Francis Albert Posted February 10, 2021 Share Posted February 10, 2021 6 minutes ago, Dusk_Till_Dawn said: I’m guilty of not asking a question so I guess I can’t moan but those minutes are shite. I'd have expected at least a few under arm deliveries like those at the Club AGM! Quote Link to comment Share on other sites More sharing options...
David Black Posted February 10, 2021 Share Posted February 10, 2021 At the risk of sounding like a broken record, this again highlights my assertion that once handover of shares are complete and giving a settling in period of 6 months(?) there should be a streamlining of the entire Club Board/FOH Board system we have at present and only have the Club Board. When I have raised this before it has never been explained fully why this should not happen. This is just another example. The solution would be to have the one Board truly accountable to us, the members and owners of the club, and employ someone to look after the DD's , the plot ceremonies and any communication by e-mails. Maybe I am being to simplistic, but at the moment it does appear to be failing us. Quote Link to comment Share on other sites More sharing options...
davemclaren Posted February 10, 2021 Share Posted February 10, 2021 10 minutes ago, David Black said: At the risk of sounding like a broken record, this again highlights my assertion that once handover of shares are complete and giving a settling in period of 6 months(?) there should be a streamlining of the entire Club Board/FOH Board system we have at present and only have the Club Board. When I have raised this before it has never been explained fully why this should not happen. This is just another example. The solution would be to have the one Board truly accountable to us, the members and owners of the club, and employ someone to look after the DD's , the plot ceremonies and any communication by e-mails. Maybe I am being to simplistic, but at the moment it does appear to be failing us. The club can’t legally own itself so there has to be a separate entity ( FoH in this case ) that owns the shares on behalf of the members. Quote Link to comment Share on other sites More sharing options...
Francis Albert Posted February 10, 2021 Share Posted February 10, 2021 7 minutes ago, David Black said: At the risk of sounding like a broken record, this again highlights my assertion that once handover of shares are complete and giving a settling in period of 6 months(?) there should be a streamlining of the entire Club Board/FOH Board system we have at present and only have the Club Board. When I have raised this before it has never been explained fully why this should not happen. This is just another example. The solution would be to have the one Board truly accountable to us, the members and owners of the club, and employ someone to look after the DD's , the plot ceremonies and any communication by e-mails. Maybe I am being to simplistic, but at the moment it does appear to be failing I agree. Once controlling majority of shares is transferred, FOH will determine the membership of the Club board. Having FOH representatives on the club board or a separate FOH board is unnecessary. There needs to be a process for FOH members to approve the FOH's vote on appointments to the club board. As FoH majority controlling owner FOH members financial support can be provided direct to the club without passing through a middleman. Quote Link to comment Share on other sites More sharing options...
Francis Albert Posted February 10, 2021 Share Posted February 10, 2021 3 hours ago, Footballfirst said: https://www.foundationofhearts.org/wp-content/uploads/2021/02/649321391_1.pdf Where is this online? I can't see anything on the FOH website. Have seen a twitter link but I am not on Twitter. Quote Link to comment Share on other sites More sharing options...
Saint Jambo Posted February 10, 2021 Share Posted February 10, 2021 3 minutes ago, Francis Albert said: Where is this online? I can't see anything on the FOH website. Have seen a twitter link but I am not on Twitter. It's on the governance page. https://www.foundationofhearts.org/admin/ Quote Link to comment Share on other sites More sharing options...
Footballfirst Posted February 10, 2021 Author Share Posted February 10, 2021 (edited) 5 minutes ago, Francis Albert said: Where is this online? I can't see anything on the FOH website. Have seen a twitter link but I am not on Twitter. This is the link from Twitter https://www.foundationofhearts.org/admin/ which in turn takes you to the Minutes PDF Edited February 10, 2021 by Footballfirst Quote Link to comment Share on other sites More sharing options...
iainmac Posted February 10, 2021 Share Posted February 10, 2021 1 hour ago, Francis Albert said: I don't doubt it. It is a few years ago since I told Gary Halliday that I did not want invites to plot ceremonies and the like. He seemed grateful ... I suppose one less invite to send, one less response to check, one place freed for others. Just trying to help Iain! The backlog when we get out of this really concerns me. I worry for Garry. Quote Link to comment Share on other sites More sharing options...
