No, the SGM will be asked to approve or not the whole of the new model rules or not approve them. It's a job lot I'm afraid - with no tinkering allowed. I'm fairly sure the proposed resolution will confirm this.Amberexile wrote: April 9th, 2024, 10:51 pmSurely the point of the SGM on 25th is to amend the Model Rules by passing extraordinary resolutions in order to make them fit for purpose now that the Trust is no longer running the Club?Chris Davis wrote: April 9th, 2024, 8:40 pmThe Model Rules require a minimum of six. The Trust has to follow its rules.wattsville_boy wrote: April 9th, 2024, 8:06 pmIs there any need for more than six anymore?Chris Davis wrote: April 9th, 2024, 7:41 pmIf there are less than 6 elected directors then coopted will be necessary to make the minimum number of 6.Amberexile wrote: April 9th, 2024, 7:32 pmI don't see any reason for co-opted directors now that the Trust does not own the Club.Chris Davis wrote: April 9th, 2024, 6:42 pmBetween 6 and 12 but it is unclear if that includes all types of directors. I think it does but coopted cannot exceed one third.OLDCROMWELLIAN wrote: April 9th, 2024, 6:16 pmA little off track I know Chris; but do you know how many Trust Directors positions will form the new Trust Board?Chris Davis wrote: April 9th, 2024, 6:12 pmIf they don't resign or they resign and stand for reelection and there are insufficient candidates for places, then, provided at least one Trust member votes for them, then they are back on the Board.wattsville_boy wrote: April 9th, 2024, 5:16 pm It appears to me that figures are just put into the accounts to muddy the waters.
It just illustrates to me that we need to vote out everyone involved in the Trust board at the earliest opportunity....
I guess if the Model Rules are followed we will know within the next 48 hours by when the notice of the meeting indicating the business to be dealt with will have been issued.
Re: Season 22/23 accounts
182I see, so the point of the meeting is to amend the model rules by replacing then en bloc. We still end up with new rules, we will have different Model Rules after the SGM than we do today and they should be fit for purpose for the change of circumstances. They could, for example, reduce the minimum number of directors below the current 6 and in my view should remove the provision for co-opted directors altogether.Chris Davis wrote: April 9th, 2024, 10:56 pmNo, the SGM will be asked to approve or not the whole of the new model rules or not approve them. It's a job lot I'm afraid - with no tinkering allowed. I'm fairly sure the proposed resolution will confirm this.Amberexile wrote: April 9th, 2024, 10:51 pmSurely the point of the SGM on 25th is to amend the Model Rules by passing extraordinary resolutions in order to make them fit for purpose now that the Trust is no longer running the Club?Chris Davis wrote: April 9th, 2024, 8:40 pmThe Model Rules require a minimum of six. The Trust has to follow its rules.wattsville_boy wrote: April 9th, 2024, 8:06 pmIs there any need for more than six anymore?Chris Davis wrote: April 9th, 2024, 7:41 pmIf there are less than 6 elected directors then coopted will be necessary to make the minimum number of 6.Amberexile wrote: April 9th, 2024, 7:32 pmI don't see any reason for co-opted directors now that the Trust does not own the Club.Chris Davis wrote: April 9th, 2024, 6:42 pmBetween 6 and 12 but it is unclear if that includes all types of directors. I think it does but coopted cannot exceed one third.OLDCROMWELLIAN wrote: April 9th, 2024, 6:16 pmA little off track I know Chris; but do you know how many Trust Directors positions will form the new Trust Board?Chris Davis wrote: April 9th, 2024, 6:12 pmIf they don't resign or they resign and stand for reelection and there are insufficient candidates for places, then, provided at least one Trust member votes for them, then they are back on the Board.wattsville_boy wrote: April 9th, 2024, 5:16 pm It appears to me that figures are just put into the accounts to muddy the waters.
It just illustrates to me that we need to vote out everyone involved in the Trust board at the earliest opportunity....
I guess if the Model Rules are followed we will know within the next 48 hours by when the notice of the meeting indicating the business to be dealt with will have been issued.
The chosen method does sound like a process designed to limit the decision making powers of the members creating a fait accompli situation. If you object to anything in the new rules your options are to either vote down the whole lot or stay quiet and suck it up. As there has been little or no consultation with the majority of members on the new model rules but I do expect Supporters Direct to have been involved, I can see many people having minor issues with different small aspects of them and while that could result in a scenario where enough people decide to make a stand and they are voted down, I expect apathy will win the day.
