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Notts County Supporters Trust

Minutes of Meeting - 4th December 2003

NOTTS COUNTY SUPPORTERS TRUST

MEMBERS FORUM MINUTES

Forum No.

2

Date

Thursday 4th December 2003

Time

8:00pm

Venue

The Oriental Suite, Notts County FC, Meadow Lane, Nottingham.

Panel:

David Hindley (Chair), Nigel King, Carole Stapleton (CS), Darrin Foss, Keri Usherwood (KU), Steve Thompson (ST), Fred Mosselmans (Minutes), Eric Kerry and Phil Marshall.

Approximately 110 members were present.

1)      Apologies For Absence:
J. Armstrong Holmes, A. Bennington, D. Dixon, M Durkin, P.Howarth, M. Mugaseth, S. Parker, P. Smith and T. Woolley.

 

2)      Welcome From The Chair:
Trust Chair, David Hindley (DH) opened the meeting welcoming the attendees and thanking the members for attending at such notice. He then had the board members present introduce themselves: N. King, C. Stapleton (CS), D. Foss, K, Usherwood (KU), S. Thompson (ST), F. Mosselmans, E. Kerry and P. Marshall.


DH thanked the audience for saving the club:
“We have turned a nightmare into a dream. When we started trying to do this, people said we couldn’t do it; Geoffrey Richmond said we couldn’t do it, but we did. This was proof of Notts County’s valued position in the wider football community. Nottingham Forest has been supportive. Paul Hart spoke at the auction dinner. David Johnson gave money. Forest fans turned up for the ‘hands across the Trent’ game. We have had collections at Leicester, Derby, Lincoln and York amongst others. If you’ve seen the message boards, you’ll have noticed people from all over the country are genuinely pleased that we are saved. They couldn’t imagine that Notts would go out of business.”

DH then went on to highlight the key facts relating to the takeover:
 

a.       Notts County is saved

b.      Notts County is now our, the Trust’s, football club; we own 30.2 % of it. Thus the fans as a collective group own nearly 1/3 of the club. That means all Trust members are effectively now shareholders in the Club


But to stay strong we need more members. If you know people, you see on a match day, who have not yet joined the Trust please encourage them to join. He gave special thanks to the ‘gang of four’ who organised the charity dinner-auction and the ‘Hands across the Trent’ game.

DH made the point that many of the Trust Board were worn out and thus we need more help. If you are interested please get in touch.

Fundraising will also continue on a low key basis to enable us to develop our community links.
 

3)      Explanation of The Takeover:
ST then took the floor. He began by explaining how the deal came about:


“3 years ago when Albert Scardino took over the club, it had £400,000 in the bank, though it did owe some money to Derek Pavis. By April this year it owed £5.5 million." He wanted to look forward and not back, so wasn’t going to go into how this happened. Anyway under the CVA some preferred creditors (Inland Revenue) were going to get 11p in the pound and this was supposed to cost £1.4 million to take the club out of administration. Other creditors were going to be paid off as we traded.

However the Blenheim consortium (BC) met the league in Preston in early November and they said not only did we need £½ million share capital but we also needed 3.2 million not 1.4 million as we had to pay off all the creditors there and then before they would give the BC Notts County’s share in the league.
But the BC have raised that amount, mostly in loans from other investors and the Trust, when a short-term £16,000 pound loan from the Council – taken to cover un-cleared cheques - is repaid next week, will have a member on a board of 4.

We also have about another million for future losses raised by selling the lease on the ground. The £250,000 put in by the trust has been used as follows: £151,000 in shares which gives us 30.2 % and £99,000 in a non-interest bearing loan. This money can be used in 18-24 months time to buy Roy Parker (RP) and Peter Joyce (PJ)’s shareholding. Thus then we may have about 48% of the club then. The important part is we have 30.2 % which means we can stop certain things happening. If you own 75% of a company you can do anything with it. No one has a controlling interest in the new Notts County.

ST said he believed the Trust needed to continue fundraising to have a war-chest of £80-£100,000 to ensure that they could act immediately if this sort of thing happened again. He explained that cash was king. If Scardino or Bhatia/Strang had had the cash none of this would have happened. They said they could raise the money but when it came down to it they didn’t.
 

