| Interesting Trust Email 20:09 - Jun 29 with 140416 views | Neath_Jack |
Regarding the options open to us.
It's going to cause some massive debate on here i reckon  |  |
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| Interesting Trust Email on 12:15 - Jul 9 with 3288 views | E20Jack |
| Interesting Trust Email on 07:48 - Jul 9 by NOTRAC |
It is no good going blindly into litigation if even success provides the Trust with something it does not want.A potful of money ,but no shares or say in the running of the club.
The only way that I would be in favour of litigation would be if there was something extra at the end of it.Something that does not deplete the Trust's capital ,simply changing one type of asset,shares and cash into another , but into an asset that would give it immediate power over whoever owns us.
There is one asset that the Americans are desperate to acquire.If the Trust said we also want to acquire that asset and we can if we win the litigation battle, then I would be all for it.
I refer of course to the Liberty lease.
The ownership of that lease would give the Trust power over the Americans or any consortium that eventually owns us.
Through ownership we would govern the rent chargeable and any other conditions that the Trust may want to include in a sub lease.For example a guaranteed place on the Board..
Time however is short.The Americans have not hidden their desire to acquire the lease, even though they cannot give major reasons for their haste.In reality of course they know that owning the lease gives them that full control which is so important as far as future sales are concerned.
The Trust should indicate to the Local Authority their own intention of acquiring the lease through compensation from litigation and put a stop to the Americans acquiring it.
The Trust would have another purpose in going for litigation, and by acquiring the lease would have the power to be a force now and in the future. [Post edited 9 Jul 2017 8:00]
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Superb idea, truly.
If this is the least bit workable then the Trust should do everything it can to acquire it. It could even leverage money against it in order to buy the club if the time comes and a bit extra is needed -am I right in thinking?
How much do you think it would cost? |  |
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| Interesting Trust Email on 12:53 - Jul 9 with 3267 views | homeiswheretrundleis |
Yes this would be a great idea if we don't have enough money to buy it outright we may be able to purchase part of it say half of it and be in equal ownership with the council (The Council may favour the trust being they have helped us before when in need) even other parties would be interested but we must all be on equal shares
Homeiswhereleonis ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ |  | | |
| Interesting Trust Email on 17:56 - Jul 9 with 3155 views | BytholWyn |
I've dipped in and out of this thread so the matters I want to raise may already have been covered - apologies if so.
One of the things that puzzles me the most about the original statement from the Trust is this bit: "the remedy would most likely be to compel the majority owners to buy out the Trust’s shareholding in its entirety". This doesn't make any sense as it would suit nobody (well perhaps some supporters). The Americans wouldn't want to have to fork out £20 million plus immediately and I doubt many Trust members would favour a full sale of the Trust's shares. Surely, if we were to win legal action we would have some say in indicating what remedy would suit us?
Even before the proposed deal was announced I and many others were advocating a sale of half of the shares - as this hits the sweetspot of giving a significant rainy day fund and on-going board representation - which would be resilient to any future dilution. Given that this position isn't a million miles from what's been offered this strikes me as a far more plausible remedy than one that just about nobody is in favour of - on either side of a potential court action.
The second matter that vexes me is the question of compensation.If I've understood things correctly, the original shareholder's agreement conferred veto rights on the trust. If so, this would of course go a long way to explaining why we were excluded from the sale. Would it not be possible (or even likely) that the judge would order that those rights were restored in a revamped shareholder's agreement with the new owners? This would be seriously bad news for the Americans of course - with regards to any ambitions they may have to flip the club. Failing an instruction to re-instate our veto rights, then the loss of those rights should carry with it a substantial compensation price tag - for loss of the right to block the initial sale to the Americans and for loss of the right to block future sales. I would say that the compensation for being deprived of our veto would be worth millions. This is on top of any monies received for sale of part or whole of our shareholding.
Has the QC offered any advice on the question of whether we would be entitled to any compensation or restoration of our veto rights (assuming these did in fact exist)? |  | | |
| Interesting Trust Email on 11:14 - Jul 11 with 2995 views | QJumpingJack |
bump.
Lets keep the conversation and debate going. | | | |
| Interesting Trust Email on 15:49 - Jul 11 with 2912 views | Uxbridge |
| Interesting Trust Email on 17:56 - Jul 9 by BytholWyn |
I've dipped in and out of this thread so the matters I want to raise may already have been covered - apologies if so.
One of the things that puzzles me the most about the original statement from the Trust is this bit: "the remedy would most likely be to compel the majority owners to buy out the Trust’s shareholding in its entirety". This doesn't make any sense as it would suit nobody (well perhaps some supporters). The Americans wouldn't want to have to fork out £20 million plus immediately and I doubt many Trust members would favour a full sale of the Trust's shares. Surely, if we were to win legal action we would have some say in indicating what remedy would suit us?
