| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 19:49 - Dec 31 with 2368 views | Phil_S |
The actual price per share is pretty much irrelevant to be honest in the whole debate anyway as that money does not find its way to the football club
You could almost argue that the smaller the price per share the better as it would leave more for the club itself?? |  | |  |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 19:54 - Dec 31 with 2361 views | 3swan |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 19:49 - Dec 31 by Phil_S |
The actual price per share is pretty much irrelevant to be honest in the whole debate anyway as that money does not find its way to the football club
You could almost argue that the smaller the price per share the better as it would leave more for the club itself?? |
Only if they were to invest over and above the share buying cost? |  | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:00 - Dec 31 with 2342 views | Phil_S |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 19:54 - Dec 31 by 3swan |
Only if they were to invest over and above the share buying cost? |
Absoutely
And if they weren't the argument remains the same on the valuation unless you are selling? | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:06 - Dec 31 with 2329 views | 3swan |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:00 - Dec 31 by Phil_S |
Absoutely
And if they weren't the argument remains the same on the valuation unless you are selling? |
Agree the selling price is more important to the seller.
I take it by the response, the assumption is at this early stage, that the 'buyers' are intending to invest above the share buy. | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:07 - Dec 31 with 2321 views | tomdickharry |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 17:44 - Dec 31 by jackonicko |
There are 950,000 shares in issue. The price per share has never been disclosed, but press reports suggested it was £30m for 30% of the club. Shaky will check my arithmetic, no doubt, but that is roughly £105 per share. |
Understand the share price is £20 | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:10 - Dec 31 with 2307 views | 3swan |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:07 - Dec 31 by tomdickharry |
Understand the share price is £20 |
That would show the club only worth £20m
Can't be right | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:15 - Dec 31 with 2296 views | Phil_S |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:07 - Dec 31 by tomdickharry |
Understand the share price is £20 |
Not sure where you understand that from but if only it were true
Suffice to say Ed you are wrong | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:18 - Dec 31 with 2279 views | tomdickharry |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 20:15 - Dec 31 by Phil_S |
Not sure where you understand that from but if only it were true
Suffice to say Ed you are wrong |
Glad to here that Phil. | | | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:04 - Dec 31 with 2202 views | NOTRAC |
The Trust communication appears to suggest that since the formation of the holding company,there has been no current shareholder s agreement.I surmise this because there is no reference to it, only to the possibility of a shareholders agreement being possibly drawn up after the current share sale.
If this is the case then the original Articles of Association apply.
Under these Articles ( which I have a copy of ) no shares may be transferred without the agreement of the Directors.
Paragraph 12.1 of the Articles reads as follows.
The Directors may, in their absolute discretion and without assigning any reason therefor,decline to register the transfer of a share,whether or not it is a fully paid share,and the first sentence of regulation 24 in Table A shall not apply to the Company.
If true, I believe that the above is important as it means that no one can sell shares to anyone else without the approval of the Directors.
If ,as we seem to be assuming there is only one person involved in the sale of the shares, then the sale cannot go ahead(even if these shares are offered to the other shareholders as suggested), without the majority of the Board wanting the sale to go ahead.
There are two points to this
a) if the sale goes ahead the majority of the Directors must feel its of benefit to the club
and
or b) there is or will be a benefit to themselves.
Perhaps someone would like to comment as to whether the above assumptions are accurate? | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:25 - Dec 31 with 2182 views | morningstar |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:04 - Dec 31 by NOTRAC |
The Trust communication appears to suggest that since the formation of the holding company,there has been no current shareholder s agreement.I surmise this because there is no reference to it, only to the possibility of a shareholders agreement being possibly drawn up after the current share sale.
If this is the case then the original Articles of Association apply.
Under these Articles ( which I have a copy of ) no shares may be transferred without the agreement of the Directors.
Paragraph 12.1 of the Articles reads as follows.
The Directors may, in their absolute discretion and without assigning any reason therefor,decline to register the transfer of a share,whether or not it is a fully paid share,and the first sentence of regulation 24 in Table A shall not apply to the Company.
If true, I believe that the above is important as it means that no one can sell shares to anyone else without the approval of the Directors.
