Stewart wallace and FOH representatives

[portobellojambo1]

2 hours ago, Pasquale for King said:

She’s the chairman, she’s staying as the chairman, there is no new board just the same folk she chose who won’t challenge her. She would need to be voted out as chairman in an EGM called by the FoH if I remember correctly what FF and others have said. She’s said herself she’s going nowhere, RNs contract to be with us for 3 years and the benefactors having agreed to back the club for 5 years if she stays and mooted building our own training facility. Far too many folk don’t actually pay attention to what she’s said about the clubs future and her part, not many of us knew she had loaned the club £3.1m to cover her own failings for instance. 

Why shouldn’t the new owners put their own model in for how the club is run moving forward? Especially when the current system isn’t exactly a roaring success. 
 

 

I do agree with what you say in terms of her not going anywhere, however by that I think she means she intends to remain on the board, only because she purchased the UKIO Bankas shareholding which Romanov had hidden under a Swiss holding company, something which only came to light after she, in the guise of Bidco, had purchased the shareholding registered with UKIO Bankas. She will be offered a position on the board, but doesn't have to accept that position, but may do so until such time as she has been repaid in full. Because reality is that once the shareholding changes hands Bidco, as a business, could then be wound up, although she may want to retain it as a live company until such time as the money she gave to HMFC, again in the guise of Bidco, has been paid back in full and she can then declare their closing accounts before winding up Bidco. As I said before I've not read the governance in full, but my understanding is the same as Francia Albert's, in as much as it relates to FoH owning the company, but not running it. But HMFC will become like any other company, it will act on behalf of its shareholders, and as the main shareholders FOH will have a say in both the expectations of the company, and the football board of that company. It is in all effects a new company in a way, and the way it functions, the expectations of those on the football board, will/could all change and need to be laid down at outset. The individual FOH contributors won't be able to vote on club matters, unless as individuals they also have an individual shareholding, something which I have. But the contributors will still have a say, but anything will have to be transmitted to the club via FOH, as a block vote on behalf of the major shareholding. I was unaware of the additional money which had been loaned to HMFC by Bidco until relevantly recently, but do appreciate that money needs to be repaid now. It was loans made by Ann Budge, in the guise of Bidco, and accepted/signed off by Ann Budge, as the CEO of HMFC. I don't know if, for example, there is an individual investor who might be inclined to have that debt cleared off by an investment such a person makes to the club. If such a situation was possible I suspect Ann Budge would not only accept payment but would also turn down the opportunity to remain on the new football board put in place, it would give her the opportunity to get out completely.

[David Black]

13 minutes ago, davemclaren said:

It would indeed but it would be a token gesture as FoH have a majority of the shares. 

It would only if I was opposed to what the motion was.

[davemclaren]

8 minutes ago, David Black said:

It would only if I was opposed to what the motion was.

It would make no difference either way. 

[Francis Albert]

16 minutes ago, portobellojambo1 said:

I do agree with what you say in terms of her not going anywhere, however by that I think she means she intends to remain on the board, only because she purchased the UKIO Bankas shareholding which Romanov had hidden under a Swiss holding company, something which only came to light after she, in the guise of Bidco, had purchased the shareholding registered with UKIO Bankas. She will be offered a position on the board, but doesn't have to accept that position, but may do so until such time as she has been repaid in full. Because reality is that once the shareholding changes hands Bidco, as a business, could then be wound up, although she may want to retain it as a live company until such time as the money she gave to HMFC, again in the guise of Bidco, has been paid back in full and she can then declare their closing accounts before winding up Bidco. As I said before I've not read the governance in full, but my understanding is the same as Francia Albert's, in as much as it relates to FoH owning the company, but not running it. But HMFC will become like any other company, it will act on behalf of its shareholders, and as the main shareholders FOH will have a say in both the expectations of the company, and the football board of that company. It is in all effects a new company in a way, and the way it functions, the expectations of those on the football board, will/could all change and need to be laid down at outset. The individual FOH contributors won't be able to vote on club matters, unless as individuals they also have an individual shareholding, something which I have. But the contributors will still have a say, but anything will have to be transmitted to the club via FOH, as a block vote on behalf of the major shareholding. I was unaware of the additional money which had been loaned to HMFC by Bidco until relevantly recently, but do appreciate that money needs to be repaid now. It was loans made by Ann Budge, in the guise of Bidco, and accepted/signed off by Ann Budge, as the CEO of HMFC. I don't know if, for example, there is an individual investor who might be inclined to have that debt cleared off by an investment such a person makes to the club. If such a situation was possible I suspect Ann Budge would not only accept payment but would also turn down the opportunity to remain on the new football board put in place, it would give her the opportunity to get out completely.