Saint Jambo Posted February 10, 2021 Share Posted February 10, 2021 I've been critical or various aspects of FOH comms and governance but really not sure what people were expecting. 3 hours ago, Footballfirst said: We know that the FOH Board keeps an eye on JKB to gauge the views of the membership. Even if no-one felt strongly enough to submit questions formally, I think that it would have been appropriate and common sense for the Board to make a statement covering such things as the delayed transfer of shares. The Board did make this statement. It was the Chairman's letter that was released with the notice of the AGM. It addressed the transfer of shares. I and others might not particularly have liked the answer but without anyone submitting questions another statement would have just reiterated the one made a few weeks earlier. 2 hours ago, Francis Albert said: It took 2 weeks to publish that? I did not receive the email notice of the AGM and had no reply to the same email address I complained to (successfuly) when I did not receive the notice of the EGM in December. I therefore did not know what FOH email address to use to ask questions. Or which email address they might choose to reply to. I have never had a problem sending them money. The minute is a legal record of the meeting. Unless Stuart had stood up and addressed an empty room it couldn't contain anything other than what is there. As for the address to send questions to, it was in the AGM info posted on the FOH website. I also posted it earlier on the thread. Quote Link to comment Share on other sites More sharing options...
Jambo-Fox Posted February 10, 2021 Share Posted February 10, 2021 1 hour ago, Dusk_Till_Dawn said: I’m guilty of not asking a question so I guess I can’t moan but those minutes are shite. How can you criticise the minutes of a meeting you were not at? They are either accurate or not. As the meeting only lasted 20 minutes I’d be inclined to think they are accurate so I’d describe them as ‘good’! Quote Link to comment Share on other sites More sharing options...
Footballfirst Posted February 10, 2021 Author Share Posted February 10, 2021 5 minutes ago, Saint Jambo said: I've been critical or various aspects of FOH comms and governance but really not sure what people were expecting. The Board did make this statement. It was the Chairman's letter that was released with the notice of the AGM. It addressed the transfer of shares. I and others might not particularly have liked the answer but without anyone submitting questions another statement would have just reiterated the one made a few weeks earlier. This is what was said about the transfer in the "statement" "We are now clear that we would like to see the ownership transfer take place around the end of this season. We would like to share the event with our members .........." That does answer why it didn't take place a year ago or at any point since then, given FOH had the funds last February, which was before the shutdown of football due to Covid. They say that they are looking at the legal and financial aspects of the transfer of majority ownership. Those actions should have taken place in the months preceding last February. Quote Link to comment Share on other sites More sharing options...
Saint Jambo Posted February 10, 2021 Share Posted February 10, 2021 17 minutes ago, Footballfirst said: This is what was said about the transfer in the "statement" "We are now clear that we would like to see the ownership transfer take place around the end of this season. We would like to share the event with our members .........." That does answer why it didn't take place a year ago or at any point since then, given FOH had the funds last February, which was before the shutdown of football due to Covid. They say that they are looking at the legal and financial aspects of the transfer of majority ownership. Those actions should have taken place in the months preceding last February. I agree with you, but they made their statement and then invited questions on it. If people didn't ask questions it seems unreasonable to them criticise them for not answering questions they weren't asked. Quote Link to comment Share on other sites More sharing options...
graygo Posted February 11, 2021 Share Posted February 11, 2021 5 hours ago, Francis Albert said: It took 2 weeks to publish that? I did not receive the email notice of the AGM and had no reply to the same email address I complained to (successfuly) when I did not receive the notice of the EGM in December. I therefore did not know what FOH email address to use to ask questions. Or which email address they might choose to reply to. I have never had a problem sending them money. Really? You should have mentioned it before. Quote Link to comment Share on other sites More sharing options...
