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FOH EGM and Vote ( edited )


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Francis Albert
2 minutes ago, Psychedelicropcircle said:

If before a penny had been collected they had said before we take ownership we’d like to discuss terms to sell the club on there would simply be no FOH.

Is anyone saying we would LIKE to discuss terms to sell the club?

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Footballfirst
23 minutes ago, Saint Jambo said:

I think where the 75% vs 90% would be much more likely to be an issue is where the club was stable under fan ownership and FOH was approached by someone promising to invest significant money into the club to try and achieve more. At that point, depending on the individual involved and the guarantees on offer, I think there could be more than 10% but less than 25% of members who don't want to take the risk. Given that some version of the current vision to "to ensure that the future of Heart of Midlothian Football Club remains secure for all time" then I don't think it actually all that unreasonable to require an overwhelming majority to agree to a fundamental change in what we have put their money into to date.

You describe a perfectly possible scenario, but my concern is more about where the club is stable financially, but non competitive against rivals who benefit external funding which FOH is unable to match.

 

That is not an issue today, when FOH and "benefactors" are matching our investment needs (even if the team isn't matching our hopes or expectations).  FOH also remains untested in its ability to "Own" the club.  However it could be an issue 5, 10 or 15 years down the road which is why I don't want a threshold imposed now that could be restrictive in the future. 

Edited by Footballfirst
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Guest ToqueJambo
5 minutes ago, Footballfirst said:

You describe a perfectly possible scenario, but my concern is more about where the club is stable financially, but non competitive against rivals who benefit external funding which FOH is unable to match.

 

That is not an issue today, when FOH and "benefactors" are matching our investment needs (even if the team isn't matching our hopes or expectations).  FOH also remains untested in its ability to "Own" the club.  However it could be an issue 5, 10 or 15 years down the road which is why I don't want a threshold imposed now that could be restrictive in the future. 

 

When has this ever ended well for any non OF club in Scotland though?

 

Edited by ToqueJambo
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The big challenge that the new owners (fan ownership in the form of the FOH) will have is raising capital ie significant ££s funds for major projects.

 

Currently we have a reasonably well off owner who funds the club through significantly large loans. And a benefactor(s) who make large donations!

 

Whilst the FOH will continue (hopefully) to raise between £1.5 to £1.8 million per year I suspect that will be spent as it comes in to fund the short term growth of the club. An alternative would be to let funds accumulate over say 5 years raising a capital sum over £7 million perhaps as much as £9 million.

 

But if a large capital project was required to support the future growth of the club, let’s say hypothetically a second tier of 7,000 seats on the Wheatfield Stand requiring say £15 million, where would that money come from?

 

Banks unlikely to lend any money to a football club. Would a bank lend to the FOH, probably not as the funds to repay such a loan would not be guaranteed. And as mentioned it’s unlikely that the FOH would build up a lot of funds due to short term objectives.

 

For these reasons sadly I can’t see that the FOH is the long term solution to grow Hearts to become top in Scotland. Let’s get through the next 5 to 10 years and review!

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2 minutes ago, Footballfirst said:

You describe a perfectly possible scenario, but my concern is more about where the club is stable financially, but non competitive against rivals who benefit external funding which FOH is unable to match.

 

That is not an issue today, when FOH and "benefactors" are matching our investment needs (even if the team isn't matching our hopes or expectations).  FOH also remains untested in its ability to "Own" the club.  However it could be an issue 5, 10 or 15 years down the road which is why I don't want a threshold imposed now that could be restrictive in the future. 

 

I can understand the argument for 75%. Your scenario is roughly the second scenario I was trying to describe. Financially stable, someone coming in offering investment. It might be that there are more than 10% of members who would never want to sell under that scenario as they believe too strongly in fan ownership. I think more likely it would be about an assessment of the possible rewards against the degree of risk that would make a difference to whether 75% or 90% could be achieved  While from a purely democratic point of view, 75% (or even 50.1%) might seem more reasonable, I'm personally inclined to put significant weight on the fact I feel it was promoted as being risk averse from the start. That is what I thought I was buying into, so I feel the voting structure should reflect that. I voted to retain 90%, but won't be devastated if it is lowered to 75%. 

