General Meeting scheduled for 26 June

, 7 June, 35comments  |  Jump to most recent
Larger venue selected to accommodate numbers
Everton FC Co Ltd have announced that pursuant to a Requisition made by the club's minority shareholders, a General Meeting of the company will be held at the Liverpool Philharmonic Hall on Wednesday 26th June at 6pm.

The meeting will discuss the matters set forth in the requisition:

BUSINESS OF THE MEETING

  1. Obtaining from the Chairman and Board of Directors an explanation for their September 2008 decision to amend the Articles of Association such that Annual General Meetings need no longer be held and their reasons for not calling any General Meeting in the 5 years since.
  2. Obtaining from the Board of Directors their appraisal of the financial performance of Everton Football Club Company Ltd over the past five years since the 128th and last AGM was held, specifically to answer questions from Shareholders concerning the financial performance of Everton Football Club Company Ltd over the past 5 years and to hear the Board of Directors future plans for the club.
  3. To pass a resolution, on receipt of the answers given by the board to the aforementioned questions, to require that the Directors of Everton Football Club Company Ltd amend the Articles of Association to ensure that the longstanding tradition of holding formal Annual General Meetings is permanently reinstated.

Quotes or other material sourced from evertonfc.com



Reader Comments (35)

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Carl Sanderson
1 Posted 07/06/2013 at 20:01:55
That should be an interesting meeting. I do hope that BK does not attempt to use Sr Martinez as a prop for one of his luvvie performances.
Al Reddish
2 Posted 07/06/2013 at 20:06:17
I think Bill will use the optimism of the recent change to deflect from the real issues. I hope everyone is on their best behaviour so as we as fans are represented in a good light and not the enemy. I also hope there will be more transparency from the club.
Chris Regan
3 Posted 07/06/2013 at 20:23:28
I wonder what will be on the agenda?
Eugene Ruane
4 Posted 07/06/2013 at 20:14:56
Al (063) - When I was about 7 me and my cousin would have 'fights'.

We'd set the rules first (loosely based on ITVs wrestling)

No biting, no pulling hair, no punches, no arm-bending, no...

The result would be a bit of flapping about and..erm..that would be it.

This meeting I'm guessing won't be dissimilar.

No BU, no Dave Kelly, no bringing up stuff we can't answer, no speaking above a whisper..

All designed as an exercise to say 'See, we hide nothing', while remaining as transparent as oak.

Garry Corgan
5 Posted 07/06/2013 at 21:20:42
May as well not bother then, eh, Eugene?
Eugene Ruane
6 Posted 07/06/2013 at 21:36:52
Garry (092) - Agree.
Dave Kelly
7 Posted 07/06/2013 at 21:43:59
Eugene Ruane; I can assure you that The Blue Union will not be attending the General Meeting on the 26th, why would they ?

Regarding my own participation at the meeting I can confirm that I will well and truly be in attendance, albeit in my capacity as a democratically elected member of the Shareholders Associations Executive Committe.

I take my responsibilities on the Executive Committee seriously and do not allow my involvement in the Blue Union or my Trade Union to influence any of my decisions.

Do not be fooled by the way the senior management team have tried to marginalize me by its childish and immature posturing. Maybe just maybe now agent Tyrrell has returned to his position on the Kop we can get down to the real business that real Evertonians care passionately about.

With regards to the Business on the 26th, most if not all EGMs and AGMs are mind numbing and boring. The only business that can, and will be dealt with will be has already described within the requisition.

Up the Toffees

Guy McEvoy
8 Posted 07/06/2013 at 22:09:33
"The only business that can, and will be dealt with will be has already described within the requisition."

Ah, but we've had this before.... Open and close the formal business as quickly as possible with the carrot of something else 'not officially part of the meeting' after formal business has been finished and the minutes no longer being recorded. I remember them doing that to wheel in Moyes for a Q&A some years ago, people where still asking Bill questions, but the minutes were long since closed. What's the betting that our new manager is there, the chair says "I'm time tabling 30 minutes for the formal business, then we can have an hour Q&A with the new manager who has kindly agreed to attend'. To be honest that's what I'd do in their shoes! Bet the board are looking forward to the evening like wisdom teeth extraction.

For what it's worth though I suspect they will let the last item come good for us and they will reinstate the AGM - and for that - well done to everyone who put the effort in to making this happen.

Lee Smith
9 Posted 07/06/2013 at 22:14:57
All the best to you Dave, and to everyone else who will be in attendance trying to get answers to the serious questions that many concerned Blues have on the way our Club has been managed at board level over the last few years.