The £3m loan by Ann was to the club and of course the club will be obliged to repay it under whatever the terms of the loan are.

Some comments in recent posts seem to  suggest the loan may be conditional on Ann retaining a board seat until it is repaid or alternatively it has to be repaid immediately if Ann loses or relinquishes her board seat. 

Since the loan was required as a result of Ann's stewardship of the club that would seem a wee bit cheeky ... 

I wonder if the delay in FOH taking the shares (for which no credible explanation has ever been given) might have something to do with the terms of the loan?

 

[portobellojambo1]

21 minutes ago, Francis Albert said:

The £3m loan by Ann was to the club and of course the club will be obliged to repay it under whatever the terms of the loan are.

Some comments in recent posts seem to  suggest the loan may be conditional on Ann retaining a board seat until it is repaid or alternatively it has to be repaid immediately if Ann loses or relinquishes her board seat. 

Since the loan was required as a result of Ann's stewardship of the club that would seem a wee bit cheeky ... 

I wonder if the delay in FOH taking the shares (for which no credible explanation has ever been given) might have something to do with the terms of the loan?

 

 

Is it not possibly a case that either Bidco or FOH, or possibly both, had said that the change of shareholding wouldn't take place until such time as all debt had been cleared, or something similar. Even so, if something is in place that may be why FOH may feel obliged to offer her a position on the board, although I thought that was more to do with the shareholding she had purchased from the Scandinavian Hearts fans who had purchased it from the holding company in Switzerland. I'm sure FF posted something on here a wee while back saying the cost price she paid for that holding was around £19k, and I'd guess if they wanted to the FOH should be in a position to purchase that shareholding directly from her.

Edited May 13, 2021 by portobellojambo1

[iainmac]

3 hours ago, EIEIO said:

I'm with you @davemclarenan admin is needed a couple of days a week to answer queries and sort out pledging / banking issues. If the FoH committee members cannot devote enough time to the task they should resign. A paid CEO at anything more than the minimum wage would seem way over the top.

 

Having done this role for a couple of years, it's more than a couple of days per week. Having said that, some of the "work" generated could easily be eliminated by implementing bog standard business processes to eradicate the unproductive stuff. 

 

 

 

 

 

 

 

 

 

 

 

[Francis Albert]

49 minutes ago, davemclaren said:

It’s an accident of intention, I agree.  

You mean FOH directors did not intend to make transfer of power within FOH difficult?

[Francis Albert]

3 minutes ago, portobellojambo1 said:

 

Is it nor possibly a case that either Bidco or FOH, or possibly both, had said that the change of shareholding wouldn't take place until such time as all debt had been cleared, or something similar. Even so, if something is in place that may be why FOH may feel obliged to offer her a position on the board, although I thought that was more to do with the shareholding she had purchased from the Scandinavian Hearts fans who had purchased ir from the holding company in Switzerland. I'm sure FF posted something on here a wee while back saying the cost price she paid for that holding was around £19k, and I'd guess if they wanted to the FOH should be in a position to purchase that shareholding directly from her.

I would be in a position to buy it for the smash and grab price she paid!

[portobellojambo1]

Just now, Francis Albert said:

I would be in a position to buy it for the smash and grab price she paid!

So am I, but I'm quite happy with the personal shareholding I hold at that moment, plus the contributions I make to FOH, both individually and as a member of PHSC.

[davemclaren]

34 minutes ago, Francis Albert said:

You mean FOH directors did not intend to make transfer of power within FOH difficult?

No, I meant that it’s designed to provide stability rather than change. 

[davemclaren]

33 minutes ago, Francis Albert said:

I would be in a position to buy it for the smash and grab price she paid!

Do you think she would sell for that price? 😄

[Francis Albert]

9 minutes ago, davemclaren said:

Do you think she would sell for that price? 😄

Of course not. My point! At that price FOH would have paid about £90k not £11m plus.

Edited May 13, 2021 by Francis Albert

[Francis Albert]

9 minutes ago, davemclaren said:

No, I meant that it’s designed to provide stability rather than change. 

Ok but doesn't it amount to much the same thing in practice ... difficult to change

 

And if the result were to be stable mediocrity not necesssrily desirsble.

