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Post by gashead1981 on Feb 12, 2020 20:59:08 GMT
The SC haven’t put any money in this year either and I would say at a £3m loss the ALQs have put in more than working capital. They provided a platform that has been wasted in some ways. The 7% shareholding is pointless, you can’t do anything with it, they can’t afford to purchase any more from the ALQs and increase their shareholding to hold any form of controlling interest. The SC has no representation currently because they have self destructed and bankrupted their own relationship with the owners and the whole SC is mute. If the SC was as serious about being a representation for the fans (which they aren’t, they only represent members of the SC) as they all think they are they wouldn’t be carrying out this ridiculous campaign to keep one person at the top table which is only doomed to fail. That says as much about the committee and their messiah as anything else. I thought it was telling that their last statement included the support from presidents club, which has the irony, according to their website, of having Wael’s father as their leader, albeit in emeritus . It comes as no surprise that the other old boys club which does very little have cosied up to this little clique as well. Considering that you gashead1981, are neither a member of the SC or BRFC BOD, I find it confusing that you are able to quote such intimate information about donations as fact, however, whoever gives you such information appears to have forgotten the £2000 per month from the share scheme and another £16000 donated this year. I obtained some info and a set of accounts from someone who is a SC member...yes the SC have leaks too...there’s some more irony for you!! As for the President's Club support for our friends in the Supporters Club (remembering some are members of both) it is surely not surprising given that apparently the Football Club legal team have given no reason for banning a fully paid up representative of the Supporters Club who is there on behalf of it's members who donated a generous amount for the privilege of having two seats on the Board. I believe you aren’t telling the full truth on that one but we will wait and see the outcome of the waste of legal fees. Also, your ignorance of 'Rovers history is disappointing by describing Abdulkader Abdullah Al-Qadi as the 'leader' of the President's Club. In fact he holds the honorary position of 'President' following in the wake of such illustrious people as The Duke of Beaufort and Denis Dunford which was bestowed in recognition of his families substantial investment in the Football Club. I don’t think there is any such honour in being attached to a club that takes the football club you are meant to support to court or to be “honoured” by a club which promotes division, disunity and disharmony against the owners.
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Post by 2nd May 1990 on Feb 13, 2020 10:29:44 GMT
I haven't read the share scheme agreement for over a decade Knowall but I don't believe that a reason to reject a SC member from sitting on the board has to be given but the clause was built in to prevent somebody from starting a tenure not after 14 years. Nevertheless it exists. Has he been thrown off the board or 'just' banned from the boxes. If he is still on the board I assume he can go into the Directors' rooms at away matches............
When asked in the interview with Twentyman how many people were currently on the board, Starnes said “2”, so I presume he’s off the board as well.
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Post by knowall on Feb 13, 2020 11:58:43 GMT
We would all like to know what the reason was, but my understanding is that he was not given the courtesy of a reason. I haven't read the share scheme agreement for over a decade Knowall but I don't believe that a reason to reject a SC member from sitting on the board has to be given but the clause was built in to prevent somebody from starting a tenure not after 14 years. Nevertheless it exists. I am sure you are correct Holmes as that is my understanding too. However, it raises a more significant point of concern in that the fall out of Board members since the Al-Qadi family took control of the Football Club is unprecedented and if the Constitution has not changed then surely the Board is legally under staffed? No doubt this can be confirmed/denied at the forthcoming AGM when we shall also learn the exact financial state of the Company, and if Hani Al-Qadi will be guaranteeing the Company as an ongoing concern as per the last accounts.
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Post by Kingswood Polak on Feb 13, 2020 12:09:14 GMT
I haven't read the share scheme agreement for over a decade Knowall but I don't believe that a reason to reject a SC member from sitting on the board has to be given but the clause was built in to prevent somebody from starting a tenure not after 14 years. Nevertheless it exists. I am sure you are correct Holmes as that is my understanding too. However, it raises a more significant point of concern in that the fall out of Board members since the Al-Qadi family took control of the Football Club is unprecedented and if the Constitution has not changed then surely the Board is legally under staffed? No doubt this can be confirmed/denied at the forthcoming AGM when we shall also learn the exact financial state of the Company, and if Hani Al-Qadi will be guaranteeing the Company as an ongoing concern as per the last accounts. knowall when is the AGM scheduled for please ?
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Post by gregsy on Feb 13, 2020 12:45:20 GMT
I am sure you are correct Holmes as that is my understanding too. However, it raises a more significant point of concern in that the fall out of Board members since the Al-Qadi family took control of the Football Club is unprecedented and if the Constitution has not changed then surely the Board is legally under staffed? No doubt this can be confirmed/denied at the forthcoming AGM when we shall also learn the exact financial state of the Company, and if Hani Al-Qadi will be guaranteeing the Company as an ongoing concern as per the last accounts. knowall when is the AGM scheduled for please ? I'm a celebrity 'get me out of here' will air in autumn 2020....
