 2023 19:16:34 GMT
That is sort of important, I agree. |
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Post by herbertblake on Aug 1, 2023 21:05:41 GMT
9am on which day as it wasn't today? Yes It was this morning |
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Post by jongas1 on Aug 1, 2023 21:07:50 GMT
At 9am had Rovers lawyers accountants send me an email about the change in ownership with a declaration slip to sign and return. Dear Shareholder Please find attached for your attention a pdf containing written shareholder resolutions of the Club. Should you have any questions regarding the attached document, please get in touch at P.Sennett@taylorwessing.com or E.Thomas@taylorwessing.com . Kind regards Taylor Wessing LLPAny other shsreholders understand its contents? Thanks Is this a game of “I know something you don’t know…”? |
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Post by herbertblake on Aug 1, 2023 21:11:24 GMT
At 9am had Rovers lawyers accountants send me an email about the change in ownership with a declaration slip to sign and return. Dear Shareholder Please find attached for your attention a pdf containing written shareholder resolutions of the Club. Should you have any questions regarding the attached document, please get in touch at P.Sennett@taylorwessing.com or E.Thomas@taylorwessing.com . Kind regards Taylor Wessing LLPAny other shsreholders understand its contents? Thanks Is this a game of “I know something you don’t know…”? The resolution in the pdf I can't cut and paste on here if someone private messages me with their email address I can forward the pdf its legal jargon mentions £1m |
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Post by The Equaliser on Aug 1, 2023 21:11:38 GMT
9am on which day as it wasn't today? Yes It was this morning So are you going to tell us what the contents/wording of the .PDF file were, are we all supposed to guess? |
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Post by herbertblake on Aug 1, 2023 21:12:40 GMT
So are you going to tell us what the contents/wording of the .PDF file were, are we all supposed to guess? See my reply above |
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Post by The Equaliser on Aug 1, 2023 21:13:18 GMT
So are you going to tell us what the contents/wording of the .PDF file were, are we all supposed to guess? See my reply above Take a screen shot 👍🏾 |
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Post by possetgas on Aug 2, 2023 7:36:14 GMT
Ref Herbert's note:
ORDINARY RESOLUTION
1. That the directors be generally and unconditionally authorised for the purposes of section 551 of the Act to exercise all the powers of the Company to allot shares in the Company or to grant rights to subscribe for or to convert any security into shares in the Company, up to a maximum aggregate nominal amount of £1,036,844.80 provided that:
(a) the authority granted under this resolution shall expire five years after the passing of this resolution; and
(b) the Company may, before such expiry under paragraph (a) above of this resolution, make an offer or agreement which would require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after such expiry and the directors may allot such shares or grant such rights (as the case may be) in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired.
SPECIAL RESOLUTION
2. That, subject to the passing of resolution 1 above, the directors be generally empowered pursuant to section 570 of the Act to allot equity securities wholly for cash as if section 561 of the Act and any rights of pre-emption (however expressed) contained in the articles of association of the Company (or wherever so else contained) did not apply to any such allotment (the expression "equity securities" and references to the allotment of "equity securities" bearing the same respective meanings in this resolution as in section 560 of the Act).
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Post by RD on Aug 2, 2023 7:48:59 GMT
Ref Herbert's note: ORDINARY RESOLUTION 1. That the directors be generally and unconditionally authorised for the purposes of section 551 of the Act to exercise all the powers of the Company to allot shares in the Company or to grant rights to subscribe for or to convert any security into shares in the Company, up to a maximum aggregate nominal amount of £1,036,844.80 provided that: (a) the authority granted under this resolution shall expire five years after the passing of this resolution; and (b) the Company may, before such expiry under paragraph (a) above of this resolution, make an offer or agreement which would require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after such expiry and the directors may allot such shares or grant such rights (as the case may be) in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. SPECIAL RESOLUTION 2. That, subject to the passing of resolution 1 above, the directors be generally empowered pursuant to section 570 of the Act to allot equity securities wholly for cash as if section 561 of the Act and any rights of pre-emption (however expressed) contained in the articles of association of the Company (or wherever so else contained) did not apply to any such allotment (the expression "equity securities" and references to the allotment of "equity securities" bearing the same respective meanings in this resolution as in section 560 of the Act). Thanks for posting - that makes it much easier to dissect. Have read it all and can confidently say.... I have absolutely no idea what any of that means. |
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Post by DrFaustus on Aug 2, 2023 7:54:08 GMT
9am on which day as it wasn't today? Yes It was this morning It's 8.54 now |
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Post by gasandelectricity on Aug 2, 2023 8:09:36 GMT
Seriously the pettiness in me would drive me to not sign it.
What the hell is it supposed to mean? Legalese gets on my wick.
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Post by RD on Aug 2, 2023 8:31:58 GMT
To me that reads as - whilst for now the new investor(s?) have purchased a share of Dwane Sports, they are now about to purchase a share of the Club too.
But I could easily be wrong!!