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Guest ToqueJambo
48 minutes ago, Jambo-Fox said:

 

 

But if a large capital project was required to support the future growth of the club, let’s say hypothetically a second tier of 7,000 seats on the Wheatfield Stand requiring say £15 million, where would that money come from?

 

 

 

 

But who in their right mind would give us £15m for that? What possible return would there be?

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52 minutes ago, ToqueJambo said:

 

 

But who in their right mind would give us £15m for that? What possible return would there be?

The hypothetical project if it added 7,000 ST holders @ £500 would pay off in less than 5 years. Money well spent with an increase in turnover by 20%+.

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Guest ToqueJambo
10 minutes ago, Jambo-Fox said:

The hypothetical project if it added 7,000 ST holders @ £500 would pay off in less than 5 years. Money well spent with an increase in turnover by 20%+.

 

I get the benefits of a bigger stadium if we can fill it consistently. I'm questioning going into 15m debt to do that or why anyone would finance us for that much to build a piece of infrastructure that won't yield a return for a very long time. A Hearts fan investor is different but a Hearts fan can invest without taking ownership.

 

I'm all for investors, etc, but like others I bought into FoH because it would protect us from the kind of takeovers and investors that have destroyed other clubs, and almost us. I'm honestly very suspicious of any non-supporter who invests in a Scottish football club, and who seems to want full control. Ron Gordon and Mark Ogren for example.

 

Maybe Ann Budge will want to invest 🤣

Edited by ToqueJambo
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2 minutes ago, ToqueJambo said:

 

I get the benefits of a bigger stadium if we can fill it consistently. I'm questioning going into 15m debt to do that or why anyone would finance us for that much to build a piece of infrastructure that won't yield a return for a very long time. A Hearts fan investor is different but a Hearts fan can invest without taking ownership.

 

I'm all for investors, etc, but like others I bought into FoH because it would protect us from the kind of takeovers and investors that have destroyed other clubs, and almost us. I'm honestly very suspicious of any non-supporter who invests in a Scottish football club.

It’s all hypothetical at present and a payback would have to be certain before committing any investment.

 

I respect all your points and share your suspicions!

 

PS Tuesday night EuroMillions I might become a mystery investor!!

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Guest ToqueJambo
1 minute ago, Jambo-Fox said:

It’s all hypothetical at present and a payback would have to be certain before committing any investment.

 

I respect all your points and share your suspicions!

 

PS Tuesday night EuroMillions I might become a mystery investor!!

 

Same. My worry comes from Budge having rejected several approaches the last few years, including from Gordon. You'd have to therefore expect others will sniff around after we get ownership. Hopefully the process for assessing potential investors/buyers is more robust than in previous years.

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Marcus Cicero
On 04/12/2020 at 18:41, Footballfirst said:

 

Brian seeks to use an example if 20% of members actually vote then 1200 out of 8000 members could trigger a sale of the shares should the threshold be 75%.

 

The counter argument to that, using Brian's example of a 20% vote with a 90% threshold, is that as few as 160 members could block a sale. 

 

The voter turnout on a big vote is the critical issue here.
 

Given previous votes have had turnouts as low as 20%, even a really vital vote might struggle to get a 50% turnout. 

So the concern is if a really big change is proposed 

a) do we risk letting it pass by a smaller group (75%) 

or

b) do we risk losing a golden opportunity by it being blocked by a smaller group (90%) 

 

Personally I am more worried about a) than b) because of the complexity of some big business offers - it’s easy for ordinary fans to be swayed by a proposal that looks superficially attractive but is not fully understood. With a moderate turnout of say 50% I think a really good proposal would be able to pass the 90% threshold so I will be voting for that. It gives us better protection for the future 

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1 hour ago, Marcus Cicero said:

 

The voter turnout on a big vote is the critical issue here.
 

Given previous votes have had turnouts as low as 20%, even a really vital vote might struggle to get a 50% turnout. 

So the concern is if a really big change is proposed 

a) do we risk letting it pass by a smaller group (75%) 

or

b) do we risk losing a golden opportunity by it being blocked by a smaller group (90%) 

 

Personally I am more worried about a) than b) because of the complexity of some big business offers - it’s easy for ordinary fans to be swayed by a proposal that looks superficially attractive but is not fully understood. With a moderate turnout of say 50% I think a really good proposal would be able to pass the 90% threshold so I will be voting for that. It gives us better protection for the future 

I would like to think an important issue such as the ownership of the club would be enough to ensure very high percentage of FOH  members using their vote. 