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Post by splitter on Feb 13, 2020 12:47:57 GMT
I haven't read the share scheme agreement for over a decade Knowall but I don't believe that a reason to reject a SC member from sitting on the board has to be given but the clause was built in to prevent somebody from starting a tenure not after 14 years. Nevertheless it exists. I am sure you are correct Holmes as that is my understanding too. However, it raises a more significant point of concern in that the fall out of Board members since the Al-Qadi family took control of the Football Club is unprecedented and if the Constitution has not changed then surely the Board is legally under staffed? No doubt this can be confirmed/denied at the forthcoming AGM when we shall also learn the exact financial state of the Company, and if Hani Al-Qadi will be guaranteeing the Company as an ongoing concern as per the last accounts. There is no statutory requirement for a private limited company to hold board meetings. In the case of a shareholders' meeting, the minimum number that must be present to make the proceedings of that meeting valid is two (or one in the case of a company with a single member). I have a private limited company with a single director (me) private ltd company FAQA majority of shareholders can remove a director at any time. The only power I see the SC having right now, is that 5% of shareholders are needed to call a general meeting. Although, if the family wanted to, they could increase the shares in circulation. They could then convert loans to shares and dilute the SC holding to below 5% and without pre-emption rights the SC would be left with nothing of use.
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Post by knowall on Feb 13, 2020 13:14:02 GMT
I am sure you are correct Holmes as that is my understanding too. However, it raises a more significant point of concern in that the fall out of Board members since the Al-Qadi family took control of the Football Club is unprecedented and if the Constitution has not changed then surely the Board is legally under staffed? No doubt this can be confirmed/denied at the forthcoming AGM when we shall also learn the exact financial state of the Company, and if Hani Al-Qadi will be guaranteeing the Company as an ongoing concern as per the last accounts. knowall when is the AGM scheduled for please ? You ask an excellent question (as always) because the A/C's will be to 30th June 2019 and is normally presented within 9 months of that date. Sometimes (as per last year) accounts are presented late, but should also give an up to date position of the Company. Normally the 'Chairman' writes a forward to the accounts - but who the Chairman now is I have no idea - do you? or does anyone? At last years AGM the Club's secretary (who is no longer in place) took the Chair and was obviously keen to not answer questions from the shareholders and excused himself as he had an 'important' meeting to get to. (one wondered what was more important than our AGM?) We were then entertained for the balance of the meeting mainly by the assistant football manager (again no longer at the Club!) I guess the top table will be rather sparse as currently there are only President Wael Al-Qadi and CEO Martyn Starnes from the Boardroom and possibly the Supporters representative Ken Masters (although under current circumstances will they insist a cardboard cutout is there instead?) All in all I suggest ALL shareholders should do their very best to attend because I have a feeling the AGM could be more fun than a Brian Rix farce. In fact if they charged an entrance fee we might eat into the Club's mounting overdraft!
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Post by knowall on Feb 13, 2020 13:37:35 GMT
I am sure you are correct Holmes as that is my understanding too. However, it raises a more significant point of concern in that the fall out of Board members since the Al-Qadi family took control of the Football Club is unprecedented and if the Constitution has not changed then surely the Board is legally under staffed? No doubt this can be confirmed/denied at the forthcoming AGM when we shall also learn the exact financial state of the Company, and if Hani Al-Qadi will be guaranteeing the Company as an ongoing concern as per the last accounts. There is no statutory requirement for a private limited company to hold board meetings. In the case of a shareholders' meeting, the minimum number that must be present to make the proceedings of that meeting valid is two (or one in the case of a company with a single member). I have a private limited company with a single director (me) private ltd company FAQA majority of shareholders can remove a director at any time. The only power I see the SC having right now, is that 5% of shareholders are needed to call a general meeting. Although, if the family wanted to, they could increase the shares in circulation. They could then convert loans to shares and dilute the SC holding to below 5% and without pre-emption rights the SC would be left with nothing of use. I suggest you obtain a copy of the BRFC Constitution as you appear not to have read it.
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Post by peterparker on Feb 13, 2020 13:48:38 GMT
There is no statutory requirement for a private limited company to hold board meetings. In the case of a shareholders' meeting, the minimum number that must be present to make the proceedings of that meeting valid is two (or one in the case of a company with a single member). I have a private limited company with a single director (me) private ltd company FAQA majority of shareholders can remove a director at any time. The only power I see the SC having right now, is that 5% of shareholders are needed to call a general meeting. Although, if the family wanted to, they could increase the shares in circulation. They could then convert loans to shares and dilute the SC holding to below 5% and without pre-emption rights the SC would be left with nothing of use. I suggest you obtain a copy of the BRFC Constitution as you appear not to have read it. Splitter has reasonably outlined their understanding. Why not enlighten splitter/us to which bit is incorrect. The snark does no one any favours.