Dusk_Till_Dawn Posted February 11, 2021 Share Posted February 11, 2021 9 hours ago, Jambo-Fox said: How can you criticise the minutes of a meeting you were not at? They are either accurate or not. As the meeting only lasted 20 minutes I’d be inclined to think they are accurate so I’d describe them as ‘good’! I mean the lack of detail round about them. Like someone else said, would it really have been difficult for FOH to provide a more concrete update on where the whole show is at? I know no questions were asked but you’d think that out of courtesy to the people who pile in the money every month they might have supplemented the AGM minutes with additional info on where FOH goes from here. Quote Link to comment Share on other sites More sharing options...
Saint Jambo Posted February 11, 2021 Share Posted February 11, 2021 8 minutes ago, Dusk_Till_Dawn said: I mean the lack of detail round about them. Like someone else said, would it really have been difficult for FOH to provide a more concrete update on where the whole show is at? I know no questions were asked but you’d think that out of courtesy to the people who pile in the money every month they might have supplemented the AGM minutes with additional info on where FOH goes from here. They provided an update like that in the Chairman's letter. They provided before rather than after the meeting, presumably so people could ask questions on the areas they wanted more detail. I don't know if people missed that. I can't see it on the FOH website anymore, so here it is again. Stuart Wallace's Review of the Foundation's Activities I would like to start by wishing everyone a Happy New Year and a healthy 2021. We are by necessity departing from tradition this year in that our AGM must be a closed meeting, hence rather than an AGM address I am providing a report. Covid-19 and Club funding 2020 will no doubt be remembered as the year of the global Covid-19 pandemic, with most countries, many households and countless individuals hit hard by its consequences. Despite that backdrop, the commitment of our members to Foundation of Hearts remains incredibly robust. The global pandemic saw the cessation of onfield matters and in turn many months of rancour and dispute. I remain as steadfast in my view today as I was then, that the treatment meted out by the Scottish Football Authorities lacked imagination, lacked a desire to find common ground and lacked any form of integrity. Much has been said on this topic, hence I will say no more for now, other than, as a fans’ group, we will always feel incredibly let down. What we did see as a result of the pandemic and the treatment of the Club was a quite unprecedented surge in membership levels, such that the number of members hit a new high. During the last year our average number of members was 7,873, although it is worth noting that our peak was just short of 8,500 members. Given that rise in membership levels and the amount of one-off donations received, we were able to pass record amounts of funding to the Club. Our highest monthly contribution to the Club is now a rather elegant £151,000, with the total amount pledged by Hearts fans to Foundation of Hearts as of today in excess of £11,000,000, a spectacular achievement. Annual accounts Along with this document, you will find a copy of our annual accounts for the year ending 30 June 2020. You’ll see from the accounts that during the financial year we achieved the significant milestone of acquiring full participation in the Bidco senior loan as well as providing a further £602,500 of working capital to the Club. Total donations for the year amounted to £1,458,263 which was broadly in line with our takings in the prior financial period. I should emphasise that the membership increase mentioned previously started in spring 2020 and is therefore not fully reflected in this result. You’ll also see from the accounts that we continue to run a lean operation from a cost perspective in line with our ethos that every pledge is precious. Our largest costs in the financial year were the direct debit charges we pay to our payment providers GoCardless and Paypal at around 1% of our total pledge value. Other than that, our cost base primarily consists of a small number of marketing fees, costs of delivering our plot ceremonies as well as bookkeeping and accountancy fees. I should mention that nobody involved in the Foundation, from the Directors to our incredible volunteers, take any form of compensation – they invest their time and energy only out of their love for this football club. Member events Our ever-popular plot ceremonies have fallen victim to the pandemic with the stadium being closed to mass gatherings. Rest assured we aim to recommence these with a full programme of events as soon as we are able. Whilst we were able to hold a number of evening membership club events (for example the 1956 club) to award certificates in the fans bar, again this has ceased during the current lockdown. We will restart these events as soon as we are able to as we are keen to recognise the incredible achievements of our members. Once again these events would not happen were it not for the volunteers who assist us, and we are grateful