4)      Questions
ST then started taking questions from the floor and the following summarises the discussion that took place.


The Blenheim Consortium consists of John Mountney (JM), RP, PJ the Trust and another investor (Anon). The new board will consist of RP, PJ a nominee of Anon – Andrew Rigby and a Trust nominee, initially DH.

Funds from the membership subscriptions have gone into the £250 000.

To retain your share in the trust and thus the club, you have to renew your membership each year, though a life membership offer will be made soon.

There are currently no plans to redevelop the ground, Anon has a 150 year lease on the ground and we are paying a very low rent. We can only be evicted if we go into a football division below the conference. Thus we know of no plans for ground redevelopment or moving. This however does not prevent us being subject to compulsory purchase order from the council. The leaseholder is a lifelong Notts Fan, who purchased the lease from the council.

John Thornhill thanked ST for the immense amount of work he had done in negotiating the Trust’s part in the deal.

The lease covers the entire ground. The west stand was purchased from Mr Pavis before the new lease was obtained from the council. Mr Pavis therefore owns no part of the ground.

The club intends now to invest in its off-field activities such as the Meadow Club, to make them money-spinners. No club can survive from its on field activities income alone.

The club is one of the very few who owe nobody apart from its internal investors’ money. It does not owe the bank anything.

The current Trust balance after the £16,000 has been repaid will be about £13,000. There are other expenses to go out such as legal expenses. We used Nelson’s as solicitor to check some of ST’s work. But we still have some raffle money to be paid in.

It was asked how much of the club's board meetings activities would be made public. ST said it was the first agreement on meetings, he had made, that started from open point of view. I.e. in board meeting it will be said this is confidential if it is, while normally everything is confidential and then you decide what can be publicised. Obviously to conduct the business properly, some things will be confidential such as players’ salaries, but there is a commitment to openness as PJ said in the Post. However there will be no leaking as this would undermine the board and the Trust’s director.

It was asked what the hitch had been on Friday. ST explained in a normal administration all money in goes to the administrator who then pays it out to the preferred creditors – normally the revenue. Football operates differently in that the Football league is the conduit for money passing between clubs over transfers and the like. When a club is in administration they hold the money back and pay off some of the football creditors before they give the money to the administrator. The IR were challenging their right to do this and reserved the right to take legal action. The league wanted this threat removed before Notts got their league share back. ST was confident the club could have defended any suit but it would have been very costly and so the IR was paid off and has written a letter guaranteeing they now have no claim against the club. The amount is confidential but the money due from the Gravesend TV tie has been used for this purpose.

The club has just under £1 million and in the business plan things will be tight. However it is a professional business plan. It gives the club time to turn the ship around by investing in its facilities to increase the non-football income and pay off the last of the crazy contracts given out by Storrie et al. It assumes a realistic home attendance similar to this season’s average not a crazy 'pie in the sky' one like ‘8 thru the gate’.

There will be 4 people on the board. Each member has one vote. Only on major issues such as the issue of new share capital which might dilute the Trust stake or selling the ground does the 30.2 % come into play. Under the Companies act special resolutions which are needed to do things like issue new capital need a 75% approval, thus we can block them.

ST reiterated several times he had goose pimples from thinking about how good the deal was for the Trust and how pleased his granddad would be to know his grandson had a share in the club through the trust and so would his great grandchildren.

ST again said he thought we needed a war-chest in case things went wrong again. The topic of finance was returned to. The £300,000 from the Chelsea game has gone on wages which are currently about £200,000 a month. The Gravesend money will go to the IR. The club will be run on a ‘money in money out’ basis. It has to be – we can’t afford to try to buy the dream again. ST believes a lot of clubs will go into administration before the June 1st deadline to avoid the 10 point penalty but they will find it difficult like us to come out. There is money to cover losses for the next three years. We will build up the hospitality, refurbish the executive boxes and thus renew these vital income streams.

We have some finance (not much) to manoeuvre over players: in the plan is an amount to cover the wages of the players currently on month-to-month contracts. We won’t be going out and buying several players.