Edited May 13, 2021 by Francis Albert

[davemclaren]

2 minutes ago, Francis Albert said:

Ok but doesn't it amount to much the same thing in practice ... difficult to change

 

And if the result were to be stable mediocrity not necesssrily desirsble.

I don’t disagree. I suppose it’s to  reduce the impact of knee jerk reactions but one man’s knee jerk reaction is another man’s urgently required change. Finding the right balance is the challenge. 

[Francis Albert]

4 minutes ago, davemclaren said:

I don’t disagree. I suppose it’s to  reduce the impact of knee jerk reactions but one man’s knee jerk reaction is another man’s urgently required change. Finding the right balance is the challenge. 

Agreed.

[Footballfirst]

5 hours ago, portobellojambo1 said:

I do agree with what you say in terms of her not going anywhere, however by that I think she means she intends to remain on the board, only because she purchased the UKIO Bankas shareholding which Romanov had hidden under a Swiss holding company, something which only came to light after she, in the guise of Bidco, had purchased the shareholding registered with UKIO Bankas. 

You have the timing wrong.  The shareholding in the name of the Swiss company, Quantum Holding SA, (15% at the time) was known about from at least 2011, i.e. before the club even went into administration, as it was listed in contemporaneous Companies House documents.

 

AB almost certainly knew about the shares personally as the Nordic group who were interested in taking over the club had already entered into an agreement to purchase the shares from Quantum's administrator in 2013.  They agreed to stand back to allow Bidco to acquire the shares via the general offer under the rules of the Takeover panel once the club came out of administration.  AB acquired the Quantum shares for approximately £19k of her own money.

 

AB acquired control of a further 4.2% of the club's shares which were held in the name of HOM 2005, which was the original purchase vehicle used by Romanov to buy the club.  HOM 2005 was a subsidiary of UBIG, so the shareholding should have formed part of the £100k purchase of UBIG's/Ukio Bankas' shareholdings in 2014, but for some reason was overlooked.  HOM 2005 was subsequently dissolved meaning that the shares it held became Crown property.  Hearts had to go to the Court of Session in November 2016 in order for the Crown to renounce its rights to the shares.

[mitch41]

Ann Budge our Chairwoman, Andrew McKinlay our CEO, Cumming, Hogg, Windram, Duncan, McCallum, Savage the one thing about all these Directors is that they are OUR Directors ! And when we finally make our last FOH Legal payment in June to Ann Budge our fans who are FOH members will become outright owners of Heart of Midlothian Football Club. 
The one thing I never want to happen is that our 2 FOH Officials who are elected onto the Hearts board are not taken seriously but have a big say in all major decisions after all they will be representing the life and blood of our club. It should never have to come down to a vote on who has the most shares because if it did the trust in a board would be lost. No one ever said this was going to be easy but the bottom line is that Hearts will be owned by the supporters , I’m sure whoever is Chairperson and Board members will always respect that. 
Wow I’m thinking where did that come from 😎.

[portobellojambo1]

3 hours ago, Footballfirst said:

You have the timing wrong.  The shareholding in the name of the Swiss company, Quantum Holding SA, (15% at the time) was known about from at least 2011, i.e. before the club even went into administration, as it was listed in contemporaneous Companies House documents.

 

AB almost certainly knew about the shares personally as the Nordic group who were interested in taking over the club had already entered into an agreement to purchase the shares from Quantum's administrator in 2013.  They agreed to stand back to allow Bidco to acquire the shares via the general offer under the rules of the Takeover panel once the club came out of administration.  AB acquired the Quantum shares for approximately £19k of her own money.

 

AB acquired control of a further 4.2% of the club's shares which were held in the name of HOM 2005, which was the original purchase vehicle used by Romanov to buy the club.  HOM 2005 was a subsidiary of UBIG, so the shareholding should have formed part of the £100k purchase of UBIG's/Ukio Bankas' shareholdings in 2014, but for some reason was overlooked.  HOM 2005 was subsequently dissolved meaning that the shares it held became Crown property.  Hearts had to go to the Court of Session in November 2016 in order for the Crown to renounce its rights to the shares.

 

Apologies FF, I was unaware of the ins and outs of the dates relating to the Quantum shareholding, other than they weren't included in the original purchase of shares held by UBIG/Ukio. I mistakenly assumed she hadn't become aware of the Quantum holding until after the original purchase had been made.