Re: Season 22/23 accounts
183It is an en-bloc situation. Basically, it is simply a 'one-for-one' replacement of the current Model Rules. I have seen the 'new' i.e 2022 version of the Rules because I know they, as a main body, have already been adopted by Accrington Stanley and are available on line. I have also been given, because I asked for it, a copy of the proposed new Model Rules for the County. I have not analysed them in any depth yet as the Notice of the AGM has not been sent out and I do not feel it is right to comment on them overall until they are 'in the public domain', so to speak. However, because they are essentially a 'one size fits all' model from the Football Supporters Association(FSA) (formerly Supporters Direct) they are not permitted to be changed for the vast majority of the 'standard' Rules. The new Model Rules will neither reduce the minimum number of directors nor will it remove the provision for coopted directors.Amberexile wrote: April 9th, 2024, 11:33 pmI see, so the point of the meeting is to amend the model rules by replacing then en bloc. We still end up with new rules, we will have different Model Rules after the SGM than we do today and they should be fit for purpose for the change of circumstances. They could, for example, reduce the minimum number of directors below the current 6 and in my view should remove the provision for co-opted directors altogether.Chris Davis wrote: April 9th, 2024, 10:56 pmNo, the SGM will be asked to approve or not the whole of the new model rules or not approve them. It's a job lot I'm afraid - with no tinkering allowed. I'm fairly sure the proposed resolution will confirm this.Amberexile wrote: April 9th, 2024, 10:51 pmSurely the point of the SGM on 25th is to amend the Model Rules by passing extraordinary resolutions in order to make them fit for purpose now that the Trust is no longer running the Club?Chris Davis wrote: April 9th, 2024, 8:40 pmThe Model Rules require a minimum of six. The Trust has to follow its rules.wattsville_boy wrote: April 9th, 2024, 8:06 pmIs there any need for more than six anymore?Chris Davis wrote: April 9th, 2024, 7:41 pmIf there are less than 6 elected directors then coopted will be necessary to make the minimum number of 6.Amberexile wrote: April 9th, 2024, 7:32 pmI don't see any reason for co-opted directors now that the Trust does not own the Club.Chris Davis wrote: April 9th, 2024, 6:42 pmBetween 6 and 12 but it is unclear if that includes all types of directors. I think it does but coopted cannot exceed one third.OLDCROMWELLIAN wrote: April 9th, 2024, 6:16 pmA little off track I know Chris; but do you know how many Trust Directors positions will form the new Trust Board?Chris Davis wrote: April 9th, 2024, 6:12 pm
If they don't resign or they resign and stand for reelection and there are insufficient candidates for places, then, provided at least one Trust member votes for them, then they are back on the Board.
I guess if the Model Rules are followed we will know within the next 48 hours by when the notice of the meeting indicating the business to be dealt with will have been issued.
The chosen method does sound like a process designed to limit the decision making powers of the members creating a fait accompli situation. If you object to anything in the new rules your options are to either vote down the whole lot or stay quiet and suck it up. As there has been little or no consultation with the majority of members on the new model rules but I do expect Supporters Direct to have been involved, I can see many people having minor issues with different small aspects of them and while that could result in a scenario where enough people decide to make a stand and they are voted down, I expect apathy will win the day.
So, as far as I can see at the SGM, it will be a 'fait accompli' and you will either be asked to support or not the whole 'kit and caboodle' with zero possibility of voting to reject, amend or introduce one or more Rules. I shall abstain for reasons I shall give at a later date but which is connected to whether any FSA Model Rules are "fit for purpose for the change of circumstances" . If members vote against the new Rules, then all that happens is that the old ones remain in place. However, I expect that the proposed resolution to be carried, because members will simply accept that it is a done deal, it comes from the FSA and the board recommend it - so it must be the best thing for the Trust. I doubt very much if the new Model Rules will be made avaiable automatically for members to consider befor the SGM. However, they may be published a and thus accessible on the Trust's website. They may be made available if a member specifically requests them. Even if so, I doubt that many trust members would be at all interested in looking at them as they run to many detailed pages and are 'so what' unless you know what you are looking for and how they might be applied for 'good or ill' in practice.
Re: Season 22/23 accounts
184Thanks for clearing that up Chris. It is a shame that the Trust Board cannot be so open. I have downloaded the Stanley rules and had a quick look and having done so, for similar reasons to yours for abstaining, I will be voting against them. I understand that this will at best be a token gesture if there is no hope that a majority vote against can result in appropriate model rules being produced. Although I should point out that the Stanley rules do say "Unless these Rules say otherwise any Rule may be altered or rescinded, or any new Rule may be made, by extraordinary resolution.", so even if they are adopted as written there is scope for changing or adding to them at a later date as I can only find reference to Rule 9 (Asset Lock) being ineligible for amendment at all.Chris Davis wrote: April 10th, 2024, 9:02 amIt is an en-bloc situation. Basically, it is simply a 'one-for-one' replacement of the current Model Rules. I have seen the 'new' i.e 2022 version of the Rules because I know they, as a main body, have already been adopted by Accrington Stanley and are available on line. I have also been given, because I asked for it, a copy of the proposed new Model Rules for the County. I have not analysed them in any depth yet as the Notice of the AGM has not been sent out and I do not feel it is right to comment on them overall until they are 'in the public domain', so to speak. However, because they are essentially a 'one size fits all' model from the Football Supporters Association(FSA) (formerly Supporters Direct) they are not permitted to be changed for the vast majority of the 'standard' Rules. The new Model Rules will neither reduce the minimum number of directors nor will it remove the provision for coopted directors.Amberexile wrote: April 9th, 2024, 11:33 pmI see, so the point of the meeting is to amend the model rules by replacing then en bloc. We still end up with new rules, we will have different Model Rules after the SGM than we do today and they should be fit for purpose for the change of circumstances. They could, for example, reduce the minimum number of directors below the current 6 and in my view should remove the provision for co-opted directors altogether.Chris Davis wrote: April 9th, 2024, 10:56 pmNo, the SGM will be asked to approve or not the whole of the new model rules or not approve them. It's a job lot I'm afraid - with no tinkering allowed. I'm fairly sure the proposed resolution will confirm this.Amberexile wrote: April 9th, 2024, 10:51 pmSurely the point of the SGM on 25th is to amend the Model Rules by passing extraordinary resolutions in order to make them fit for purpose now that the Trust is no longer running the Club?Chris Davis wrote: April 9th, 2024, 8:40 pmThe Model Rules require a minimum of six. The Trust has to follow its rules.wattsville_boy wrote: April 9th, 2024, 8:06 pmIs there any need for more than six anymore?Chris Davis wrote: April 9th, 2024, 7:41 pmIf there are less than 6 elected directors then coopted will be necessary to make the minimum number of 6.Amberexile wrote: April 9th, 2024, 7:32 pmI don't see any reason for co-opted directors now that the Trust does not own the Club.Chris Davis wrote: April 9th, 2024, 6:42 pmBetween 6 and 12 but it is unclear if that includes all types of directors. I think it does but coopted cannot exceed one third.OLDCROMWELLIAN wrote: April 9th, 2024, 6:16 pm
A little off track I know Chris; but do you know how many Trust Directors positions will form the new Trust Board?