The BC intends to appoint a new figurehead chairman to a non-executive non-board post. He is a famous figure but it will be an unpaid role. He will not be our representative at League meetings. A new chief executive will be approached. It is hoped to make both these appointments before Christmas but people did not want to say yes before they knew the club’s future was secure.

The club expects to break-even within three years. We are not seeking new investors currently.

The people who put the money in are fans. Anon has been a fan since the fifties, he has been a godsend for the club.

The business plan allows for relegation as a possibility.

The league showed the oldest professional club no special favours in dealing with us. We were forced to satisfy the football debts. Money owed from contracts will be repaid. We can’t say what will happen to the players on the month-to month contracts as that is a matter for the manager and the new chief executive. The transfer embargo has gone.

There was then a brief interval.

DH began the second half that there were plans for another forum soon possibly after the Wycombe game if we can find a venue and a newsletter. Also he commended Lifeline which he said was still very important to the club. It is hoped Lifeline numbers will be put back in the NEP again soon.

The club was free, the BC had bought it from the old company which was still in administration and Kroll under their capped fee would deal with this. Thus there was no court process for the club to go through. Mr Finnity has finished with Notts County.

From now on the club is run by the board and on a day-to-day basis will be run by the new CE.

The trust board have not come to a decision on how to elect the supporter director. They will do this soon and the process will take place early in the New Year. There is no consensus among the Trust’s with directors on how to do this. Some have a completely open election, others have a limited number of people able to stand but a full election from the trust members and in others the board pick some one. Whoever is chosen he will have to work with the rest of the club board.
Some trusts have not succeeded because of infighting, we need to ensure this does not happen. The process has to be seen to be democratic. Currently until the £16,000 is repaid DH is the city council’s nominee. He will stay as the trust’s representative until a director is elected.

The director will need the trust of the other board members. If they were to fall out with the other directors, the Trust board would have to take view on whether this happened because the board were doing something wrong or because of their own attitude in which case the Trust board could act to remove them.

KU reminded the audience that this director will be a representative of the Trust and thus the trust board may mandate their vote on certain issues.

DH pointed out that the Trust policy prohibits him from receiving payment or expenses, thus he will be still paying to get into the ground, and hopes to continue sitting next to his Dad (who is a season-ticket holder) in the main stand.

Strang and Bhatia may be pursuing a legal action with regard their failed takeover bid. This concerns the administrator and has nothing to do with us. They have no claim against us or the new club.

There was a discussion over how previously a Trust chair had been forced to resign by parties trying to takeover the club. This was in very different circumstances when the Trust was just a voice for the fans and John Thornhill did not want to prevent that voice being heard. Now the trust is an owner. Previously the people in that deal had been property people, now they are people with the best interests of Notts at heart. No one can make money out of the club unless we drop out of the conference - ST stated categorically this will not happen.

The trust will have a say in the new CE selection.

DH revealed he had been talking to David Conn of the Independent, who is writing an article on Notts for Saturday. Mr Conn had not believed how large a stake we had in the club. Most other trusts, even where they have directors have much less – much less than the 25% which gives you real power.

The new Chair will not be a shareholder and will be a name primarily to promote the Club. He may or may not get a vote on the board. He will be a figurehead in a similar way Don Masson is one for the Supporters’ Club.

The CE will be an employee and have to deliver.

ST went into more detail over the share distribution, 47% Anon, 30.2% NCST, and the rest between PJ, RP and JM.

Mr Pavis has reserved his ground access rights as a Life President as part of the deal to sell the West Stand and thus can still watch games from the director’s box.

The name Blenheim came from the name of an off-the-shelf company that was bought to conduct the deal. It was called Blenheim Chambers, hence the Blenheim consortium.

CS informed us that apparently some German general held in a Bulwell POW camp was also called von Blenheim.

Our accounts are transparent, they are submitted to the FSA each year
 

5)      Closing Statement:
DH then begun to wind up the meeting at 21.40, thanking everyone for coming, reminding everyone that we need more members. ST said we intend to get some stars printed like Juventus have, for Trust members to stick on their replica kit. In the New Year share certificates for the Trust and thus the Club will be sent to all full members, to retain your share you have to rejoin each year.

 

6)      Meeting Closure:
The meeting closed at 21.45.


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