 | Forum
Reply | NFR
at 12:26 1 Mar 2024
Allen Brett was on Radio 4 this morning talking about the election. He was positive about Dave Tully, less positive about other aspects.
I wonder if there is a possibility that Dave Tully could become Labour's General Election candidate for later in this year?
The local agenda needs a quality local voice but with mainstream support so that once in the HoC they don't become the fodder you describe.
The town needs that. I read a speech from Galloway in the press that noted with the lack of NHS provision its no longer possibly to be born or die in Rochdale; emotive rhetoric and he will be looking to exploit that in other similar parts of the UK which are warm to the message he brings. |
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Reply | Fans' Forum Tomorrow
at 11:17 1 Mar 2024
Last night was great.
For me it drew a line under a freefall process that started 2018 and removed the previous 12 years of stability the club had since 2006 and which had generated in its most successful ever period, possibly that I will see in my remaining lifetime.
In six years (Feb 18 to Feb 24) I think I am right in saying we have had:
* 4 Chairman
* 5 Managers
* 10 different directors, in addition to those 4 who are Chairman, 14 in total
* EFL sanctions
* 2 relegations
That's no way to run a professional football club if you expect some success.
2019 also saw the stopping of the one thing that we have been good at over the years and that is money going into the club for shares and not to individuals via private transactions. There are some individuals who have done personally very well out of RAFC since 2019, to the detriment of the club.
I do genuinely think that Covid saved us as it brought to light all of the things that made quite a wide group of different people sceptical to an EGM motion that was initially proposed for March 2020 but could not be heard because of pandemic.
We had two lucky cup draws that put enough money into the club just before the pandemic hit that we had something to cling on to.
Yesterday's announcement breathes new hope for stability and structure, for the club and for the town. Simon Gauge, Richard Knight, Tony Pockney, Guy Courtney, Jamie Sarsfield and Jan Wormald all put their heads and money into the club when the boots were properly flying in.
The phrase last night was about 2021 and "buying time" - its taken 3 years.
Credit too to Murray Knight and to the Trust that sounded the alarm nationally with #upthedalenotforsale. I think Simon said last night that the Trust Director faced all of the same personal liability issues from the hostile takeover just by being on the Board. That cannot have been fun.
And the last word for Jim McNulty. I'm still not won over by the style of play but there can be no arguing that he cares deeply, he wants his teams to care and that he want people to work hard.
I hope that in the remaining weeks of this season he tells the players to have a proper go like December 2006 because we don't expect to make the playoffs and make watching Rochdale fun again and that he takes more direct questions in interviews because he dealt with all of last night's with aplomb.
The next chapter will hopefully be exciting for the club and support the town. |
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Reply | World Soccer Holdings
at 17:27 29 Feb 2024
Good news and could not be clearer what is being voted for on 7th March. |
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Reply | Fans' Forum Tomorrow
at 13:46 29 Feb 2024
If you can read today's Guardian DA it's more likely cents dropping than pennies.
A shame for us all that you'll not there this evening; but it is on YouTube. |
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Reply | Answers to Supporters questions
at 13:01 29 Feb 2024
Thanks for posting those replies judd.
I'm sure there will be some who want to pick holes but having shared the questions on Tuesday there are answers back on Thursday and before tonight's Fan's Forum. |
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Reply | Fans' Forum Tomorrow
at 12:28 29 Feb 2024
All five resolutions on the EGM paper are separate so they are voted on separately under their own merits.
1 of those is an ordinary resolutions (needing 50% + 1 vote to pass) and the other 4 are special resolutions (needing 75% + 1 vote to pass).
The audit removal one might or might not pass. As the FAQ's say its not needed but if it stays then it stays. |
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Reply | Fans' Forum Tomorrow
at 12:21 29 Feb 2024
I can see why people may be confused but it is actually straightforward.
Audit comes down to two factors - size of business and shareholder choice.
There is no mandatory requirement on the club to have an audit. What we have is audit via shareholder choice.
In 1910, the then shareholders chose to include audit as a mandatory condition of the company. It could have been avoided but those writing the Articles chose not to. They then wrote it into the Articles to mandate it as binding on the Company from that point forward.
Over the last 114 years that position has never changed and for any Board who wanted to change it from 1910 onwards they would have needed 75% of the shareholders of the time to agree to change it.
That's the proposal being made now and as the FAQ's state there's no body who need it other than the fact it is the 1910 Articles. There is no Company Law or football reasons it should exist.