I guess if the Model Rules are followed we will know within the next 48 hours by when the notice of the meeting indicating the business to be dealt with will have been issued.
The chosen method does sound like a process designed to limit the decision making powers of the members creating a fait accompli situation. If you object to anything in the new rules your options are to either vote down the whole lot or stay quiet and suck it up. As there has been little or no consultation with the majority of members on the new model rules but I do expect Supporters Direct to have been involved, I can see many people having minor issues with different small aspects of them and while that could result in a scenario where enough people decide to make a stand and they are voted down, I expect apathy will win the day.
So, as far as I can see at the SGM, it will be a 'fait accompli' and you will either be asked to support or not the whole 'kit and caboodle' with zero possibility of voting to reject, amend or introduce one or more Rules. I shall abstain for reasons I shall give at a later date but which is connected to whether any FSA Model Rules are "fit for purpose for the change of circumstances" . If members vote against the new Rules, then all that happens is that the old ones remain in place. However, I expect that the proposed resolution to be carried, because members will simply accept that it is a done deal, it comes from the FSA and the board recommend it - so it must be the best thing for the Trust. I doubt very much if the new Model Rules will be made avaiable automatically for members to consider befor the SGM. However, they may be published a and thus accessible on the Trust's website. They may be made available if a member specifically requests them. Even if so, I doubt that many trust members would be at all interested in looking at them as they run to many detailed pages and are 'so what' unless you know what you are looking for and how they might be applied for 'good or ill' in practice.
Re: Season 22/23 accounts
185I think that in principle any Rule could be amended by extrordinay resolution of the members. But If I remember correctly, it is in both sets of Rules that even if the members amend the Rules by extrordinary resolution that then has to be approved in writing by both the FSA and the FA before it can be implemented. I think the FSA might be 'automatically' resistant and if they are, so would the FA.Amberexile wrote: April 10th, 2024, 11:42 amThanks for clearing that up Chris. It is a shame that the Trust Board cannot be so open. I have downloaded the Stanley rules and had a quick look and having done so, for similar reasons to yours for abstaining, I will be voting against them. I understand that this will at best be a token gesture if there is no hope that a majority vote against can result in appropriate model rules being produced. Although I should point out that the Stanley rules do say "Unless these Rules say otherwise any Rule may be altered or rescinded, or any new Rule may be made, by extraordinary resolution.", so even if they are adopted as written there is scope for changing or adding to them at a later date as I can only find reference to Rule 9 (Asset Lock) being ineligible for amendment at all.Chris Davis wrote: April 10th, 2024, 9:02 amIt is an en-bloc situation. Basically, it is simply a 'one-for-one' replacement of the current Model Rules. I have seen the 'new' i.e 2022 version of the Rules because I know they, as a main body, have already been adopted by Accrington Stanley and are available on line. I have also been given, because I asked for it, a copy of the proposed new Model Rules for the County. I have not analysed them in any depth yet as the Notice of the AGM has not been sent out and I do not feel it is right to comment on them overall until they are 'in the public domain', so to speak. However, because they are essentially a 'one size fits all' model from the Football Supporters Association(FSA) (formerly Supporters Direct) they are not permitted to be changed for the vast majority of the 'standard' Rules. The new Model Rules will neither reduce the minimum number of directors nor will it remove the provision for coopted directors.Amberexile wrote: April 9th, 2024, 11:33 pmI see, so the point of the meeting is to amend the model rules by replacing then en bloc. We still end up with new rules, we will have different Model Rules after the SGM than we do today and they should be fit for purpose for the change of circumstances. They could, for example, reduce the minimum number of directors below the current 6 and in my view should remove the provision for co-opted directors altogether.Chris Davis wrote: April 9th, 2024, 10:56 pmNo, the SGM will be asked to approve or not the whole of the new model rules or not approve them. It's a job lot I'm afraid - with no tinkering allowed. I'm fairly sure the proposed resolution will confirm this.Amberexile wrote: April 9th, 2024, 10:51 pmSurely the point of the SGM on 25th is to amend the Model Rules by passing extraordinary resolutions in order to make them fit for purpose now that the Trust is no longer running the Club?Chris Davis wrote: April 9th, 2024, 8:40 pmThe Model Rules require a minimum of six. The Trust has to follow its rules.wattsville_boy wrote: April 9th, 2024, 8:06 pmIs there any need for more than six anymore?Chris Davis wrote: April 9th, 2024, 7:41 pmIf there are less than 6 elected directors then coopted will be necessary to make the minimum number of 6.Amberexile wrote: April 9th, 2024, 7:32 pmI don't see any reason for co-opted directors now that the Trust does not own the Club.Chris Davis wrote: April 9th, 2024, 6:42 pm
Between 6 and 12 but it is unclear if that includes all types of directors. I think it does but coopted cannot exceed one third.
