Supporters Trust EGM Minutes

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Supporters Trust EGM Minutes

Postby red-five2000 » Sun Apr 22, 2012 4:52 pm

Chesham United Supporters Trust EGM – Wednesday 28th March 2012

• Following the recent restructuring at board level - and the implications of this for the Supporters Trust – the decision was taken to call an Extraordinary General Meeting (EGM), to keep Trust members informed, to elicit views and feedback and to discuss the options.

• Welcome from Trust Chairman, Steve Turner. Steve outlined the reasons for the meeting and provided some background to the recent changes.

o The Supporters’ Trust has, through the purchase of shares, put in £6,000 over the course of the season

o To make a significant contribution, the Trust would be putting in £20-£30,000 each year so there is a clear shortfall.

• Further to the correspondence sent out to Trust members on the 17th March 2012, Steve Turner outlined the fact that the Chesham United Football Club board have accepted an offer of investment from Roger Payne in return for 51% voting rights. Furthermore, Steve outlined two viable options that had been identified to enable this transition:

o Option A: This involves firstly converting the £25,000 that Roger Payne has already injected this season to B Voting Shares (at the rate of £1 per share). This would amount to 25,000 shares. However, in order for Roger to get to a 51% shareholding he would require a further 69,717 shares. It was proposed that the Supporters Trust gifts the 69,717 shares from its current holding of 74,717. This would mean that the Supporters Trust shareholding would fall from 40.23% to 2.69%.

o The proposal also includes making the gift subject to a legally-binding agreement that would include the following:
 continued board representation
 transparency of accounts
 no further shares to be issued without Trust approval
 a right of veto to ensure that the gifted shares cannot be sold to a third party. There was some discussion regarding the importance of the verb ‘gift’ (as opposed to ‘give’). Based on legally-binding agreement gifted shares would revert to the Trust in the event of death, insolvency, leaving club.

o Option B: This would involve regarding the shares and issuing new C shares. The exact mathematics were not discussed but there are comments and further explanation in the letter dated the 17th March 2012.

• In answer to the question “Why did Roger Payne require a 51% majority” came the response that making decisions by committee was generally unsuccessful and thus it is important to reach a decision.

• There was some interest in Roger Payne’s background and the following precisions were made: RP has been involved in non-league football for some 37 years including time at both Tring and Aylesbury.

• Again the financial implications and pressures were acknowledged. The current financial shortfall for the season is in the region of £50,000 which compares to a deficit of £30-40,000 in Charles Manchester’s last season as Chairman. This again raised the point about financial donations to the club and Nigel Bunce asked how income could be raised. Some initiatives were implemented whilst Charles Manchester was still at the club and it was generally accepted that – with the best will in the world – all are being affected by increased financial pressures.

• The next stage in the process is to fix a timetable so that the Trust can proceed with the decision making. The EGM minutes would need to be circulated and some dates would need to be fixed to enable a vote to take place. Also Voting Forms need to be provided.

• Some members suggested arranging another meeting where Roger Payne, and perhaps Brian McCarthy, could be invited to speak and share their plans for the future.

• The Supporters Trust board also advised that in order to approve either Option A or Option B a 95% majority would be needed. This means that 73 out of the current 75 members would need to vote for the same option.

• In order to gauge opinion all members present were asked to vote on the evening and Option A was favoured with an almost unanimous vote (Note: from the 20 or so members present only one person did NOT vote for Option A).
Regards
Steve

All views are personal, and not to be taken as official statements of Chesham United FC or Chesham United Supporters Trust.
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red-five2000
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