AGM for 2017

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Robbo
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Re: AGM for 2017

Post by Robbo » 08 Nov 2018, 20:57

A few corrections
The articles say every year and it’s been over a year.
The BOd had previously agreed to try and hold it early in the year. February March to share the plans for the coming season with the owners.
The Fulton’s have a controlling stake and all the other shares added up cannot out vote them.
The Fulton’s still are owed a large amount of money circa 2 million
They are paid interest on that as previously they had not been
The accounts have been ready months

I am afraid it’s an inconvenience having you which shows how they regard minority shareholders.
Let me guess that one is called maybe two weeks before Xmas when people are busy with other things.
Maybe they should buy the other shares as they carry no voting rights now.
Why not share the great season we had 2 seasons ago?
More questions than answers but see if I am right.
Let’s go for week com the 10th of December for maximum annoyance!
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Re: AGM for 2017

Post by Robbo » 08 Nov 2018, 20:59

tigerfeat wrote:It used to be that even if it was only a small percentage of shareholders called for a AGM then by law one had to take place
If it was less than the required percentage then you weren't forced to have one
Not sure if that's still the case these days
That’s an EGM I called the last one
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Re: AGM for 2017

Post by Spanishtiger » 09 Nov 2018, 00:45

Give me a price for your miniscule shareholding Robbo, I'll gladly buy them to shut you up.
Whilst you're at it please explain to all the people on here what your shareholding is worth, both in percentage and cash terms.
If you can't, please stop moaning on a fan's forum and direct your niggles to the boardroom. Please.

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Re: AGM for 2017

Post by nottinghamtiger » 09 Nov 2018, 01:14

Spanishtiger wrote:Give me a price for your miniscule shareholding Robbo, I'll gladly buy them to shut you up.
Whilst you're at it please explain to all the people on here what your shareholding is worth, both in percentage and cash terms.
If you can't, please stop moaning on a fan's forum and direct your niggles to the boardroom. Please.
Didn’t Robbo do exactly this a few years ago?

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Re: AGM for 2017

Post by mart0042 » 09 Nov 2018, 12:37

Spanishtiger wrote:Give me a price for your miniscule shareholding Robbo, I'll gladly buy them to shut you up.
Whilst you're at it please explain to all the people on here what your shareholding is worth, both in percentage and cash terms.
If you can't, please stop moaning on a fan's forum and direct your niggles to the boardroom. Please.
:clap:

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Re: AGM for 2017

Post by Lofthouse Tiger » 09 Nov 2018, 12:55

Not sure how these things work but a few question to see if I can find out.

If the club owe the Fulton’s 2 million pounds then this is something that will be and should be repaid as and when is realistically possible. No problem, seems only right.

If the club are now paying interest on this loan then when was this done, why was it done, who proposed it and who agreed it? We’re ALL the shareholders involved in this process?

If this is the case then why were additional shares given to the Fulton’s in lieu of the outstanding loans? If additional shares were given were these to replace any outstanding debt/loans? If not why were they given? If they were then how is that debt still in place with interest being paid? Cake and eat it scenario.

Is this 2 million loan still going to be repaid as and when possible? If so then what will happen to the additional shares once paid? Will these be kept and possibly sold on? If the shares are cancelled, then what is/was the point of the whole process to begin with?

Seems to me only one person or group is at an advantage whichever way you look at it.

As I said I am not fully au fair with this kind of thing but to the man I the street this is an odd way to run a club and not a good way to treat ALL the shareholders.

The answers must be out there.

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Re: AGM for 2017

Post by Lofthouse Tiger » 09 Nov 2018, 12:56

Spanishtiger wrote:Give me a price for your miniscule shareholding Robbo, I'll gladly buy them to shut you up.
Whilst you're at it please explain to all the people on here what your shareholding is worth, both in percentage and cash terms.
If you can't, please stop moaning on a fan's forum and direct your niggles to the boardroom. Please.

Offering to buy silence from people Spanish? Are you a Tory MP by any chance? :dance: :dance: :dance:

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Re: AGM for 2017

Post by HuddsTigers » 09 Nov 2018, 13:44

Robbo wrote:A few corrections
The articles say every year and it’s been over a year.
Robbo - you're both correct and incorrect. The articles are publicly available on Companies House but they clearly state 15 months as a gap.

It states 'one general meeting of the company at the least shall be held in each calendar year at such time and place as the Directors may determine'

However, it then goes on to state "provided, however, that no greater interval than fifteen months shall be allowed to elapse between two Ordinary General Meetings'.

In this case, the club could have one in January but it means they could realistically wait until April the next year to hold the next one. One each calendar year, 15 months apart.