I guess if the Model Rules are followed we will know within the next 48 hours by when the notice of the meeting indicating the business to be dealt with will have been issued.
The chosen method does sound like a process designed to limit the decision making powers of the members creating a fait accompli situation. If you object to anything in the new rules your options are to either vote down the whole lot or stay quiet and suck it up. As there has been little or no consultation with the majority of members on the new model rules but I do expect Supporters Direct to have been involved, I can see many people having minor issues with different small aspects of them and while that could result in a scenario where enough people decide to make a stand and they are voted down, I expect apathy will win the day.
So, as far as I can see at the SGM, it will be a 'fait accompli' and you will either be asked to support or not the whole 'kit and caboodle' with zero possibility of voting to reject, amend or introduce one or more Rules. I shall abstain for reasons I shall give at a later date but which is connected to whether any FSA Model Rules are "fit for purpose for the change of circumstances" . If members vote against the new Rules, then all that happens is that the old ones remain in place. However, I expect that the proposed resolution to be carried, because members will simply accept that it is a done deal, it comes from the FSA and the board recommend it - so it must be the best thing for the Trust. I doubt very much if the new Model Rules will be made avaiable automatically for members to consider befor the SGM. However, they may be published a and thus accessible on the Trust's website. They may be made available if a member specifically requests them. Even if so, I doubt that many trust members would be at all interested in looking at them as they run to many detailed pages and are 'so what' unless you know what you are looking for and how they might be applied for 'good or ill' in practice.
Re: Season 22/23 accounts
186I don't see that in the Stanley rules.Chris Davis wrote: April 10th, 2024, 11:59 amI think that in principle any Rule could be amended by extrordinay resolution of the members. But If I remember correctly, it is in both sets of Rules that even if the members amend the Rules by extrordinary resolution that then has to be approved in writing by both the FSA and the FA before it can be implemented. I think the FSA might be 'automatically' resistant and if they are, so would the FA.Amberexile wrote: April 10th, 2024, 11:42 amThanks for clearing that up Chris. It is a shame that the Trust Board cannot be so open. I have downloaded the Stanley rules and had a quick look and having done so, for similar reasons to yours for abstaining, I will be voting against them. I understand that this will at best be a token gesture if there is no hope that a majority vote against can result in appropriate model rules being produced. Although I should point out that the Stanley rules do say "Unless these Rules say otherwise any Rule may be altered or rescinded, or any new Rule may be made, by extraordinary resolution.", so even if they are adopted as written there is scope for changing or adding to them at a later date as I can only find reference to Rule 9 (Asset Lock) being ineligible for amendment at all.Chris Davis wrote: April 10th, 2024, 9:02 amIt is an en-bloc situation. Basically, it is simply a 'one-for-one' replacement of the current Model Rules. I have seen the 'new' i.e 2022 version of the Rules because I know they, as a main body, have already been adopted by Accrington Stanley and are available on line. I have also been given, because I asked for it, a copy of the proposed new Model Rules for the County. I have not analysed them in any depth yet as the Notice of the AGM has not been sent out and I do not feel it is right to comment on them overall until they are 'in the public domain', so to speak. However, because they are essentially a 'one size fits all' model from the Football Supporters Association(FSA) (formerly Supporters Direct) they are not permitted to be changed for the vast majority of the 'standard' Rules. The new Model Rules will neither reduce the minimum number of directors nor will it remove the provision for coopted directors.Amberexile wrote: April 9th, 2024, 11:33 pmI see, so the point of the meeting is to amend the model rules by replacing then en bloc. We still end up with new rules, we will have different Model Rules after the SGM than we do today and they should be fit for purpose for the change of circumstances. They could, for example, reduce the minimum number of directors below the current 6 and in my view should remove the provision for co-opted directors altogether.Chris Davis wrote: April 9th, 2024, 10:56 pmNo, the SGM will be asked to approve or not the whole of the new model rules or not approve them. It's a job lot I'm afraid - with no tinkering allowed. I'm fairly sure the proposed resolution will confirm this.Amberexile wrote: April 9th, 2024, 10:51 pmSurely the point of the SGM on 25th is to amend the Model Rules by passing extraordinary resolutions in order to make them fit for purpose now that the Trust is no longer running the Club?Chris Davis wrote: April 9th, 2024, 8:40 pmThe Model Rules require a minimum of six. The Trust has to follow its rules.wattsville_boy wrote: April 9th, 2024, 8:06 pmIs there any need for more than six anymore?Chris Davis wrote: April 9th, 2024, 7:41 pmIf there are less than 6 elected directors then coopted will be necessary to make the minimum number of 6.Amberexile wrote: April 9th, 2024, 7:32 pm
I don't see any reason for co-opted directors now that the Trust does not own the Club.
I guess if the Model Rules are followed we will know within the next 48 hours by when the notice of the meeting indicating the business to be dealt with will have been issued.
The chosen method does sound like a process designed to limit the decision making powers of the members creating a fait accompli situation. If you object to anything in the new rules your options are to either vote down the whole lot or stay quiet and suck it up. As there has been little or no consultation with the majority of members on the new model rules but I do expect Supporters Direct to have been involved, I can see many people having minor issues with different small aspects of them and while that could result in a scenario where enough people decide to make a stand and they are voted down, I expect apathy will win the day.