If an offer of investment was such a good proposal then surely the required majority would be reached even at 90%.

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12 hours ago, henryheart said:

 

Martin certainly opened the door for Mercer insofar as he recognised the need for an injection of funds that he had personally been unable to generate, so the board agreed to a release of shares. 

 

It is my understanding that it was Donald Ford that brought Mercer into the bid, initially to help out the supporters consortium that couldn't match the Kenny Waugh bid. When it eventually boiled down to Mercer v Waugh, Mercer won the Board's vote and Martin had voted for Waugh. Happy to be corrected if my memory has failed me.

I think you are correct if my memory serves me right.

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11 hours ago, Francis Albert said:

I believe Donald Ford also played a part in persuading Mercer to invest in Hearts. And in supporting FOH he scored a bit of a double in helping to save HMFC.

 

PS henryheart and Dave Mclaren got there first.

It's people like Donald Ford we should be inviting onto the Board. We have enough lawyers and financiers, but not one single person on either Board has any football experience.

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9 hours ago, ToqueJambo said:

 

I get the benefits of a bigger stadium if we can fill it consistently. I'm questioning going into 15m debt to do that or why anyone would finance us for that much to build a piece of infrastructure that won't yield a return for a very long time. A Hearts fan investor is different but a Hearts fan can invest without taking ownership.

 

I'm all for investors, etc, but like others I bought into FoH because it would protect us from the kind of takeovers and investors that have destroyed other clubs, and almost us. I'm honestly very suspicious of any non-supporter who invests in a Scottish football club, and who seems to want full control. Ron Gordon and Mark Ogren for example.

 

Maybe Ann Budge will want to invest 🤣

Agreed Mr Gordon at Easter Road is he Hibs saviour? The jury is out for both guys at the Dundee clubs too. Desmond at Celtic is an overseas investor who has transformed that club but he is a fan.

As I've mentioned before so long as FoH retains 51 percent they have 25 + percent available to entice / encourage investors who require equity in return for investment.

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23 minutes ago, EIEIO said:

Agreed Mr Gordon at Easter Road is he Hibs saviour? The jury is out for both guys at the Dundee clubs too. Desmond at Celtic is an overseas investor who has transformed that club but he is a fan.

As I've mentioned before so long as FoH retains 51 percent they have 25 + percent available to entice / encourage investors who require equity in return for investment.

That’s true regardless of the approval percentage required. 

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I've taken some time to mull this over and listen to the various arguments but my gut feeling hasn't changed since this was first mooted. I'm in broad agreement with @Saint Jambo and I'll be voting to retain the 90% majority. I don't see this as in any way comparable with the ridiculous SPFL voting structure as we are all interested in the best interests of Hearts, regardless if we disagree how this is achieved. Given the efforts, both financial and otherwise that have been put into FoH, I would prefer to keep any decision to sell up to a 90% decision. In the event of a truly existential threat, I think this is readily achievable.

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27 minutes ago, Francis Albert said:

Not received the email from our "voting platform provider". Are others in same boat?

Got mine the e mail sender was listed as Stuart Wallace. 

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14 hours ago, henryheart said:

 

Martin certainly opened the door for Mercer insofar as he recognised the need for an injection of funds that he had personally been unable to generate, so the board agreed to a release of shares. 

 

It is my understanding that it was Donald Ford that brought Mercer into the bid, initially to help out the supporters consortium that couldn't match the Kenny Waugh bid. When it eventually boiled down to Mercer v Waugh, Mercer won the Board's vote and Martin had voted for Waugh. Happy to be corrected if my memory has failed me.

Yes - that's how I recall the crisis.  Allan Wells had something to do with bringing Mercer to the table, as well as Donald.

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3 hours ago, luckydug said:

I would like to think an important issue such as the ownership of the club would be enough to ensure very high percentage of FOH  members using their vote. 

If an offer of investment was such a good proposal then surely the required majority would be reached even at 90%.