So if the last one was in November last year, then to fall into line with the Articles they can hold it any point before the end of the year. Doesn't have to be November-November.
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Re: AGM for 2017

Post by Robbo » 09 Nov 2018, 20:24

Spanishtiger wrote:Give me a price for your miniscule shareholding Robbo, I'll gladly buy them to shut you up.
Whilst you're at it please explain to all the people on here what your shareholding is worth, both in percentage and cash terms.
If you can't, please stop moaning on a fan's forum and direct your niggles to the boardroom. Please.
1000 shares so make me an offer.
Cost 20 k you give me that you can have them
There are 40 k issued and paid so 2.5%
However another 40 k on loan to Fulton’s
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Re: AGM for 2017

Post by Robbo » 09 Nov 2018, 20:35

HuddsTigers wrote:
Robbo wrote:A few corrections
The articles say every year and it’s been over a year.
Robbo - you're both correct and incorrect. The articles are publicly available on Companies House but they clearly state 15 months as a gap.

It states 'one general meeting of the company at the least shall be held in each calendar year at such time and place as the Directors may determine'

However, it then goes on to state "provided, however, that no greater interval than fifteen months shall be allowed to elapse between two Ordinary General Meetings'.

In this case, the club could have one in January but it means they could realistically wait until April the next year to hold the next one. One each calendar year, 15 months apart.

So if the last one was in November last year, then to fall into line with the Articles they can hold it any point before the end of the year. Doesn't have to be November-November.
Note 75 Annualy Huddesfield
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Re: AGM for 2017

Post by HuddsTigers » 09 Nov 2018, 20:52

Point 75 says that the accounts have to be audited annually. That has nothing to do with meetings.

That means the Directors have to appoint someone to review the accounts before they are submitted to Companies House. They are - by Townend Accountants or whatever they are called.

Point 37 is the one you want and is the one I have quoted from the section ‘General Meetings’
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Re: AGM for 2017

Post by Robbo » 09 Nov 2018, 23:05

HuddsTigers wrote:Point 75 says that the accounts have to be audited annually. That has nothing to do with meetings.

That means the Directors have to appoint someone to review the accounts before they are submitted to Companies House. They are - by Townend Accountants or whatever they are called.

Point 37 is the one you want and is the one I have quoted from the section ‘General Meetings’
Wrong I am trying to post it

Section wanted is appointment of directors
Can someone tell me how to get a photo on here please
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Re: AGM for 2017

Post by Danny Boy » 10 Nov 2018, 00:11

Robbo wrote:
HuddsTigers wrote:Point 75 says that the accounts have to be audited annually. That has nothing to do with meetings.

That means the Directors have to appoint someone to review the accounts before they are submitted to Companies House. They are - by Townend Accountants or whatever they are called.

Point 37 is the one you want and is the one I have quoted from the section ‘General Meetings’
Wrong I am trying to post it

Section wanted is appointment of directors
Can someone tell me how to get a photo on here please
Robbo
I use this for posting images:
http://tinypic.com/
Upload image, then copy and paste into body of text, just preview to make sure your image appears ok.
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Re: AGM for 2017

Post by Lofthouse Tiger » 10 Nov 2018, 07:16

Robbo wrote:
Spanishtiger wrote:Give me a price for your miniscule shareholding Robbo, I'll gladly buy them to shut you up.
Whilst you're at it please explain to all the people on here what your shareholding is worth, both in percentage and cash terms.
If you can't, please stop moaning on a fan's forum and direct your niggles to the boardroom. Please.
1000 shares so make me an offer.
Cost 20 k you give me that you can have them
There are 40 k issued and paid so 2.5%
However another 40 k on loan to Fulton’s
There you go Spanish. Over to you..........or anyone else even.

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Re: AGM for 2017

Post by HuddsTigers » 10 Nov 2018, 08:23

Robbo wrote:
HuddsTigers wrote:Point 75 says that the accounts have to be audited annually. That has nothing to do with meetings.

That means the Directors have to appoint someone to review the accounts before they are submitted to Companies House. They are - by Townend Accountants or whatever they are called.

Point 37 is the one you want and is the one I have quoted from the section ‘General Meetings’
Wrong I am trying to post it

Section wanted is appointment of directors
Can someone tell me how to get a photo on here please
Robbo
Edit: Robbo apologies - I didn’t see that they were updated in 2009 and I’ve now found the updated versions. I was reading the 1926 incorporated ones.