So, as far as I can see at the SGM, it will be a 'fait accompli' and you will either be asked to support or not the whole 'kit and caboodle' with zero possibility of voting to reject, amend or introduce one or more Rules. I shall abstain for reasons I shall give at a later date but which is connected to whether any FSA Model Rules are "fit for purpose for the change of circumstances" . If members vote against the new Rules, then all that happens is that the old ones remain in place. However, I expect that the proposed resolution to be carried, because members will simply accept that it is a done deal, it comes from the FSA and the board recommend it - so it must be the best thing for the Trust. I doubt very much if the new Model Rules will be made avaiable automatically for members to consider befor the SGM. However, they may be published a and thus accessible on the Trust's website. They may be made available if a member specifically requests them. Even if so, I doubt that many trust members would be at all interested in looking at them as they run to many detailed pages and are 'so what' unless you know what you are looking for and how they might be applied for 'good or ill' in practice.
Our current rules do refer to approval by the FA as follows -
"No proposed alterations to these Rules shall be effective unless the proposed alteration has been approved in writing by the Football Association Limited 14 days or more before the day on which the alteration is proposed to take place."
As these rules govern the Trust while owning the club I see why that should be the case.
But the Stanley rules only say -
"No change to these Rules shall be valid until registered"
I should caveat that by saying that I have not read the Stanley rules in full and am just skimming though them but there does seem to be scope to change the Rules notwithstanding the numerous mention that policies should comply with guidance from the FSA.
However, this is probably a moot point unless there is a will to change the Rules that can win a vote at a future SGM.
Re: Season 22/23 accounts
187I've looked at the 'Stanley' Rules and in fact I have looked at the proposed Rules for our Trust. It is as you say. However, it does not appear to say with whom the Rule amendments should be registered! I think that this must be an omission that has not been picked up before. I believe from this particular amendment that it is now not necessary to register it with the FA.
However, and this is where I made a mistake earlier because I have not looked at it for a while, it is not the FSA that must register any rule amendments but the Financial Conduct Authority (FCA). This process is set out in their guidance to the Community Benefit Societies Act. 2014. They are involved because they have a statutory duty under that Act to register all mutuals including CBSs. Each mutual registered under that Act must have a set of Rules that comply with the provisions of the Act. It is the job of the FCA to check those rules and any amendments to the rules comply with the Act. The situation is a little complicated because of the difference in registering a brand new mutual with a full set of rules to be submitted and later amendments to individual rules in an already registered mutual. In the former, the process can be greatly speeded if the applying mutual adopts wholesale a set of rules 'pre-approved' by the FCA and usually by a 'sponsoring body'. This is where the FSA come in - it is such a sponsoring body and has had it's set of Model Rules 'pre-approved'. I also know that it has had it's latest set 'pre-approved'. However, because the new rules for us are the preapproved rules, I don't know if they will need to be approved and registered with the FCA anew and if they do will they go through 'on the nod' by the FCA. On the latter situation with individual rule amendments, if there are any, I believe the FCA would want to review and register the amendments, if appropriate as would be normal in such a case.
However, and this is where I made a mistake earlier because I have not looked at it for a while, it is not the FSA that must register any rule amendments but the Financial Conduct Authority (FCA). This process is set out in their guidance to the Community Benefit Societies Act. 2014. They are involved because they have a statutory duty under that Act to register all mutuals including CBSs. Each mutual registered under that Act must have a set of Rules that comply with the provisions of the Act. It is the job of the FCA to check those rules and any amendments to the rules comply with the Act. The situation is a little complicated because of the difference in registering a brand new mutual with a full set of rules to be submitted and later amendments to individual rules in an already registered mutual. In the former, the process can be greatly speeded if the applying mutual adopts wholesale a set of rules 'pre-approved' by the FCA and usually by a 'sponsoring body'. This is where the FSA come in - it is such a sponsoring body and has had it's set of Model Rules 'pre-approved'. I also know that it has had it's latest set 'pre-approved'. However, because the new rules for us are the preapproved rules, I don't know if they will need to be approved and registered with the FCA anew and if they do will they go through 'on the nod' by the FCA. On the latter situation with individual rule amendments, if there are any, I believe the FCA would want to review and register the amendments, if appropriate as would be normal in such a case.
Re: Season 22/23 accounts
188No, what we were told was money had to be paid back before the deal could go ahead. So finance was arranged for that, so that the costs could be spread over several seasons. So debt that was not in the County accounts as it was to do with RP, suddenly became our problem....Taunton Iron Cider wrote: April 9th, 2024, 3:17 pmSo are you saying that the RP deal was retrospective, frankly a ludicrous suggestion that had it occurred then I would expect to see a suitable note in the accounts to reflect such an exceptional event.Bangitintrnet wrote: April 9th, 2024, 11:53 amThe Trust had a meeting on the 30th of June the day before the Dragon's consortium agreed terms with the WRU.Taunton Iron Cider wrote: April 9th, 2024, 11:19 amI’m afraid such a scenario is highly unlikely as Amberexile is referring to a meeting held with supporters last June, a few days short of the financial year end. Surely the Directors would/should have known the precise financial position of the Club at that point, so it seems that in speaking to Trust members they decided to be economical with the truth. Also, once again the filing of the accounts was left to the very last minute.Chris Davis wrote: April 9th, 2024, 11:01 amI'm not sure anyone on here can explain it. However, a £61k debt at June might have been be true and in line with a £350k loss for the year. But if there were very large and unforseen bills coming in later on in the Club's financial year e.g. a massive increase in RP rental then that would clearly have had a substantial effect on end of year indebtedness expectations.Amberexile wrote: April 9th, 2024, 10:53 amwrt insolvency and in the words of Shaggy, "It wasn't me".Bangitintrnet wrote: April 8th, 2024, 6:57 pmI think Amberexile has explained why if you have a Guaranteed income, that you cannot be in an insolvent position. He also wanted to comment on how the debt situation could be squared, so I await his comments.Taunton Iron Cider wrote: April 8th, 2024, 6:37 pmNot so quick sunshine, please explain the £500k increase in creditors, which looks on the face of it as though they are taking the cash strain?Bangitintrnet wrote: April 8th, 2024, 6:17 pm The 22/23 account are now online on the companies house website.