If ,as we seem to be assuming there is only one person involved in the sale of the shares, then the sale cannot go ahead(even if these shares are offered to the other shareholders as suggested), without the majority of the Board wanting the sale to go ahead.
There are two points to this
a) if the sale goes ahead the majority of the Directors must feel its of benefit to the club
and
or b) there is or will be a benefit to themselves.
Perhaps someone would like to comment as to whether the above assumptions are accurate? |
It's getting late for me now, but from that am I correct in understanding that no board member can sell their shares without the approval of other board members? |  |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:54 - Dec 31 with 2148 views | pierre91 |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:25 - Dec 31 by morningstar |
It's getting late for me now, but from that am I correct in understanding that no board member can sell their shares without the approval of other board members? |
...whatever your viewpoint the one thing that stands out is that all of us should be paid up Trust Members. Then we get a say. Please join - make it a New Year#s resolution. |  | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:21 - Dec 31 with 2131 views | NOTRAC |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:25 - Dec 31 by morningstar |
It's getting late for me now, but from that am I correct in understanding that no board member can sell their shares without the approval of other board members? |
If true,it means that any sale can only go through if the majority of the directors want it to go through.
The trust must determine if any other directors have misgivings in any shape or form, and persuade those directors to vote against it. | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:33 - Dec 31 with 2124 views | morningstar |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:54 - Dec 31 by pierre91 |
...whatever your viewpoint the one thing that stands out is that all of us should be paid up Trust Members. Then we get a say. Please join - make it a New Year#s resolution. |
i have | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:47 - Dec 31 with 2112 views | Millie |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:21 - Dec 31 by NOTRAC |
If true,it means that any sale can only go through if the majority of the directors want it to go through.
The trust must determine if any other directors have misgivings in any shape or form, and persuade those directors to vote against it. |
Shareholders are not directors, they can be but don't necessarily have to be, there are 3 directors who are not shareholders and there is one shareholder who is not a director | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:58 - Dec 31 with 2105 views | morningstar |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:47 - Dec 31 by Millie |
Shareholders are not directors, they can be but don't necessarily have to be, there are 3 directors who are not shareholders and there is one shareholder who is not a director |
Oh f*** off Millie is it! It was all so simple until you came along! You've done my fu**** ead in now!  | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 08:28 - Jan 1 with 1950 views | Dr_Winston |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 19:08 - Dec 31 by marchamjack |
£30 million for 30% seems cheap to me bearing in mind that we're close to becoming 'established' at this level and the ever growing SKY tv cash cow that just keeps on giving year in year out. What's a 'fair' figure? No idea really, but if I was in their position I'd certainly be asking for more and seeing how far I could push it. |
Suppose it depends on whatever the ultimate aim of those buying in is. For long term investors it's hard to envisage the ultimate value of the club increasing massively from where we are now, (maybe another £50m or so if we ever expand) but the potential for significant annual dividends is there in the shorter term. |  |
| Pain or damage don't end the world. Or despair, or f*cking beatings. The world ends when you're dead. Until then, you got more punishment in store. Stand it like a man... and give some back. |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 08:34 - Jan 1 with 1940 views | Shaky |
Much better communications. Good job. |  |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 09:08 - Jan 1 with 1914 views | NOTRAC |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 22:58 - Dec 31 by morningstar |
Oh f*** off Millie is it! It was all so simple until you came along! You've done my fu**** ead in now! |
It is the directors who would make the decision according to the articles on all transfers of shares whether they are held by shareholders who are directors or who are not directors. | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:14 - Jan 1 with 1872 views | johnlangy |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:25 - Dec 31 by morningstar |
It's getting late for me now, but from that am I correct in understanding that no board member can sell their shares without the approval of other board members? |
As far as I know anyone can sell their shares at any time if they so wish. They don't need approval but they have to offer them to the other shareholders first who could buy them proportionately according to their current holding. For example, if someone DID decide to sell 30% (just the figure everyone is talking about) then the Trust, having 21% of the remaining 70%, would be eligible to buy 21/70ths of the 30%. | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:21 - Jan 1 with 1861 views | NOTRAC |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:14 - Jan 1 by johnlangy |
As far as I know anyone can sell their shares at any time if they so wish. They don't need approval but they have to offer them to the other shareholders first who could buy them proportionately according to their current holding. For example, if someone DID decide to sell 30% (just the figure everyone is talking about) then the Trust, having 21% of the remaining 70%, would be eligible to buy 21/70ths of the 30%. |
That is correct, but under the Articles the directors could still vetoe any transfer if they so decided . | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:28 - Jan 1 with 1844 views | wetjack |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:21 - Jan 1 by NOTRAC |
That is correct, but under the Articles the directors could still vetoe any transfer if they so decided . |
You know a lot about it - are you working for Martyn Morgan or Leigh Dineen? | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:55 - Jan 1 with 1823 views | NOTRAC |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 10:28 - Jan 1 by wetjack |
You know a lot about it - are you working for Martyn Morgan or Leigh Dineen? |
I heard awhile ago that there was probably no shareholders agreement.I was told that one was drawn up five years ago but never signed.