Will there be minutes made available of this EGM do you know? Thanks.

Christine Foster
10 Posted 07/06/2013 at 21:51:36
Five years, and how the club have attempted to rewrite the justification for denying the shareholders access to the board in an AGM has been well documented. But they chose to hide behind legislation that was never intended to apply to a company such as Everton Football Club, that they saw the opportunity to close down any criticism by changing the very basis the club was founded upon, it's Articles of Association, has been a disgrace.

Since Destination Kirkby, my disdain for the management and board of our club has been well documented on this forum; single-handedly their actions, and lack of them, have necessitated the sale of the club's assets, the bended knee to the banks and the total disregard to any concern any fans have, they have never been man enough to face probing or even the most basic of questions.

They liberally call out fans for the abusive behavior shown to the Chairman, yet is it not an abuse of power to condemn others whilst abusing their own status as custodians of the club? Or is it not an abuse of power to deny shareholders and fans alike, access to question?

Many will say, it's a business and they can do what they like because the own it, but EFC is a football club first and a limited company second. Without the first, there is no second. As a football club, the tribalism of its supports extend beyond the normal boundaries of business. Where else in the world would you get 40,000 fans screaming their support for a business?

That the club chose to ignore that fact and operate the business in isolation to reality is testament to their arrogance and led many, including myself, to question what the intentions of the board have been and still are.

That we have no new owners after so many years searching 24/7 beggers belief; that we have no money in the kitty is a direct result of decisions not taken by this board since the introduction of the EPL. It is hardly surprising therefore that the very reason we have not been sold is the lack of assets and the encumbent debt combined with the probability of an excessive asking price. It's no wonder why shareholders want answers. We all do.

I hope the AGMs are reinstated for the sake of good governance and a modicum of transparency. For the ability to question as is their right, those who hold office as custodians of this club.

Lastly, the business end of this club needs to be held to account by its shareholders; in any business, the role of management by the board is to make decisions that secure the future of the enterprise. I would ask each director in turn what they have brought to the table to justify their position as a director – that's exactly what shareholders have the right to do at an AGM, to refuse access as a matter of convenience is shameful.

I hope the meeting is a forerunner to a return to the original Articles of Association, an attempt to listen and work with shareholders and fans alike, an attempt to heal the very decisive split that the club has caused through its arrogance and intransigence to its fan base and shareholders in the club.

The very reason there has been dissatisfaction was the inability to answer genuine concerns that resulted in fans questioning the reasons decisions were made and the intentions for the future, custodians or carpetbaggers? It is the question at the very heart of the matter; it has tainted the element of trust and, in any love affair, a lack of trust always ends in a parting of ways. The fans will never walk away from the team, ever. But this Board of Directors will change... the sooner, the better.

Eugene Ruane
11 Posted 07/06/2013 at 22:36:44
Dave Kelly (099) - Best of luck. Up the Toffees indeed.
Steven Telford
12 Posted 07/06/2013 at 22:46:45
Great choice of crest to accompany this article
TW and others should boycott use of the new badge
Callum McNab
13 Posted 07/06/2013 at 22:44:55
Christine, I am standing on my milk crate applauding you right now. Spot on.

Dave Kelly,the best of luck to you sir. You have always come across as an honest and articulate man, and always interested in putting our beloved club first (sadly, not what the board does).

Up the Blue Boys.

Christopher Kelly
14 Posted 07/06/2013 at 23:44:59
Fantastic, Christine. As always, thoughtful and well put.

Dave Kelly: proud to share a last name with you. :)

Good luck and finally may we get answers to SOME if not ALL of these burning questions that have been obfuscated for so long.

Hopefully people have caught onto these shenanigans and won't let Bill dismiss questions as "boring".

SMH

James Asquith
15 Posted 07/06/2013 at 23:39:19
Guy McEvoy @ 103 said:

"For what it's worth though I suspect they will let the last item come good for us and they will reinstate the AGM - and for that - well done to everyone who put the effort in to making this happen."

I doubt it, otherwise why have they changed that agenda item by removing the first bit ("To have a show of hands...") which was on the original requisition?

They'll go straight to a "poll vote" which counts the shares owned by those voting rather than the number of shareholders. Do you think maybe they knew every hand in the room (bar those on the top table) would have shot up to vote for re-instating AGMs?

Of course they'd still have been able to go to a poll vote after the show of hands, but to announce that "shareholders overwhelmingly voted to reject re-instating AGMs" would surely appear disingenuous after seeing a sea of hands voting in favour.