£146,000 was the extent of the clubs borrowing, all provided by the club directors as stated in the club accounts 22/23.
So the statements made here about club debt.....
https://www.southwalesargus.co.uk/sport ... m-rumours/
Are confirmed here in the last paragraph, which indicates the £146,000 provided as interest free loans by the directors have been repaid......
https://www.newport-county.co.uk/news/2 ... w-jenkins/
Everything else is due to overspend before a single large income payment after the accounting date. It's known as cash flow.
The illiquid position has worsened by almost £1m and the Club is insolvent to the tune of £1.307m.
Apart from that it is all looking good!
On the question of the statement made by the Trust at the (not so) open meeting held on 12th June regarding debt. The statement made was as follows -
"Debt of just £61k as at 30 June 2023"
At the time I questioned how this could be true given the loss being announced for 21/22 at that time and the statement about having an ongoing structural deficit of £300k per annum. I did have a conversation with a Director querying this but he could not answer the conundrum.
Having looked at the accounts now published I cannot see how thus statement could have been true.
Is anybody can explain this, I would love to hear that explanation.
As I’ve previously noted, the creditors have ballooned by a further £500k, and yet we are to believe that the Directors were unaware of this material negative change?
We can all now see why we were forced into a fire sale scenario as without urgent financial help, completing the forthcoming season was highly unlikely.
It was at that meeting that we were told that a year's agreement to stay at RP had been signed, and that the necessary finance had been put in place as part of the deal. So in between the June 12th meeting and the accounts cut off.
Likewise when Gavin Foxall was chairman, we had two changes of manager. We understand that that process is expensive, as there is an overlap in payments to both management and some players. Now these are not expected and budgeted events. So when the trust membership get a monthy newsletter stating that finances are as planned. To me what it means in reality is that the budgets have been reviewed and revised, and it is the revised version that he is referring to. That to me is a common sense management of the situation that has been forced upon the club, partly by the fans/trust membership.
That is why I don't think voting for openness actually provides any new information.
Re: Season 22/23 accounts
189I guess we won't know what it all means until the 2023-24 accounts are produced by HJ sometime next year. And I'm not expecting much clarification on what the 'real' situation was when he took over...
Re: Season 22/23 accounts
190Yes, "Registrar" is a defined term and refers to the FCA. I don't see that as a high hurdle for the type of changes I would like to see to the Rules. In fact I see it as a lower hurdle than getting approval from the FSA.Chris Davis wrote: April 10th, 2024, 3:03 pm I've looked at the 'Stanley' Rules and in fact I have looked at the proposed Rules for our Trust. It is as you say. However, it does not appear to say with whom the Rule amendments should be registered! I think that this must be an omission that has not been picked up before. I believe from this particular amendment that it is now not necessary to register it with the FA.
However, and this is where I made a mistake earlier because I have not looked at it for a while, it is not the FSA that must register any rule amendments but the Financial Conduct Authority (FCA). This process is set out in their guidance to the Community Benefit Societies Act. 2014. They are involved because they have a statutory duty under that Act to register all mutuals including CBSs. Each mutual registered under that Act must have a set of Rules that comply with the provisions of the Act. It is the job of the FCA to check those rules and any amendments to the rules comply with the Act. The situation is a little complicated because of the difference in registering a brand new mutual with a full set of rules to be submitted and later amendments to individual rules in an already registered mutual. In the former, the process can be greatly speeded if the applying mutual adopts wholesale a set of rules 'pre-approved' by the FCA and usually by a 'sponsoring body'. This is where the FSA come in - it is such a sponsoring body and has had it's set of Model Rules 'pre-approved'. I also know that it has had it's latest set 'pre-approved'. However, because the new rules for us are the preapproved rules, I don't know if they will need to be approved and registered with the FCA anew and if they do will they go through 'on the nod' by the FCA. On the latter situation with individual rule amendments, if there are any, I believe the FCA would want to review and register the amendments, if appropriate as would be normal in such a case.
While the FSA do some great work, especially FSA Cymru with their fan embassy activities. I do think that in our circumstances where our members have been apathetic towards elections the FSA model rules are not a one size fits all instrument and have not fitted us particularly well. With some bespoke tailoring I believe they can be made to better suit our style and I don't think we would need to impinge upon the areas that would interest the FCA in order to achieve that.
Alternatively this could also be approached through influencing the Policies that the newly elected Directors will produce but I find two major issues with that being that the model rules demand that many of the Policies comply with and guidance issued by the FSA and there is potential for order of precedence arguments should the Policies contradict the Model Rules.