In that situation the rules regarding the sale of shares etc are determined by the Articles of Association.
Anyone can obtain these from Companies House for £1 which I then did.
The Articles of Association are based on what is known as Table A. These are regarded as a model set of rules.
Paragraph 24 of Table A relates to the rights of directors to reject any share transfers if the full price has not been paid.
In the clubs articles this has been amended as per paragraph 12.1 as I have previously included ,to state that regardless of whether the full price is being paid for the shares or not ,if the Directors do not like the person buying them the deal can be stopped because they will not register them.
This was obviously thought about at the time of starting the new holding company and was put in for that specific reason ie if we don't like the people you are selling the shares to, then we can stop that sale.
I think that if this is the case(in other words my interpretation is correct and there is no shareholders agreement) then it helps to put the sale into perspective.
If the Trust who are represented on the board as directors can find others who are in agreement with them that the sale should not go through and together form a majority of the directors, then they could possibly stop that sale. | |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 11:17 - Jan 1 with 1786 views | Uxbridge |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 21:04 - Dec 31 by NOTRAC |
The Trust communication appears to suggest that since the formation of the holding company,there has been no current shareholder s agreement.I surmise this because there is no reference to it, only to the possibility of a shareholders agreement being possibly drawn up after the current share sale.
If this is the case then the original Articles of Association apply.
Under these Articles ( which I have a copy of ) no shares may be transferred without the agreement of the Directors.
Paragraph 12.1 of the Articles reads as follows.
The Directors may, in their absolute discretion and without assigning any reason therefor,decline to register the transfer of a share,whether or not it is a fully paid share,and the first sentence of regulation 24 in Table A shall not apply to the Company.
If true, I believe that the above is important as it means that no one can sell shares to anyone else without the approval of the Directors.
If ,as we seem to be assuming there is only one person involved in the sale of the shares, then the sale cannot go ahead(even if these shares are offered to the other shareholders as suggested), without the majority of the Board wanting the sale to go ahead.
There are two points to this
a) if the sale goes ahead the majority of the Directors must feel its of benefit to the club
and
or b) there is or will be a benefit to themselves.
Perhaps someone would like to comment as to whether the above assumptions are accurate? |
The Trust comms suggest no such thing. It's pretty obvious a new SHA would have to be drawn up in the new world.
But you're right in that a sale couldn't happen without the backing of the majority of the board. |  |
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| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 13:28 - Jan 1 with 1677 views | tomdickharry |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 11:17 - Jan 1 by Uxbridge |
The Trust comms suggest no such thing. It's pretty obvious a new SHA would have to be drawn up in the new world.
But you're right in that a sale couldn't happen without the backing of the majority of the board. |
I heard awhile ago that there was probably no shareholders agreement.I was told that one was drawn up five years ago but never signed.
The above from Notrac post, if as is suggested it wasn't signed then the consequences are as Notrac says. | | | |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 13:30 - Jan 1 with 1670 views | exiledclaseboy |
| Swans Trust Q&A on potential new Shareholders in Swansea City Football Club on 13:28 - Jan 1 by tomdickharry |
I heard awhile ago that there was probably no shareholders agreement.I was told that one was drawn up five years ago but never signed.
The above from Notrac post, if as is suggested it wasn't signed then the consequences are as Notrac says. |
You hear a lot of things that turn out to be nonsense thought, don't you?
How did you get on finding the post that said that the Trust board had said that there'd be no vote of the members on any investment/sale offer? |  |
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