They avoided the show of hands vote at the Destination Kirkby EGM, and here's how the Echo reported the result at the time: "The voting was 622 in favour of the motion and 26,553 against, 97.71% of the votes." This after hundreds of shareholders were locked out because the room was too small.

Tony I'Anson
16 Posted 08/06/2013 at 00:30:16
I did notice that bit about the show of hands James. If it's a show of hands I assume, an annual AGM will be re-instated. If it's based on the poll vote, my childhood memories wonder if they have cushions at the Phil :-)

After the EGM, when everyone has had their say, what happens next to benefit of the club we all support and invest so much of our time into?

My gut feeling is that our current ageing fan base are sufficiently motivated to do something that moves the club forward from a plucky 6th PL position.

John Gee
17 Posted 08/06/2013 at 01:15:53
Dave Kelly, out of interest, what trade union are you involved in? Is it Liverpool centric or football related? I'm asking as a member of a traditional trade union and resolute member of Wolfie Smith's fan club. I'm not trying to ambush you.

On a related note, the horned ones across the park really did show what's possible with a powerful fan's union and a strategy. I've been sceptical of the BU (as I am with any pressure group) but, as an umbrella organisation, it would probably represent our best chance of forcing a change 'Spirit of Shankly' style.

As an explanation of my scepticism, the BU seem to be too political. Not in terms of motivation – more in terms of not attacking the board head on. But, regardless of that, any trade unionist is a brother or sister of mine.

John Gee
18 Posted 08/06/2013 at 01:33:00
Dave Kelly, sorry I should have added, if you'd rather not say on an open forum it's no problem. Is my assumption

Plus, I forgot to put the question out there: 128 AGM's since 1878 must mean that Kenwright has disrupted the fan's input even more than a world war? Is my assumption of the AGMs suspension's correct?

Thomas Williams
19 Posted 08/06/2013 at 02:30:51
I would like one question answered, what is the other operating costs? They said 5 years ago someone would get back to us, erm still waiting.

Under PJ other operating costs were between £2.5M and £4M which mostly/all was the mortgaged loan he acquired. What is the other £20M added to it by BK for? Anyone running their own company that gets asked what is the item that entails 30% of their firm's expenditure was, to receive an answer "I don't know," defies belief. It is my opinion that our transfer fund is being used to cover this, but what are we covering?

Robin Cannon
20 Posted 08/06/2013 at 03:40:20
Does anyone know if Arsenal itemize their "Other Operating Costs", given they've been up as high as £55million?

The club would certainly have benefited from giving a basic summary of OOC, but I actually don't think the amount itself, or BK not knowing off the top of his head what they were, is necessarily as demonstrative of incompetence as its portrayed.

Tom Hughes
22 Posted 08/06/2013 at 09:30:44
As far as I know the sudden and massive rise of our OOC cannot be attributed to any significant organisational or infrastructure changes at the club. These costs didn't just increase slightly. They actually multiplied several times almost over night for no apparent reason. For our cash strapped club this needs to be explained.

Are we being carpet-bagged by stealth? By one of our own acting as a figure-head for others to sponge interest payments for loans incurred from within? The OOC is a convenient auditing tool for non-disclosure. ...... but £20+m to us is far too substantial to be swept under the carpet in the Odds and Sods column.

Richard Dodd
23 Posted 08/06/2013 at 11:43:32
I`ve always assumed that the OOC figure included all the sundry items too lengthy and boring a list to itemise. Certainly, the company I work for uses the same heading – although not to the tune of £26M!

Typically, of the present EFC directorate, they may unnecessarily be causing suspicions to arise because of their failure to give details of these costs even verbally at an AGM. Or am I being naïve?

Danny James
24 Posted 08/06/2013 at 13:49:15
All you have to do is compare our OOC with every other Premier League club. If ours is extraordinarily high in comparison, then something may be up. If it's not, then there probably isn't anything suspicious about it.
Richard Dodd
25 Posted 08/06/2013 at 14:48:13
Tom @181. No financial expert me, so I may have it totally wrong... but didn`t you say in your report on the annual accounts that interest on loans was shown as c£6M? Sorry if I`ve got that wrong.

By the way, will you be there for ToffeeWeb on the 26th. I hope so!

Ged Alexander
26 Posted 08/06/2013 at 16:57:07
Anyone want to sell a share? I would love to attend this meeting...
Michael Kenrick
27 Posted 08/06/2013 at 18:27:54
Ged's question could well be answered more efficiently if he was able to attend as a proxy for a shareholder who cannot make the meeting....