We are about to vote on a capital structure that will have circa 10 million share, being circa 1 million existing shares and 9 million new "A" shares.
That is needed to allow the club to continue.
By all means vote against it, but it is factually an unneeded wasteful and unnecessary expense of the club when set against what you must do under Company Law and is a choice.
Unless 75% of people vote for it then it stays as it currently is and has been since 1910, i.e. with an audit.
Of course, if someone subsequently invests to own up to 90% of the club then they may have a view of whether to keep or dispense with an audit and they are right to have that choice as a participating shareholder.
Even though our company is exempt from an audit, we might have to get our accounts audited if shareholders who own at least 10% of shares (by number or value) ask the Board to. This can be an individual shareholder or a group of shareholders. |
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Reply | US investor
at 10:19 29 Feb 2024
The Grauniad has certainly written a number of good pieces on the situation in recent weeks.
Exclusivity with one bidder is a promising step in any investment process. |
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Reply | Fans' Forum Tomorrow
at 10:16 29 Feb 2024
If we were starting from scratch, the Companies Act says we don't need an audit.
https://www.gov.uk/audit-exemptions-for-private-limited-companies
Your company may qualify for an audit exemption if it has at least 2 of the following:
an annual turnover of no more than £10.2 million
assets worth no more than £5.1 million
50 or fewer employees on average
As judd pointed out if 10% of company shareholders demand and audit then one can take place but that is voluntary.
And then last week from the club's own FAQ's they've explained this:
Q: Why are you proposing to remove the need for an audit?
A: This is purely a cost reduction initiative. As part of our continued review of costs and revenues, we have identified the opportunity to remove the audit (and associated costs) of our annual accounts. There is currently no requirement under Company Law, from the National League or the EFL to have our accounts audited. It is only our Articles that require this. We have discussed this proposal with our current Auditors WMG, and the audit partner is supportive. He will continue our long association
with WMG by providing accounting advice and guidance for us. For information, WMG also provides a payroll service for us.
So if the Board don't think its necessary, Company Law doesn't think its necessary, the EFL don't think its necessary, the National League don't think its necessary and the current audit partner doesn't think its necessary, then what is spending that money achieving rather than putting it into the first team budget?
It's not muddled at all - the FAQ actually explains it well and of course if we were a bigger private company then it would be mandatory to then do one. |
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Reply | Fans meeting this SUNDAY 2pm - CHANGE OF VENUE
at 08:37 29 Feb 2024
Hi again TS,
No - IMO i wouldn't agree to cancelling next week's EGM, it must go ahead.
As everyone knows takeover deals can fall through so someone coming up at the 11th hour is going to have to run parallel to the EGM; the club to continue needs a solution.
However, I would hope that any credible party, with RAFC's best interests at heart would come forward and put themselves and their funding plan to public scrutiny.
Perhaps they will come to the Fans Forum tonight and declare themselves? They are leaving it a bit late if they are playing a waiting game but we do not know who the club is talking to under NDA already.
Possibly investors fall into three categories:
* Those that have the money and can move in the timescale needed (i.e. those with liquid assets - cold hard cash)
* Those that have the money but can't move in the timescale needed (i.e. those with good assets but perhaps not cold hard cash)
* Those who don't have the money.
As I've said having watched events since 2019 I don't believe those parties are many and could have come forward at any point in the last 5 years.
And remember there will be nothing happening with the ground without shareholder approval so those who would like to see the Trust / the Council / another vehicle buy some or all of the property assets are going to have to call their own EGM anyway.
The choice is to continue or not by creating a structure that permits investment and control. That still needs to happen as I can't think of a rational investor who will commit the funding levels required without those assurances. |
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Reply | Fans meeting this SUNDAY 2pm - CHANGE OF VENUE
at 08:27 29 Feb 2024
Another dawn. Another learning opportunity DA.
I'm not sure there is football without finance. Unless Gordon Rigg now sells magic money trees, in which case can you plant a few.
There's a generational issue coming for RAFC in that only 54 per cent of residents in the borough of Rochdale are in work or economically active and only 1 per cent of residents in the borough of Rochdale turn out to support the club.
Withdrawal of subsidy is never popular but that is what is happening not by choice but by ability. |
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Reply | Fans meeting this SUNDAY 2pm - CHANGE OF VENUE
at 08:18 29 Feb 2024
I don't think that synopsis is quite right TS.
