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Where's ma share certificate?


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Share certificates: An update from Ann Budge

 

17.09.2014

 

To all subscribers in the 2012 share issue,

As you all know, as part of the recent public share offer, although not obliged to do so, Bidco (I) offered to buy back shares from anyone who had subscribed for shares in the 2012 share issue and who wanted to sell them? at the public offer price. A number of you elected to do so and should by now have received your cheques. For those who opted to keep their shares, I committed to issuing them with share certificates.

 

Not surprisingly, we are receiving a number of enquiries asking "Where is my certificate?" I hope the following explains why there has been a delay in getting these issued and to some extent reassures those concerned that they will get their certificates as promised.

The delay has come about because of various factors, including:

? The need to negotiate with and appoint a Registrar to handle the transaction.

? The need to ascertain what parts of the legal process had been properly completed by the previous owners and what had not.

? Errors or omissions in completing the forms to be returned, which meant we had to revert to a number of individuals more than once to ascertain what action they wanted to take.

? Failure on my part to fully appreciate the timescales involved to resolve all of the above.

 

Where we are now is as follows:

? We have obtained a certified copy of the resolutions passed at the last AGM which included authority to allot the shares.

? This certified copy resolution can now be signed by me and filed at Companies House. This will be done this week.

? At the next Board meeting, which is to be held on Friday of this week, the new Board will approve the issue of the relevant shares. The allotment of shares was never actually completed by the previous Board which is what has led to some of the difficulties.

? Following Board approval, the allotments can then be entered into the company's register and the register of members updated. This needs to be carefully co-ordinated, given that some of the original subscribers have sold their shares to Bidco (me).

? At that point the relevant form will be filed at Companies House.

? At that point the share certificates can be issued.

 

In short, we have tidied up the legalities and are in the final stages of finalising the process to ensure this is all done properly. This aspect should be completed this week. Thereafter, it is an administrative task on behalf of the Registrar to get everything properly recorded and updated and the share certificates issued.

 

I apologise most sincerely for the delay but do assure you that we are almost there. Please believe me when I say that it was no easy task to unravel everything.

 

Thank you for your patience.

Ann Budge (on behalf of Bidco 1874 Ltd)

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Loved the line 'Failure on my part to understand the timescales'. Excellent communication and acceptance from Mrs Budge. Not may CEOs/owners would accept even a very small part of the blame.

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According to previously advised information, there should be 9,519,672 new shares issued. 9,848,745 had been purchased in 2012 but 329,073 were sold back to Bidco in the 2014 takeover share offer.

 

The new shares will represent just over 6% of the enlarged share base, and will dilute all other shareholdings by that same 6%.

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Francis Albert

A good simple and honest statement.

 

I thought the offer to buy shares was a legal requirement - presumably that only applied to "old" shares and not the 2012 shares whose legal status was and is somewhat unclear?

 

Also slightly surprised anyone sold for the pittance offered.

 

 

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ToadKiller Dog

Dumb question I have moved address so need to change where the Share cert will go etc , Is it Bidco I have to inform , the club or somebody else ?

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Good comms from Ann.

I bought shares in the names of two family members, filled in the 'offer' forms incorrrectly so they have two cheques for small amounts that will not be cashed (will be kept for posterity), would rather they each received a share certificate instead but hey-ho.

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A good simple and honest statement.

 

I thought the offer to buy shares was a legal requirement - presumably that only applied to "old" shares and not the 2012 shares whose legal status was and is somewhat unclear?

 

Also slightly surprised anyone sold for the pittance offered.

 

Correct, Bidco was only obliged to to offer to buy "old" shares". However Ann decided to honour the previous board's promise (which was renaged on) to issue the shares following the last AGM (May 2013), and to make the same offer to buy back the sames as was open to the old shareholders.

 

Incidentally, this explains part of the commitment made in the Bidco/FOH about the transfer of Ukio/UBIG holdings (or a minimum of 75.1% of the shares). The shares obtained from Ukio and UBIG represented 78.97% of the shares on issue at that point, however because of the dilution resulting from the issue of new shares, that batch of shares now represents 74.0%.

 

Bidco will have to make up the 1% or so difference from the shares obtained from Quantum Holding and others during the share offer. By my reckoning Bidco will still hold 88.3% of the shares following the allotment of the new shares, so meeting the 75.1% target should not be an issue.

 

As things stand Bidco will still own more than 13% of the shares after FOH take control.

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Jambof3tornado

A good simple and honest statement.

 

I thought the offer to buy shares was a legal requirement - presumably that only applied to "old" shares and not the 2012 shares whose legal status was and is somewhat unclear?

 

Also slightly surprised anyone sold for the pittance offered.

Perhaps Mrs Budge flogged hers?

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Refreshment Barrier

A good simple and honest statement.

 

I thought the offer to buy shares was a legal requirement - presumably that only applied to "old" shares and not the 2012 shares whose legal status was and is somewhat unclear?

 

Also slightly surprised anyone sold for the pittance offered.

 

maybe romanov, maybe needed 30p for a cup of tea

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Out of interest, what was anns offer per share?

From the offer document:

 

The Offer will be made on the following basis:

for each Hearts Share 0.08619 pence in cash

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May be a daft question but if you've moved address since purchasing shares do you let the club know or is there someone else who deals with the shares admin side of things?