But of course the misuse (or misbehaviour!) of proxies as disruptive elements was at the time given as the main reason for kicking AGMs to the kerb... so it will be very interesting to see how they plan to handle proxies for this General Meeting.

However, the conviction that the Directors are going to be somehow be held to account by the fearsome stare of the small shareholder is, I think, a little misplaced. The tough questions may get asked... but the form book indicates they won't really be answered, and the 'embarrassment' some may seek to impose or extract won't really be forthcoming.

For me, as one of those small shareholders, it's more the principle of the whole thing... but I am not under any illusions that having the meeting or indeed reinstating AGMs is likely to see change on any of the key issues of concern for the small shareholders.

Richard Dodd
28 Posted 08/06/2013 at 20:05:11
Michael: I bet they will use the tactic that only questions of which prior notice has been given will be addressed... and then strictly at the sole discretion of the Chair. It is also quite possible that the meeting will be for information only, with no discussion allowed.

Personally, I don't think BK is capable of holding it together.

ps: Any chance of a live feed?

Michael Kenrick
29 Posted 08/06/2013 at 20:20:49
Yes, you might be right, Richard... although your cynicism is rather disturbing!!!

Maybe we'll ask George to try a direct feed from his iPhone...

Ross Edwards
30 Posted 08/06/2013 at 20:38:29
BK will be rehearsing as ever. Prepare for an embarrassing "No bigger Blue than Bill", and "I'm trying 24/7 to get investment, blah blah blah," waxing lyrical about David Moyes as usual malarkey.

He is just an absolutely embarrassing moron. But, Bobby M will be used to it as he has had to cope with Whelan for 4 yrs.

Andy Riley
31 Posted 08/06/2013 at 20:34:37
As firstly a supporter of many years standing and secondly a sentimental holder of one single share I would simply like to ask BK if, as he says, he is seriously trying to sell the majority shareholding in Everton FC. If so can his firstly give some indication of the price being sought and secondly how that figure has been arrived at. When shares are traded currently the price seems to be at about 50% more than the £854 per share that TBH bought out Peter Johnson so I would expect that would be a reasonably realistic valuation. I'd simply ask the reason why if he's asking much more than something in the region of that valuation. In some ways I think BK has done a reasonable job over the years but we seem to be stagnating off the field and there never seemed to be any Plan B after the Kirkby plans failed to come to fruition. It seems to me that the AGMs stopped simply because the current board couldn't really answer these sort of questions and sought to seek to prevent shareholders from being able to ask them.
Kevin Tully
32 Posted 09/06/2013 at 12:14:22
You have to ask one question of this Board really. Why on earth are they so desperate to hold on to a loss-making operation such as EFC? Think about it: Would you be in Kenwright's shoes just for the love of the club? Would Robert Earl still be the second largest shareholder if there were no sign of a massive return?

Kenwright is well aware of the club's financial predicament; don't be fooled by his Manuel 'I know nothing' persona when questioned. Green & Earl are brilliant businessmen, they wouldn't be involved in this club for the love of it.

I am not talking about the final sale price here either, they could easily manipulate the accounts for annual returns, in the BVI maybe?

Matt Traynor
33 Posted 09/06/2013 at 12:32:59
Kevin #522, if someone paid the asking price Bill would be £50m better off (before settling his debts etc.) Therein lies the answer.

The second point you raise is interesting. It is always possible that the "friends of the club" BK so often tells us about are the ones lending the club money, and making a tidy return off it. When you consider our net transfer spend, even allowing for piss poor commercial performance, we must be paying a colossal amount of interest and finance charges.

As long as the club stays in operation, why would they want to give that earner up?

Kevin Tully
34 Posted 09/06/2013 at 13:32:37
Matt - I think I read Southampton, West Ham and Fulham are all using Vibrac for short-term loans, secured on Sky payments.

Can you imagine the returns when charging 10% interest? It's so easy to then pay the interest into another 'vehicle' as they say, and everyone's a winner!

It wouldn't be a stretch to say Earl & Green had put together the whole deal. I think the latest figures say the whole industry in the UK Is worth £3 billion.

A huge attraction for financial shenanigans!


Jay Harris
35 Posted 10/06/2013 at 15:40:21
Can I first of all thank Dave, Colin and all the other boys at Blue union for the energy and dedication in trying to bring about improvements in our club.

If I could suggest not only to question the asking price for EFC but also "any other terms" that have deterred potential buyers. I doubt they will get a straight answer but it would be interesting to see the reaction.

Mark Knight
36 Posted 10/06/2013 at 20:08:29
Ross,311,try quality over quantity re:all your posts...

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