You are right. That point is very vague though and seems to only relate to rotation of Directors (reads to me as if there has to be only one meeting a year where this has to happen, and not necessarily tied to any review of the accounts).
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Re: AGM for 2017

Post by Robbo » 10 Nov 2018, 12:38

Hudd
Accepted mate.
PS) I never mentioned review of accounts you did.
As you can see every year 1/3rd of directors have to retire by rotation.
That's the main purpose of an AGM.

I don't think an annual meeting is much to ask if only as a moral booster.

The directors of course cannot be moved unless the Fultons want them moving.
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Re: AGM for 2017

Post by Robbo » 10 Nov 2018, 13:05

Lofthouse Tiger wrote:Not sure how these things work but a few question to see if I can find out.

If the club owe the Fulton’s 2 million pounds then this is something that will be and should be repaid as and when is realistically possible. No problem, seems only right.

If the club are now paying interest on this loan then when was this done, why was it done, who proposed it and who agreed it? We’re ALL the shareholders involved in this process?

If this is the case then why were additional shares given to the Fulton’s in lieu of the outstanding loans? If additional shares were given were these to replace any outstanding debt/loans? If not why were they given? If they were then how is that debt still in place with interest being paid? Cake and eat it scenario.

Is this 2 million loan still going to be repaid as and when possible? If so then what will happen to the additional shares once paid? Will these be kept and possibly sold on? If the shares are cancelled, then what is/was the point of the whole process to begin with?

Seems to me only one person or group is at an advantage whichever way you look at it.

As I said I am not fully au fair with this kind of thing but to the man I the street this is an odd way to run a club and not a good way to treat ALL the shareholders.

The answers must be out there.

oh dear this is a can of worms...........

We do owe them that and I agree about it being repaid. However it should be made clear that the majority of the money Fulton put into the club was a LOAN and not a gift.

Well according to previous directors the loan was to be paid when we sold WR.
However we were told at the AGM 3 years approx. ago ? that a new document had been signed which meant the debt was due on Jacks death. If the club failed to pay we were in default.
It was said at the meeting this had been signed even though it was just a few weeks before Jack died.
My question was who signed it ?
Could we see a copy.
Despite written requests by solicitors no letter or answer was given.
My point was who would in effect jeopardise the future of the club by signing such a document. At some point JF would die and clearly we could not pay at that point.
This is a point by the way raised by me to the BOD many times over 15 years and the AGM meeting was told don't worry its all in hand. ( as we have said the debt would carry on till the ground was sold)

We’re ALL the shareholders involved in this process? ............. Not sure if the above answers this question.

If the loan is repaid the shares issued would come back to the club. If its not by the 5 year review shareholders vote again. Hopefully Fultons cannot vote as I feel that's probably a breach.

If the shares are cancelled, then what is/was the point of the whole process to begin with?

To give fultons FULL CONTROL. Ian said at the meeting shareholders agreed or he was calling the debt in.
I and some others voted against it, and suggested we look to re finance to re pay Ian. I had someone lined up especially as commercial interest was to be paid.


If this is the case then why were additional shares given to the Fulton’s in lieu of the outstanding loans? If additional shares were given were these to replace any outstanding debt/loans? If not why were they given? If they were then how is that debt still in place with interest being paid? Cake and eat it scenario

See above in my opinion a gun was put to shareholders heads.

The fultons were not happy that I forced an EGM because they would not have an agm. Steve G was CEO at the time.
I think in part they thought this will never happen again.

Finally as I have said many times. For years the club kept loosing money and I called for change. JF would not remove the ceo until we forced his hand.
The millions were lost on the watch of those two. Board members were not allowed to comment never mind force change.

Now we have in my opinion a situation worse in so far as the removal of directors ( without the right to a hearing) and the fiasco surrounding Steve Gills departure.

This will not end well.
Robbo
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Re: AGM for 2017

Post by HuddsTigers » 10 Nov 2018, 22:45

Robbo - you mentioned reviewing financial figures from over a year ago in post 2, hence why I was talking about reviewing the accounts. Apologies if that was misunderstood but that’s why anyway.
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Re: AGM for 2017

Post by Robbo » 10 Nov 2018, 23:20

Hudd no problem
I meant it was difficult to look back 2 years.
Companies that I invest in tend to hold their AGM a few months post year end.
Anyway now we are on the same page
Week com the 10 th is my guess
Good night
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Re: AGM for 2017

Post by Easy Tiger 2 » 13 Nov 2018, 22:04

A good friend of mine who used to be privy to AGM’s and finance details and still keeps an eye on things remarked that although it’s better run than the Richard Wright day’s and made a tidy profit last year its “a pack of cards” that would fall if the £2,200,000 loan was called in.

He also felt the valuation of the asset (ground/land) was inflated.

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