There are two separate things.
(1) The club owns the ground lock, stock and barrel. However it cannot sell, transfer, lease or mortgage the ground without 75% of shareholders approving so at an EGM. The Chairman said the Board believe the ground is worth £4m - £6m on a podcast with Kieran Maguire and were getting a valuation done.
(2) The operating business loses money every year and someone has to pay for that. Those doing so say they have no desire / no ability to continue doing so. The losses of the operating business over the last 7 years are very well documented.
The only time limit we are working to is running out of cash. |
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Reply | Fans meeting this SUNDAY 2pm - CHANGE OF VENUE
at 08:13 29 Feb 2024
Morning TS,
Of course you can ask me a serious question.
Am I working on behalf of the Chairman and Directors and do I stand to gain financially if any deal to bring in investors as a result of the vote at the EGM is passed?
No. I am a shareholder, a Trust member and a fan and I do not stand to get financially from this EGM. I actually stand to lose the value of my shares in the club which will become worthless; I am completely ok with this.
If credible investors were to come forward at the 11th hour would you agree that postponing the EGM vote would be the sensible option to take?
"Credible" is a subjective individual judgement. What you believe may be credible others may believe is discreditable (and vice versa). Shareholders and investors always get to form their own view and we have over 600 different individuals.
If the shareholder elected Board of the club consider it a credible position to put to all shareholders then I would hope they would withdraw their motions, however given the FAQ's seem to indicate changing capital structure of the club is necessary to access those investors it is somewhat chicken and egg.
Any credible investor that wanted to go public AND had money would be welcome but ticking those boxes has proved difficult since 2019 has proved difficult.
The seriousness of the situation should not be underestimated and explained. The club will run out of money.
The club nearly ran out of money in 2019 as Andrew Kelly told us all here in June 2020.
https://www.rochdaleafc.co.uk/news/2020/june/statement--andrew-kelly/
And before you think it, that is not a criticism of Chairman past; he did not have the money to subsidise operations either. I have no doubt of his love of the club either.
Businesses cannot wrongfully trade, there seems to be an expectation that "someone" should just keep lending the club money to subsidise activities in a town where only 54 per cent of residents in the borough of Rochdale are in work or economically active and only just over 1 per cent of the residents in the borough of Rochdale come out to support the club regulatory is fantasy.
I can think of two or three local Rochdale business people who could come in and buy the club tomorrow, for cash but either they are not interested or yet to put their money up over the last 5 years. They won't because they have good lives and why on earth would they need the hassle of running a football club and all that goes with it?
RMBC appear over 35 years to have failed too. Their last attempt at facilitating crises was to have both clubs move in together and build a supermarket on the old Athletic Ground creating a structure where one party loaned its economic rights in the stadium for funding.
I'd love to see possible credible investors go public - ideally today; they fact the haven't indicates they either don't exist or are not credible. |
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Reply | Fans meeting this SUNDAY 2pm - CHANGE OF VENUE
at 21:54 28 Feb 2024
Yes.
In the new world, subject to EGM approvals, it would be 90% A shares and 10% current shares.
The 10% will be 600+ shareholders so unlikely everyone would ask. It then would be the prerogative of the 90% if they wanted an audit or not. |
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Reply | Fans meeting this SUNDAY 2pm - CHANGE OF VENUE
at 21:18 28 Feb 2024
Appreciate that judd. Accounting fees only ever go one way....
When someone takes 90% of the club its going to be false economy for an audit.
The 1910 articles had equal subscribers and no one dominant party and so all subscribers wrote it in. It wouldn't be normal for any 2024 business of our size to volunteer for an audit cost unless the required thresholds were met. |
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Reply | The Dale Trust
at 20:22 28 Feb 2024
We don't know the full story yet.
I'm not sure we know either how the Chairman role is appointed. I don't recall seeing an election but understood it was an interim basis. For all we know the appointed Trust Board might amongst themselves get to appoint the Chairman. That's what happens for the RAFC Board and its written into the Articles.
The other issue is that it's all very well wanting a vote of no confidence (and that might be an outcome) but there isn't time before the Trust as a corporate body have to vote next week in the EGM on behalf of nearly 1,100 of us.
I don't think the Trust can abstain as really that doesn't represent any of the members and it will only get one vote as one shareholder or one opportunity to allocate its shares to each motion. |
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