to them and also to the ‘legends’ who help support these events. Reward points continue to accumulate for every £ that is pledged thus taking members through the various membership levels. We will have a backlog of events, but we will get there, in time. I should note we are also working on the development of a member app which will allow members to manage their pledge, view rewards and make one off payments from their mobile phone. We anticipate delivery of the app in the first half of this calendar year. Governance During the last year we dealt with an important matter of governance. At last year’s AGM we were challenged around whether the 90% super-majority required in the event of a proposed disposal of any part of the Foundation’s future shareholding was set too high. Following an informal polling of members’ views earlier in the year, we convened a general meeting in December to give members an opportunity to decide between retaining the existing 90% super-majority or changing it to 75%. Due to pandemic restrictions, it was necessary to hold the meeting as a closed meeting but members were able to cast their votes in advance. The result of the vote, which attracted a 29% turnout, was that the special resolution to change the super-majority fell marginally short of the 75% majority which it required in order to be passed. This means that any proposed disposal of our majority shareholding will in future require a super-majority of 90% voting in favour of that disposal. My thanks to all who took part in this democratic exercise, not least Eric Clelland who made the written case for 75% and Alex Mackie our founding chairman who made the case for 90%. We are grateful for their time and support. I should mention that as things stand today, I see no immediate prospect of the question arising any time soon around the disposal of some or all our majority shareholding. Our journey to being majority shareholder has been hard won and we have no desire to relinquish that position any time soon. That said, we are aware that our governance model is built to deal with matters arising not just in the next few years but in the next 25 years and beyond. We have no way of knowing if circumstances will change or whether external investment in return for equity will ever be desirable, hence it is important we build a structure that can deal with such issues. Transfer of ownership Our focus is now on effecting the transfer of the majority shareholding in Heart of Midlothian Football Club to Foundation of Hearts on behalf of our incredible supporters. Our journey has not been helped by the pandemic, by the treatment of the Club and having our focus turned to these matters as the pandemic unfolded. We are now clear that we would like to see the ownership transfer take place around the end of this season. We would like to share the event with our members, hence the return of fans to Tynecastle Park is important to us, and it has a nice symmetry to see the Club return to the Scottish Premiership around the same time, hopefully. We are now engaged with the Club board and Bidco in arranging the detailed steps that are required to effect the transfer, both legally and financially. I will stay in touch as our work progresses, but I want you, our members, to know that we are working tirelessly to put the football club into your hands, as promised. Thank you I should close by reminding everyone how positive the above update is given the global backdrop, we never cease to be amazed and humbled by you the Hearts supporters, thank you. I would also like to express a few thanks on behalf of Foundation of Hearts to those members who assist us quietly in the background in their own time. To Brian Muir, Russell Baird, Stephen Brown and those others who have been in touch more recently to offer their support. You know who you are, thank you. To all those at the football club who support us strongly with our online content and matchday presence, specifically Gary Locke, Cat McCallum, Sven and Phil, again thank you. Also, to Iain Macleod who was of incredible assistance to us this year on technology matters. Iain has now stepped back from his duties to take a well earned rest, we’re grateful for all the support and counsel he offered. Finally, to Barry McGonagle. Barry is one of the quiet men of the Foundation board, he is our financial guru and has at times helped us navigate our way through some incredibly complex accounting issues. Barry is stepping down by rotation having spent 6 years on our board. He was Finance Director with one of Scotland’s most successful tech companies, but a career move means we must now thank Barry and wish him every good fortune with that move. We are grateful for his camaraderie, his good humour and his wise counsel, thank you Barry. Barry’s decision means that we will have a new Director on the Foundation of Hearts board, which is covered in our AGM notice. I wish you all the very best of health and good fortune in 2021 and a return of our beloved football club to the top table of Scottish football, where we have always belonged. Stuart R Wallace Chairman, Foundation of Hearts Quote Link to comment Share on other sites More sharing options...