Perhaps ...... but it will be interesting to see the "turnout" for this vote compared to attendance & voter participation  at previous AGMs held at Tynecastle.     I'd suggest the participation on this vote will be much higher, largely  because it involves no effort - just a few clicks from the comfort of your sofa.    

 

@Marcus Cicero  makes a good point, imo.   Does anyone know how  Company Law provides for the interpretation of the result of a Special Resolution vote when the turnout is below a notional "quorum" percentage ?

Edited by Lone Striker
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2 hours ago, David Black said:

It's people like Donald Ford we should be inviting onto the Board. We have enough lawyers and financiers, but not one single person on either Board has any football experience.

It depends what you mean by "football experience".   Ann has temporarily got JJ acting as some kind of "advisor", but not on the board.  Andrew McKinlay has experience of football administration.    And she had CL on the board for 5 years.

 

Unless she's changed her mind, I thought her intention was to appoint a "sporting director" to the board - the question then becomes ...... should it be someone with active recent experience of being a football manager, or  should it be someone with a career of being a sporting director elsewhere ?

 

After the CL experience, I hope she doesn't go down that first  route - but having a part-time football advisor like JJ seems a decent substitute for the time being. 

 

Donald would be a good fit, but isn't he in his late 70s now and living in Carnoustie ?

 

 

 

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4 minutes ago, Lone Striker said:

It depends what you mean by "football experience".   Ann has temporarily got JJ acting as some kind of "advisor", but not on the board.  Andrew McKinlay has experience of football administration.    And she had CL on the board for 5 years.

 

Unless she's changed her mind, I thought her intention was to appoint a "sporting director" to the board - the question then becomes ...... should it be someone with active recent experience of being a football manager, or  should it be someone with a career of being a sporting director elsewhere ?

 

After the CL experience, I hope she doesn't go down that first  route - but having a part-time football advisor like JJ seems a decent substitute for the time being. 

 

Donald would be a good fit, but isn't he in his late 70s now and living in Carnoustie ?

 

 

 

Donald is 76 now. 

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1 hour ago, davemclaren said:

That’s true regardless of the approval percentage required. 

It is but would be far less contentious than selling the entire FoH stockholding. Would FoH continue to exist after all shares are sold to a mystical sugar daddy?  Cant see any reason  to change  the voting structure unless Budge/FoH are desperate to sell.

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11 minutes ago, EIEIO said:

It is but would be far less contentious than selling the entire FoH stockholding. Would FoH continue to exist after all shares are sold to a mystical sugar daddy?  Cant see any reason  to change  the voting structure unless Budge/FoH are desperate to sell.

I’m not aware of anyone desperate to sell at the moment but who knows where we will be in 30/40 years. 

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4 minutes ago, davemclaren said:

I’m not aware of anyone desperate to sell at the moment but who knows where we will be in 30/40 years. 

Dead probably Dave I'm 62.

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Just now, EIEIO said:

Dead probably Dave I'm 62.

I’m 63 so my personal prospects are no better. I’m hoping my football club has far greater longevity than me though. 😄

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8 minutes ago, davemclaren said:

I’m not aware of anyone desperate to sell at the moment but who knows where we will be in 30/40 years. 

I know where I'll be 😴

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17 hours ago, Jarhead said:

Is either Eric or Alex, who made the supporting statements, posting on this thread? 🤔

 

Alex doesn't post on JKB.

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1 hour ago, iainmac said:

 

Alex doesn't post on JKB.

 

As a result of this thread, I've just spoken to Alex. Obviously, he's written the argument for maintaining the 90% in the paperwork that went out with the voting instructions. He also tells me that Donald Ford is in favour of the 90%.

 

So that's Alex Mackie, Brian Cormack & Donald Ford - (all founding Directors of the Foundation of Hearts)  advocating that the 90% remains in place at least until a period of Fan Ownership has passed, when this can be revisited.

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3 hours ago, Lone Striker said:

It depends what you mean by "football experience".   Ann has temporarily got JJ acting as some kind of "advisor", but not on the board.  Andrew McKinlay has experience of football administration.    And she had CL on the board for 5 years.

 

Unless she's changed her mind, I thought her intention was to appoint a "sporting director" to the board - the question then becomes ...... should it be someone with active recent experience of being a football manager, or  should it be someone with a career of being a sporting director elsewhere ?