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Post by splitter on Feb 13, 2020 13:49:37 GMT
There is no statutory requirement for a private limited company to hold board meetings. In the case of a shareholders' meeting, the minimum number that must be present to make the proceedings of that meeting valid is two (or one in the case of a company with a single member). I have a private limited company with a single director (me) private ltd company FAQA majority of shareholders can remove a director at any time. The only power I see the SC having right now, is that 5% of shareholders are needed to call a general meeting. Although, if the family wanted to, they could increase the shares in circulation. They could then convert loans to shares and dilute the SC holding to below 5% and without pre-emption rights the SC would be left with nothing of use. I suggest you obtain a copy of the BRFC Constitution as you appear not to have read it. Feel free to IM me a copy or provide a link. Which bit would prevent the majority shareholding owners from diluting the SC shareholding further? How would it prevent the majority shareholding owners from changing the constitution and falling back to statutory law?
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Post by knowall on Feb 13, 2020 16:26:41 GMT
I suggest you obtain a copy of the BRFC Constitution as you appear not to have read it. Feel free to IM me a copy or provide a link. Which bit would prevent the majority shareholding owners from diluting the SC shareholding further? How would it prevent the majority shareholding owners from changing the constitution and falling back to statutory law? I suggest you contact the Club secretary for a copy of the constitution, and study the basic rules around the arrangements for meetings and AGM's - quorums etc. (all companies are not the same) The point you make about dilution of shares is not unusual in the history of our Football Club and is not unique to the current Board.
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Post by peterparker on Feb 13, 2020 16:58:42 GMT
Feel free to IM me a copy or provide a link. Which bit would prevent the majority shareholding owners from diluting the SC shareholding further? How would it prevent the majority shareholding owners from changing the constitution and falling back to statutory law? I suggest you contact the Club secretary for a copy of the constitution, and study the basic rules around the arrangements for meetings and AGM's - quorums etc. (all companies are not the same) The point you make about dilution of shares is not unusual in the history of our Football Club and is not unique to the current Board. why don't you just Dam tell us
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Post by splitter on Feb 13, 2020 17:15:26 GMT
Feel free to IM me a copy or provide a link. Which bit would prevent the majority shareholding owners from diluting the SC shareholding further? How would it prevent the majority shareholding owners from changing the constitution and falling back to statutory law? I suggest you contact the Club secretary for a copy of the constitution, and study the basic rules around the arrangements for meetings and AGM's - quorums etc. (all companies are not the same) The point you make about dilution of shares is not unusual in the history of our Football Club and is not unique to the current Board. OK, so a quick Google dug up this from Companies House. Articles of AssociationI'm not sure if there is a newer version of this available. I'm sure somebody on here will know. OK, as for the basic rules around meetings and AGMs, you'll have to point me in the right direction. In the quick skim read I have had, I didn't see anything which mentioned a minimum amount of director's meetings, just an Annual General Meeting, and Extraordinary General Meetings. A couple of points that I did notice that were interesting; "72. Until otherwise determined by a general meeting the number of directors shall not be less than 3 or more than 9." With a quorum of 2 directors this could be reduced to 2. With Dwane Sports holding 92% of shareholding this could not be stopped. As I mentioned before, statutory law allows a private limited company to have a sole director. This is backed up by article 91," ... Until otherwise determined two directors shall form a quorum... "and article 94, "A meeting of the board for the time being of which a quorum is present shall be competent to exercise all or any of the powers for the time being vested in or exercisable by the directors generally." To me that reads as "bye bye Ken". I really do not see what angle the SC thinks that they can fight this.
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Post by Big Jock on Feb 13, 2020 18:29:35 GMT
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Post by casey12a on Feb 13, 2020 18:42:27 GMT
Right, just clarify nobody knows what f*ck is going on behind the scenes at our club?
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Post by lpgas on Feb 13, 2020 18:50:26 GMT
The Supporters Club is so well run one of its "volunteers" managed to sneak almost a £100k out to play Bingo. Close it down and start again but take it in house
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Post by lpgas on Feb 13, 2020 18:50:51 GMT
Right, just clarify nobody knows what f*ck is going on behind the scenes at our club? or on the field
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Post by Colyton Gas on Feb 13, 2020 18:53:58 GMT
The other Bristol Club must be laughing out loud.Think a lot of us are in despair.Even the Rose Tinters are fast disappearing.
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Post by justin blue on Feb 13, 2020 20:08:32 GMT
The other Bristol Club must be laughing out loud.Think a lot of us are in despair.Even the Rose Tinters are fast disappearing. Sadly they are now so far ahead of us on and off the field, I doubt they give us much thought at all these days.
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Post by glengas on Feb 13, 2020 20:21:41 GMT
The Supporters Club is so well run one of its "volunteers" managed to sneak almost a £100k out to play Bingo. Close it down and start again but take it in house [ It is better independent of the football club, at least that way we have a slight chance of knowing what’s going on behind the scenes. As someone has said before, if the club run the travel it may end up pricing people out of travelling as it will be more about making money than trying to get supporters to games. The supporters club must rely on the goodwill of quite a few members to do the work they do on match days. I can’t imagine the club getting that level of support.
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