Francis Albert Posted February 11, 2021 Share Posted February 11, 2021 The explanation for the delay in share transfer given by Stuart in December did not make much sense then, and it made less by the 28th January. Does anyone believe there will be a big celebration at Tynie at the end of the season (3 months time) or the beginning of next season (5 months)? Even at the expense of speaking to an empty room an update could have been volunteered and minuted. Anyway, now that the scale of the impact of Covid is clearer then with the benefit of hindsight the delay may prove to be a good thing. Some sort of refinancing may be needed depending on the scale of the financial impact of Covid. Having had to involve 8000 odd members in decisions might have proved a bit of an obstacle to quick (or indeed any) action if needed. I wonder if that might have had more to do with the delay than the desire to have a party. Quote Link to comment Share on other sites More sharing options...
davemclaren Posted February 11, 2021 Share Posted February 11, 2021 4 minutes ago, Francis Albert said: The explanation for the delay in share transfer given by Stuart in December did not make much sense then, and it made less by the 28th January. Does anyone believe there will be a big celebration at Tynie at the end of the season (3 months time) or the beginning of next season (5 months)? Even at the expense of speaking to an empty room an update could have been volunteered and minuted. Anyway, now that the scale of the impact of Covid is clearer then with the benefit of hindsight the delay may prove to be a good thing. Some sort of refinancing may be needed depending on the scale of the financial impact of Covid. Having had to involve 8000 odd members in decisions might have proved a bit of an obstacle to quick (or indeed any) action if needed. I wonder if that might have had more to do with the delay than the desire to have a party. Closer to the truth I imagine. Quote Link to comment Share on other sites More sharing options...
pettigrewsstylist Posted February 11, 2021 Share Posted February 11, 2021 20 hours ago, iainmac said: The backlog when we get out of this really concerns me. I worry for Garry. Surely, as a membership, we can provide free manning to step up and solve the issue. Quote Link to comment Share on other sites More sharing options...
Lone Striker Posted February 27, 2021 Share Posted February 27, 2021 On 03/02/2021 at 17:42, Footballfirst said: On the home page of the FOH website https://www.foundationofhearts.org/ There is little information held about previous donations so you have to keep your own records. Apr-20 10,122,599 120,214 May-20 10,244,072 121,473 Jun-20 10,382,057 137,985 Jul-20 10,537,301 155,244 Aug-20 10,681,578 144,277 Sep-20 10,826,380 144,802 Oct-20 10,968,978 142,598 Nov-20 11,112,411 143,433 Dec-20 11,264,610 152,199 The new total figure is on the FoH site now - 11,552,182. This would imply that the January 2021 monthly figure is 287,572 ..... which seems very high. Could more of our Cup Final donations be part of it ? Or perhaps this is the Jan+Feb combined figure ? Anyway, by the time the summer comes, we'll have raised £12m Quote Link to comment Share on other sites More sharing options...
Footballfirst Posted February 27, 2021 Author Share Posted February 27, 2021 3 minutes ago, Lone Striker said: The new total figure is on the FoH site now - 11,552,182. This would imply that the January 2021 monthly figure is 287,572 ..... which seems very high. Could more of our Cup Final donations be part of it ? Or perhaps this is the Jan+Feb combined figure ? Anyway, by the time the summer comes, we'll have raised £12m It will be the two month figure for January and February contributions. Pledges tend to tail off in January and February for seasonal factors like people being short of cash. £287,572 is still an excellent figure for those two months. FOH was averaging under £120k a month at this time last year. Quote Link to comment Share on other sites More sharing options...
Lone Striker Posted February 27, 2021 Share Posted February 27, 2021 4 minutes ago, Footballfirst said: It will be the two month figure for January and February contributions. Pledges tend to tail off in January and February for seasonal factors like people being short of cash. £287,572 is still an excellent figure for those two months. FOH was averaging under £120k a month at this time last year. Ah ok - makes sense. Yes, it's still an impressive 2-month figure given the circumstances we're living through. I'm sure we all just wish it was delivering a more exciting team on the pitch !! 🙄 Quote Link to comment Share on other sites More sharing options...
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