 

After the CL experience, I hope she doesn't go down that first  route - but having a part-time football advisor like JJ seems a decent substitute for the time being. 

 

Donald would be a good fit, but isn't he in his late 70s now and living in Carnoustie ?

 

 

 

Didn't realise DF was 76 now, but my point remains, he is the type of person that should be invited onto the Board. Jim Jeffries being another. A couple like that along with McKinley and a Sporting Director and let that group make the football decisions and let AB and who else is on board make the financial and development decisions. We have had far to many mistakes made through one person making all the decisions and appointments.

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Francis Albert
6 minutes ago, iainmac said:

 

As a result of this thread, I've just spoken to Alex. Obviously, he's written the argument for maintaining the 90% in the paperwork that went out with the voting instructions. He also tells me that Donald Ford is in favour of the 90%.

 

So that's Alex Mackie, Brian Cormack & Donald Ford - (all founding Directors of the Foundation of Hearts)  advocating that the 90% remains in place at least until a period of Fan Ownership has passed, when this can be revisited.

Although I favour 75% I can see a case for 90% at least until FoH has owned the club for a time. 

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2 minutes ago, Francis Albert said:

Although I favour 75% I can see a case for 90% at least until FoH has owned the club for a time. 

 

Me too.

 

The priority (IMO) should be the transfer of shares and I can't see any reason why this should be delayed until July 2021. The original reason for delay ("we want to be able to celebrate") has time expired as none of us actually know when that is going to be possible.

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Francis Albert
17 minutes ago, iainmac said:

 

Me too.

 

The priority (IMO) should be the transfer of shares and I can't see any reason why this should be delayed until July 2021. The original reason for delay ("we want to be able to celebrate") has time expired as none of us actually know when that is going to be possible.

And it was a nonsensical reason in the first place. I would have voted 75% if I had received the promised email. I think I will vote 90% if and when I get it. The more I think of it there is something very odd about needlessly deferring by more than a year the achievement of FOH's aim of fan ownership while having an egm  to define the rules for disposing of or reducing that ownership.

Edited by Francis Albert
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Francis Albert
4 hours ago, luckydug said:

Got mine the e mail sender was listed as Stuart Wallace. 

Do you (or does anyone) have an email address for Stuart Wallace?  Emailing FOH from their site's contacts seems to require me to set up a new email account?

Edited by Francis Albert
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9 minutes ago, Francis Albert said:

Do you (or does anyone) have an email address for Stuart Wallace?  Emailing FOH from their site's contacts seems to require me to set up a new email account?

 You'll get Stuart on [email protected]

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Glamorgan Jambo

The voting email heading has it being from Stuart Wallace but the email address is a noreply at the electionrunner.com domain. Suggest you have a glance in your spam folder.

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Francis Albert
4 minutes ago, Glamorgan Jambo said:

The voting email heading has it being from Stuart Wallace but the email address is a noreply at the electionrunner.com domain. Suggest you have a glance in your spam folder.

Done that with no luck. Will try emailing Stuart using Iain's suggested address (- thanks Iain).

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18 hours ago, Footballfirst said:

You describe a perfectly possible scenario, but my concern is more about where the club is stable financially, but non competitive against rivals who benefit external funding which FOH is unable to match.

 

That is not an issue today, when FOH and "benefactors" are matching our investment needs (even if the team isn't matching our hopes or expectations).  FOH also remains untested in its ability to "Own" the club.  However it could be an issue 5, 10 or 15 years down the road which is why I don't want a threshold imposed now that could be restrictive in the future. 

 

So why not agree a moratorium of, say 3 years, to give fan ownership a chance?

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5 minutes ago, Francis Albert said:

Done that with no luck. Will try emailing Stuart using Iain's suggested address (- thanks Iain).

 

No Problem.

 

If anyone else is in the same boat as FA, maybe check that you're still on the mailing list by clicking this link?

 

http://eepurl.com/CtudD

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Psychedelicropcircle
5 hours ago, Francis Albert said:

Not received the email from our "voting platform provider". Are others in same boat?

Yes but I’ve emailed the info email on FOH & they are sending it over.

 

see this is discussed already

Edited by Psychedelicropcircle
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Footballfirst
5 minutes ago, iainmac said:

 

So why not agree a moratorium of, say 3 years, to give fan ownership a chance?