[Francis Albert]

2 hours ago, mitch41 said:

Ann Budge our Chairwoman, Andrew McKinlay our CEO, Cumming, Hogg, Windram, Duncan, McCallum, Savage the one thing about all these Directors is that they are OUR Directors ! And when we finally make our last FOH Legal payment in June to Ann Budge our fans who are FOH members will become outright owners of Heart of Midlothian Football Club. 
The one thing I never want to happen is that our 2 FOH Officials who are elected onto the Hearts board are not taken seriously but have a big say in all major decisions after all they will be representing the life and blood of our club. It should never have to come down to a vote on who has the most shares because if it did the trust in a board would be lost. No one ever said this was going to be easy but the bottom line is that Hearts will be owned by the supporters , I’m sure whoever is Chairperson and Board members will always respect that. 
Wow I’m thinking where did that come from 😎.

Why after the shares are eventually  transferred won't FOH appointed directors not just have a big say but a controlling say in all major decisions? A bit like Ann and her appointees have at present?

[Pasquale for King]

9 hours ago, portobellojambo1 said:

I do agree with what you say in terms of her not going anywhere, however by that I think she means she intends to remain on the board, only because she purchased the UKIO Bankas shareholding which Romanov had hidden under a Swiss holding company, something which only came to light after she, in the guise of Bidco, had purchased the shareholding registered with UKIO Bankas. She will be offered a position on the board, but doesn't have to accept that position, but may do so until such time as she has been repaid in full. Because reality is that once the shareholding changes hands Bidco, as a business, could then be wound up, although she may want to retain it as a live company until such time as the money she gave to HMFC, again in the guise of Bidco, has been paid back in full and she can then declare their closing accounts before winding up Bidco. As I said before I've not read the governance in full, but my understanding is the same as Francia Albert's, in as much as it relates to FoH owning the company, but not running it. But HMFC will become like any other company, it will act on behalf of its shareholders, and as the main shareholders FOH will have a say in both the expectations of the company, and the football board of that company. It is in all effects a new company in a way, and the way it functions, the expectations of those on the football board, will/could all change and need to be laid down at outset. The individual FOH contributors won't be able to vote on club matters, unless as individuals they also have an individual shareholding, something which I have. But the contributors will still have a say, but anything will have to be transmitted to the club via FOH, as a block vote on behalf of the major shareholding. I was unaware of the additional money which had been loaned to HMFC by Bidco until relevantly recently, but do appreciate that money needs to be repaid now. It was loans made by Ann Budge, in the guise of Bidco, and accepted/signed off by Ann Budge, as the CEO of HMFC. I don't know if, for example, there is an individual investor who might be inclined to have that debt cleared off by an investment such a person makes to the club. If such a situation was possible I suspect Ann Budge would not only accept payment but would also turn down the opportunity to remain on the new football board put in place, it would give her the opportunity to get out completely.

I just don’t think she wants out, she admitted to being a control freak and I can’t see her leaving even when the money is paid back to her. 
We will see shortly when the last £100k of shares is paid off if anything changes. I think I might need to go to the AGM for once. 

[Pasquale for King]

30 minutes ago, Francis Albert said:

Why after the shares are eventually  transferred won't FOH appointed directors not just have a big say but a controlling say in all major decisions? A bit like Ann and her appointees have at present?

I think that’s what most folk think but Budge has said herself that she’s not going anywhere, the same folk will be running the club. Nothing will change, the two FoH reps aren’t going to rock the boat. 

[Japan Jambo]

On 12/05/2021 at 14:22, Des Lynam said:

Should we do this with one of the hardest championship’s in the world to win? 
 

https://www.bbc.co.uk/sport/football/57086460

 

Have to say I think what they have done is brilliant. Love the fact that they thought about their fans in all this. 

[davemclaren]

2 minutes ago, Japan Jambo said:

 

Have to say I think what they have done is brilliant. Love the fact that they thought about their fans in all this. 

I assume it’s just a replica they are meting down, unless the Dutch FA present a new trophy every season? 🤷‍♂️

[Japan Jambo]

3 minutes ago, davemclaren said:

I assume it’s just a replica they are meting down, unless the Dutch FA present a new trophy every season? 🤷‍♂️

 

They actually gave them two with this in mind, well played all round. 

[davemclaren]

7 minutes ago, Japan Jambo said:

 

They actually gave them two with this in mind, well played all round. 

Well done the Dutch FA or League.