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A good simple and honest statement.

 

I thought the offer to buy shares was a legal requirement - presumably that only applied to "old" shares and not the 2012 shares whose legal status was and is somewhat unclear?

 

Also slightly surprised anyone sold for the pittance offered.

 

Mea Culpa FA, went into it with eye's wide open though, well worth the money.

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Wonder if they'll arrive flash frozen or defrosted

 

They're absolutely fully frozen, we'll need a lot of articulated lorries to transport them. What supermarket can we fleece for them?

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They're absolutely fully frozen, we'll need a lot of articulated lorries to transport them. What supermarket can we fleece for them?

 

 

That is the catch. We will get our certificates, but we will need to buy an ice pick, from the Hearts Shop, to retrieve them.

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I think she makes it perfectly clear that she's fed up to the back teeth with Hearts supporters bitching and whining about something as poxy and trivial as a piece of paper.

 

Shame that it's come to this; it all seemed to be going so well.

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King Of The Cat Cafe

May be a daft question but if you've moved address since purchasing shares do you let the club know or is there someone else who deals with the shares admin side of things?

 

Not a daft question: same goes for me and I would like to know the answer also... :brooding:

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I think she makes it perfectly clear that she's fed up to the back teeth with Hearts supporters bitching and whining about something as poxy and trivial as a piece of paper.

 

Shame that it's come to this; it all seemed to be going so well.

 

 

" we are receiving a number of enquiries asking "Where is my certificate?" "

 

:vrface:

 

Can't believe folk have actually been pestering the club.

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" we are receiving a number of enquiries asking "Where is my certificate?" "

 

:vrface:

 

Can't believe folk have actually been pestering the club.

 

I thought she was making a JKB joke.

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" we are receiving a number of enquiries asking "Where is my certificate?" "

 

:vrface:

 

Can't believe folk have actually been pestering the club.

 

Why not? A commitment was made three months ago and there has been not a peep thereafter, before today.

 

If the club had given a provisional timescale three months ago, then there would be no need for anyone to question how long the process is taking.

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The last regime were obviously a shambolic outfit. It comes of no surprise to me that the Romanov empire went belly up if they couldn't get a simple share issue correct. The new regime seem to be ploughing through a mine field which is all too apparent in the update. It would be interesting to find out what other disorders were stumbled upon as they started out rebuilding our club.

I'm also surprised that some people have cashed in their shares but for some needs must. The issue of the share certificates will no doubt go down well over at heartsfinacialexperts.net.

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It's like night and day compared to the previous owners.

 

I kinda miss all that shite about monkeys and goats eating your cabbages.

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Francis Albert

 

 

 

Mea Culpa FA, went into it with eye's wide open though, well worth the money.

Not sure what your point is. I did too and have no regrets about buying shares in the 2012 offering - I think it helped save the club.

 

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Francis Albert

 

The last regime were obviously a shambolic outfit. It comes of no surprise to me that the Romanov empire went belly up if they couldn't get a simple share issue correct. The new regime seem to be ploughing through a mine field which is all too apparent in the update. It would be interesting to find out what other disorders were stumbled upon as they started out rebuilding our club.

I'm also surprised that some people have cashed in their shares but for some needs must. The issue of the share certificates will no doubt go down well over at heartsfinacialexperts.net.

Isn't Ann saying she underestimated the complexity of a "simple share issue"?
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Isn't Ann saying she underestimated the complexity of a "simple share issue"?

 

? The need to ascertain what parts of the legal process had been properly completed by the previous owners and what had not.

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Isn't Ann saying she underestimated the complexity of a "simple share issue"?

I think it's more she underestimated the shambles she was taking over rather than just the share issue
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Why not? A commitment was made three months ago and there has been not a peep thereafter, before today.

 

If the club had given a provisional timescale three months ago, then there would be no need for anyone to question how long the process is taking.

Fair enough point FF, but I think perhaps people are suggesting that there was more important and pressing matters to be dealt with ahead of sending out a piece of paper.
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Francis Albert

 

 

You of course conveniently select one of the reasons she cited for the delay (for which she creditably admitted her part responsibility) while

ignoring the others. I don't think it does much credit to Ann to continually measure her performance against those of her immediate predecessors.

And to be fair to her there has been more made of the mess she inherited on here than we've heard from her. Her inheritance is a mixed bag but

overall (no debt, substantial extra income over normal revenue, very good squad of youngsters, enthused support) it beats what most of Hearts

previous owners inherited.

 

 

 

 

? The need to ascertain what parts of the legal process had been properly completed by the previous owners and what had not.

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You of course conveniently select one of the reasons she cited for the delay (for which she creditably admitted her part responsibility) while

ignoring the others. I don't think it does much credit to Ann to continually measure her performance against those of her immediate predecessors.

And to be fair to her there has been more made of the mess she inherited on here than we've heard from her. Her inheritance is a mixed bag but

overall (no debt, substantial extra income over normal revenue, very good squad of youngsters, enthused support) it beats what most of Hearts

previous owners inherited.

I think one important fact being overlooked (if you want to look at the whole picture not just parts) is that AB, for all she is a successful businesswoman, has never been involved in the running of a football club, regardless of the state it's in, so it's a very steep learning curve for her, so I think she deserves a bit of leeway.
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