That is an argument that I have consistently put forward.  FOH hasn't had a chance to show whether or not it can operate the club, or indeed fund it going forward. FOH needs time to prove itself in that regard.  I want FOH to succeed, but wouldn't be frightened to admit that the Fan Ownership model didn't work if that is the way that is plays out over 5 / 10 / 15 years. 

 

That leads on to my preference for 75% rather than 90%.  If you go to 90% post share transfer, then it will take a 90% vote to undo that decision. Why put that impediment to change things in place now?

 

I have no problem with a moratorium for three years as you suggest. That being the case, then there is no need to implement the super majority now. 

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Portsmouth FC bought by the PST (Pompey Supporters Trust) in 2013 and sold by the PST in 2017!

 

Perhaps lessons to be learned from their experiences! I’ve not studied the

details but I believe future funding was the main concern that resulted in the decision by the PST to sell.

 

NB PST was a lot smaller in members and funds raised than the FOH. So on that basis I think the FOH fan ownership model has a lot greater chance of successful ongoing sustainability! 
Think we need to see ‘fan owned’ in action in the medium term then ~2025 the Hearts Board of Directors needs so set the strategic direction for the

long term!

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Francis Albert
17 hours ago, iainmac said:

 You'll get Stuart on [email protected]

Thanks. Got very prompt response last night and email with the details required for voting arrived this morning.

Edited by Francis Albert
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Psychedelicropcircle
7 hours ago, Francis Albert said:

Thanks. Got very prompt response last night and email with the details required for voting arrived this morning.

I’m obviously on the naughty step! I did emailed them first time round asking WTF they want to weaken the mandate to sell something they don’t own🤬

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Footballfirst
6 minutes ago, Psychedelicropcircle said:

I’m obviously on the naughty step! I did emailed them first time round asking WTF they want to weaken the mandate to sell something they don’t own🤬

 

I'm just being a pedant, but the current threshold is 75%.  If FOH wished they could sell their current holding of 0.25% (the 392k they received from HYDC) by meeting the 75% figure.

 

The 90% will only come into play on the date of the share transfer, if/when it ever takes place).  The EGM question is whether or not to implement the planned increase to 90%, or stick with the current 75%.  

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Psychedelicropcircle
5 minutes ago, Footballfirst said:

 

I'm just being a pedant, but the current threshold is 75%.  If FOH wished they could sell their current holding of 0.25% (the 392k they received from HYDC) by meeting the 75% figure.

 

The 90% will only come into play on the date of the share transfer, if/when it ever takes place).  The EGM question is whether or not to implement the planned increase to 90%, or stick with the current 75%.  

I’m of the opinion that we’ve had some so called business men come onboard at hearts & driven us backwards increased our debt & nearly killed us. I doubt anyone coming in would invest into us unless they are owing us. 
 

which brings the question why save us only to risk another silver tongued idiot who’ll likely take us backwards?

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Footballfirst
1 minute ago, Psychedelicropcircle said:

I’m of the opinion that we’ve had some so called business men come onboard at hearts & driven us backwards increased our debt & nearly killed us. I doubt anyone coming in would invest into us unless they are owing us. 
 

which brings the question why save us only to risk another silver tongued idiot who’ll likely take us backwards?

I'd suggest that we have been going backwards since mid 2016, certainly in a few KPIs. 

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Psychedelicropcircle

After asking for an email to vote in this EGM, a week later I get an email from a Barry telling me that when I cancelled my pledge in February that I am no longer eligible to vote. 
My commitment to the FOH was to be in it until we had the funds to pay back budge. 
can someone remind me when we voted to say if your not a continued pledger your membership is cancelled ?

 

 

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5 minutes ago, Psychedelicropcircle said:

After asking for an email to vote in this EGM, a week later I get an email from a Barry telling me that when I cancelled my pledge in February that I am no longer eligible to vote. 
My commitment to the FOH was to be in it until we had the funds to pay back budge. 
can someone remind me when we voted to say if your not a continued pledger your membership is cancelled ?

 

 

The rules around lapses were defined, and approved, in the Governance proposals. 

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  • davemclaren changed the title to FOH EGM and Vote ( edited )

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