Re: Season 22/23 accounts
191From my own dealings with the FSA on the question of whether the Trust is a CBS or not, I have zero confidence in them. I have not dealt with the FSA (Cymru), who have not been advising the Trust, in any event.Amberexile wrote: April 11th, 2024, 9:50 amYes, "Registrar" is a defined term and refers to the FCA. I don't see that as a high hurdle for the type of changes I would like to see to the Rules. In fact I see it as a lower hurdle than getting approval from the FSA.Chris Davis wrote: April 10th, 2024, 3:03 pm I've looked at the 'Stanley' Rules and in fact I have looked at the proposed Rules for our Trust. It is as you say. However, it does not appear to say with whom the Rule amendments should be registered! I think that this must be an omission that has not been picked up before. I believe from this particular amendment that it is now not necessary to register it with the FA.
However, and this is where I made a mistake earlier because I have not looked at it for a while, it is not the FSA that must register any rule amendments but the Financial Conduct Authority (FCA). This process is set out in their guidance to the Community Benefit Societies Act. 2014. They are involved because they have a statutory duty under that Act to register all mutuals including CBSs. Each mutual registered under that Act must have a set of Rules that comply with the provisions of the Act. It is the job of the FCA to check those rules and any amendments to the rules comply with the Act. The situation is a little complicated because of the difference in registering a brand new mutual with a full set of rules to be submitted and later amendments to individual rules in an already registered mutual. In the former, the process can be greatly speeded if the applying mutual adopts wholesale a set of rules 'pre-approved' by the FCA and usually by a 'sponsoring body'. This is where the FSA come in - it is such a sponsoring body and has had it's set of Model Rules 'pre-approved'. I also know that it has had it's latest set 'pre-approved'. However, because the new rules for us are the preapproved rules, I don't know if they will need to be approved and registered with the FCA anew and if they do will they go through 'on the nod' by the FCA. On the latter situation with individual rule amendments, if there are any, I believe the FCA would want to review and register the amendments, if appropriate as would be normal in such a case.
While the FSA do some great work, especially FSA Cymru with their fan embassy activities. I do think that in our circumstances where our members have been apathetic towards elections the FSA model rules are not a one size fits all instrument and have not fitted us particularly well. With some bespoke tailoring I believe they can be made to better suit our style and I don't think we would need to impinge upon the areas that would interest the FCA in order to achieve that.
Alternatively this could also be approached through influencing the Policies that the newly elected Directors will produce but I find two major issues with that being that the model rules demand that many of the Policies comply with and guidance issued by the FSA and there is potential for order of precedence arguments should the Policies contradict the Model Rules.
My understanding is that for any Rule change from the registered set of Rules. the FCA must approve each and every change. I think that they might also be involvement by the FSA, if their Model Rules were too significantly departed from. I don't think the Trust Board are going to allow any 'bespoke tailoring' with the Model Rules. Therefore, to do so would require a member to propose a resolution to cover the changes he or she wanted. There is certainly no time to put forward any such proposed resolutions before this SGM.
There would be no 'precedence' issue. The Rules will always trump policies. In essence the Rules dictate what the Society must do. The policies, where a policy is required, simply set out what it is necessary to do in order to give effect to the Rule(s). The policy is always the servant of the Rule and never the reverse.
Re: Season 22/23 accounts
192I think you are talking about the position of the current Trust Board now, not necessarily the next Board in the near future who hopefully will be different people with better ideas. We have the opportunity to have a completely new or at least a very different Board after the elections but that does of course depend on people putting themselves forward.Chris Davis wrote: April 11th, 2024, 10:29 amFrom my own dealings with the FSA on the question of whether the Trust is a CBS or not, I have zero confidence in them. I have not dealt with the FSA (Cymru), who have not been advising the Trust, in any event.Amberexile wrote: April 11th, 2024, 9:50 amYes, "Registrar" is a defined term and refers to the FCA. I don't see that as a high hurdle for the type of changes I would like to see to the Rules. In fact I see it as a lower hurdle than getting approval from the FSA.Chris Davis wrote: April 10th, 2024, 3:03 pm I've looked at the 'Stanley' Rules and in fact I have looked at the proposed Rules for our Trust. It is as you say. However, it does not appear to say with whom the Rule amendments should be registered! I think that this must be an omission that has not been picked up before. I believe from this particular amendment that it is now not necessary to register it with the FA.
However, and this is where I made a mistake earlier because I have not looked at it for a while, it is not the FSA that must register any rule amendments but the Financial Conduct Authority (FCA). This process is set out in their guidance to the Community Benefit Societies Act. 2014. They are involved because they have a statutory duty under that Act to register all mutuals including CBSs. Each mutual registered under that Act must have a set of Rules that comply with the provisions of the Act. It is the job of the FCA to check those rules and any amendments to the rules comply with the Act. The situation is a little complicated because of the difference in registering a brand new mutual with a full set of rules to be submitted and later amendments to individual rules in an already registered mutual. In the former, the process can be greatly speeded if the applying mutual adopts wholesale a set of rules 'pre-approved' by the FCA and usually by a 'sponsoring body'. This is where the FSA come in - it is such a sponsoring body and has had it's set of Model Rules 'pre-approved'. I also know that it has had it's latest set 'pre-approved'. However, because the new rules for us are the preapproved rules, I don't know if they will need to be approved and registered with the FCA anew and if they do will they go through 'on the nod' by the FCA. On the latter situation with individual rule amendments, if there are any, I believe the FCA would want to review and register the amendments, if appropriate as would be normal in such a case.