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Post by Somersetgas on Aug 2, 2023 19:03:43 GMT
Ref Herbert's note: ORDINARY RESOLUTION 1. That the directors be generally and unconditionally authorised for the purposes of section 551 of the Act to exercise all the powers of the Company to allot shares in the Company or to grant rights to subscribe for or to convert any security into shares in the Company, up to a maximum aggregate nominal amount of £1,036,844.80 provided that: (a) the authority granted under this resolution shall expire five years after the passing of this resolution; and (b) the Company may, before such expiry under paragraph (a) above of this resolution, make an offer or agreement which would require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after such expiry and the directors may allot such shares or grant such rights (as the case may be) in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. SPECIAL RESOLUTION 2. That, subject to the passing of resolution 1 above, the directors be generally empowered pursuant to section 570 of the Act to allot equity securities wholly for cash as if section 561 of the Act and any rights of pre-emption (however expressed) contained in the articles of association of the Company (or wherever so else contained) did not apply to any such allotment (the expression "equity securities" and references to the allotment of "equity securities" bearing the same respective meanings in this resolution as in section 560 of the Act). Thanks for posting - that makes it much easier to dissect. Have read it all and can confidently say.... I have absolutely no idea what any of that means. I’m glad I’m not the only one. Surely scoring a penalty in a World Cup Final, is far easier. |
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Post by Topper Gas on Aug 2, 2023 19:19:25 GMT
The last Confirmation Statement in March suggested shares to the value of just over £2m had been allocated, so it looks like another £1m, or another 50%, are being released, I seem to recall Wael does this to pay down the debts? Whether this is more of the same or the new investors putting money into the club is one for the forum experts to answer/explain.
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Post by gasify on Aug 3, 2023 6:39:14 GMT
Ref Herbert's note: ORDINARY RESOLUTION 1. That the directors be generally and unconditionally authorised for the purposes of section 551 of the Act to exercise all the powers of the Company to allot shares in the Company or to grant rights to subscribe for or to convert any security into shares in the Company, up to a maximum aggregate nominal amount of £1,036,844.80 provided that: (a) the authority granted under this resolution shall expire five years after the passing of this resolution; and (b) the Company may, before such expiry under paragraph (a) above of this resolution, make an offer or agreement which would require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after such expiry and the directors may allot such shares or grant such rights (as the case may be) in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. SPECIAL RESOLUTION 2. That, subject to the passing of resolution 1 above, the directors be generally empowered pursuant to section 570 of the Act to allot equity securities wholly for cash as if section 561 of the Act and any rights of pre-emption (however expressed) contained in the articles of association of the Company (or wherever so else contained) did not apply to any such allotment (the expression "equity securities" and references to the allotment of "equity securities" bearing the same respective meanings in this resolution as in section 560 of the Act). Thanks for posting - that makes it much easier to dissect. Have read it all and can confidently say.... I have absolutely no idea what any of that means. I'll give it a go: Over the next 5 years, the directors can issue shares at a nominal value of £1,036,844.80 without having to get approval again. These shares can be issued to convert any loans into shares. Nominal value is a paper value and not a market value. These £1,036,844.80 can be issued at £100m if someone was willing to pay that much. Not in the know, just playing fantasy and thinking out loud. My guess is that this is related to the fruit market and not the Kuwait investor. This gives a route for let's say Congyor to loan the company let's say £1 and then create a legal agreement that it will be turned into £1,036,844.80 of nominal shares (1/3 of the shares that would be issued at that point). Then the club would sell the memorial stadium for housing. This is maybe getting all ducks in a row to allow the flexibility to act over the next 5 years without having to come back to the shareholders. The interesting thing if this is true: We can actually plan ahead, so sack the twat that was dealing with the South Stand! (Joke). |
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Post by RD on Aug 3, 2023 7:17:18 GMT
Thanks for posting - that makes it much easier to dissect. Have read it all and can confidently say.... I have absolutely no idea what any of that means. I'll give it a go: Over the next 5 years, the directors can issue shares at a nominal value of £1,036,844.80 without having to get approval again. These shares can be issued to convert any loans into shares. Nominal value is a paper value and not a market value. These £1,036,844.80 can be issued at £100m if someone was willing to pay that much. Not in the know, just playing fantasy and thinking out loud. My guess is that this is related to the fruit market and not the Kuwait investor. This gives a route for let's say Congyor to loan the company let's say £1 and then create a legal agreement that it will be turned into £1,036,844.80 of nominal shares (1/3 of the shares that would be issued at that point). Then the club would sell the memorial stadium for housing. This is maybe getting all ducks in a row to allow the flexibility to act over the next 5 years without having to come back to the shareholders. The interesting thing if this is true: We can actually plan ahead, so sack the twat that was dealing with the South Stand! (Joke). Excellent - thank you. And I've now filed your assumptions in the folder "GasChat fact", so I'm sure many other posters will look forward to discussing this in detail over the coming days and weeks. |
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