While the FSA do some great work, especially FSA Cymru with their fan embassy activities. I do think that in our circumstances where our members have been apathetic towards elections the FSA model rules are not a one size fits all instrument and have not fitted us particularly well. With some bespoke tailoring I believe they can be made to better suit our style and I don't think we would need to impinge upon the areas that would interest the FCA in order to achieve that.
Alternatively this could also be approached through influencing the Policies that the newly elected Directors will produce but I find two major issues with that being that the model rules demand that many of the Policies comply with and guidance issued by the FSA and there is potential for order of precedence arguments should the Policies contradict the Model Rules.
My understanding is that for any Rule change from the registered set of Rules. the FCA must approve each and every change. I think that they might also be involvement by the FSA, if their Model Rules were too significantly departed from. I don't think the Trust Board are going to allow any 'bespoke tailoring' with the Model Rules. Therefore, to do so would require a member to propose a resolution to cover the changes he or she wanted. There is certainly no time to put forward any such proposed resolutions before this SGM.
There would be no 'precedence' issue. The Rules will always trump policies. In essence the Rules dictate what the Society must do. The policies, where a policy is required, simply set out what it is necessary to do in order to give effect to the Rule(s). The policy is always the servant of the Rule and never the reverse.
Re: Season 22/23 accounts
193To the average fan who just wants to help out, this isn't half a load of boring old sh1t.
Is there anyone out there who will, at some point, put the objectives of the trust and what sort of funding we're trying to achieve in words of one syllable?
Is there anyone out there who will, at some point, put the objectives of the trust and what sort of funding we're trying to achieve in words of one syllable?
Re: Season 22/23 accounts
194These are the objects of the Trust under the existing Model Rules:rncfc wrote: April 11th, 2024, 4:33 pm To the average fan who just wants to help out, this isn't half a load of boring old sh1t.
Is there anyone out there who will, at some point, put the objectives of the trust and what sort of funding we're trying to achieve in words of one syllable?
OBJECTS
4. The Club’s objects are to benefit the community by;
4.1 enhancing the social, cultural and economic value of the Club to its Communities and
by acting as a responsible custodian of the club for future generations;
4.2 upholding the mutual ownership of the Club operating democratically, fairly and
transparently;
4.3 ensuring the Club operates with financial responsibility enabling the Club to be run
for the long term interest of the Community;
4.4 providing sporting facilities and opportunities regardless of age, income, ethnicity,
gender, disability, sexuality, religious or moral belief; and
4.5 playing at the highest level possible, but always operating in a financially responsible
and prudent manner.
These are the objects under the proposed Model Rules:
OBJECTS
4. The Society’s Objects are to benefit the community by:
4.1 being the democratic and representative voice of the supporters of the Club and
strengthening the bonds between the Club and the communities which it serves;
4.2 achieving the greatest possible supporter and community influence in the running
and ownership of the Club;
4.3 promoting responsible and constructive community engagement by present and
future members of the communities served by the Club and encouraging the Club to
do the same;
4.4 operating democratically, fairly, sustainably, transparently and with financial
responsibility and encouraging the Club to do the same;
4.5 being a positive, inclusive and representative organisation, open and accessible to all
supporters of the Club regardless of their age, income, ethnicity, gender, disability,
sexuality or religious or moral belief.
The Trust is aiming to raise at least £100k per year for the County.
I hope that helps you.
Re: Season 22/23 accounts
195As the trust are still percentage part owners of the club and have representatives on the board of the club, can you confirm why you think the trust is not performing the part function of a business?Chris Davis wrote: April 11th, 2024, 4:44 pmThese are the objects of the Trust under the existing Model Rules:rncfc wrote: April 11th, 2024, 4:33 pm To the average fan who just wants to help out, this isn't half a load of boring old sh1t.
Is there anyone out there who will, at some point, put the objectives of the trust and what sort of funding we're trying to achieve in words of one syllable?
OBJECTS
4. The Club’s objects are to benefit the community by;
4.1 enhancing the social, cultural and economic value of the Club to its Communities and
by acting as a responsible custodian of the club for future generations;
4.2 upholding the mutual ownership of the Club operating democratically, fairly and
transparently;
4.3 ensuring the Club operates with financial responsibility enabling the Club to be run
for the long term interest of the Community;
4.4 providing sporting facilities and opportunities regardless of age, income, ethnicity,
gender, disability, sexuality, religious or moral belief; and
4.5 playing at the highest level possible, but always operating in a financially responsible
and prudent manner.
These are the objects under the proposed Model Rules:
OBJECTS
4. The Society’s Objects are to benefit the community by:
4.1 being the democratic and representative voice of the supporters of the Club and
strengthening the bonds between the Club and the communities which it serves;
4.2 achieving the greatest possible supporter and community influence in the running
and ownership of the Club;
4.3 promoting responsible and constructive community engagement by present and
future members of the communities served by the Club and encouraging the Club to
do the same;
4.4 operating democratically, fairly, sustainably, transparently and with financial
responsibility and encouraging the Club to do the same;
4.5 being a positive, inclusive and representative organisation, open and accessible to all
supporters of the Club regardless of their age, income, ethnicity, gender, disability,
sexuality or religious or moral belief.
I hope that helps you.
Second question, as the shares as effectively worthless, can the entire share capital simply be reduced by the Trust's holding. I. E. Cancel the trust's holding to effectively increase both HJ and the remaining shareholders holdings? That is to not increase HJ's holding to greatly, as to make it worthwhile him cashing out at some point (without other shareholders benefiting).
Who is online
Users browsing this forum: Bristolexile, Risca_Exile