Even before the proposed deal was announced I and many others were advocating a sale of half of the shares - as this hits the sweetspot of giving a significant rainy day fund and on-going board representation - which would be resilient to any future dilution. Given that this position isn't a million miles from what's been offered this strikes me as a far more plausible remedy than one that just about nobody is in favour of - on either side of a potential court action.
The second matter that vexes me is the question of compensation.If I've understood things correctly, the original shareholder's agreement conferred veto rights on the trust. If so, this would of course go a long way to explaining why we were excluded from the sale. Would it not be possible (or even likely) that the judge would order that those rights were restored in a revamped shareholder's agreement with the new owners? This would be seriously bad news for the Americans of course - with regards to any ambitions they may have to flip the club. Failing an instruction to re-instate our veto rights, then the loss of those rights should carry with it a substantial compensation price tag - for loss of the right to block the initial sale to the Americans and for loss of the right to block future sales. I would say that the compensation for being deprived of our veto would be worth millions. This is on top of any monies received for sale of part or whole of our shareholding.
Has the QC offered any advice on the question of whether we would be entitled to any compensation or restoration of our veto rights (assuming these did in fact exist)? |
Regarding the remedy on legal action, you'd think the Trust would be able to choose, wouldn't you. However it's at the judge's discretion in essence. Usual practice of a successful legal challenge is to result in the impacted party being bought out. Not guaranteed though ... may be a part purchase, could be something entirely different (maybe even to provide the Trust increased protections), but it is the probable outcome.
I'd tend to agree - a half sale up front without the conditions would be better than the conditions that are on the other 5.5%. That isn't the offer though. Could further threatening legal action get to that point? Maybe, but it would be a major gamble.
In terms of the veto rights you've mentioned, they've never existed in the form that you're suggesting they have. We know why the Trust were excluded from the sale, and that's not really anything to do with it. |  |
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| Interesting Trust Email on 16:54 - Jul 13 with 2723 views | QJumpingJack |
Lets make this a sticky?
The conversation has been lost since the Gylfi news broke. | | | |
| Interesting Trust Email on 21:17 - Jul 14 with 2634 views | Dewi1jack |
| Interesting Trust Email on 16:54 - Jul 13 by QJumpingJack |
Lets make this a sticky?
The conversation has been lost since the Gylfi news broke. |
This
(plus it needed bumping) |  |
| If you wake up breathing, thats a good start to your day and you'll make many thousands of people envious. |
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| Interesting Trust Email on 20:24 - Jul 16 with 2493 views | Shaky |
| Interesting Trust Email on 16:54 - Jul 13 by QJumpingJack |
Lets make this a sticky?
The conversation has been lost since the Gylfi news broke. |
That may be true for some people, but I personally lost interest when the otherwise sensible poster Notrac bought up his pet obsession regarding stadium purchase, and a load of others uncritically jumped on the bandwagon. |  |
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| Interesting Trust Email on 09:02 - Jul 17 with 2370 views | Nookiejack |
| Interesting Trust Email on 20:24 - Jul 16 by Shaky |
That may be true for some people, but I personally lost interest when the otherwise sensible poster Notrac bought up his pet obsession regarding stadium purchase, and a load of others uncritically jumped on the bandwagon. |
Not sure whether that taxation point that you raised was ever answered. | | | |
| Interesting Trust Email on 09:04 - Jul 17 with 2369 views | E20Jack |
| Interesting Trust Email on 20:24 - Jul 16 by Shaky |
That may be true for some people, but I personally lost interest when the otherwise sensible poster Notrac bought up his pet obsession regarding stadium purchase, and a load of others uncritically jumped on the bandwagon. |
Thank God for that. | |
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| Interesting Trust Email on 09:11 - Jul 17 with 2356 views | Uxbridge |
| Interesting Trust Email on 09:02 - Jul 17 by Nookiejack |
Not sure whether that taxation point that you raised was ever answered. |
Yes it was. | |
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| Interesting Trust Email on 09:41 - Jul 17 with 2324 views | Nookiejack |
| Interesting Trust Email on 09:11 - Jul 17 by Uxbridge |
Yes it was. |
So could you confirm that the Trust pays tax on dividends and capital gains.
If that is the case could you also confirm that the Trust has therefore paid tax on previous dividends received? | | | |
| Interesting Trust Email on 09:53 - Jul 17 with 2316 views | Uxbridge |
| Interesting Trust Email on 09:41 - Jul 17 by Nookiejack |
So could you confirm that the Trust pays tax on dividends and capital gains.
If that is the case could you also confirm that the Trust has therefore paid tax on previous dividends received? |
The Trust does not have charitable status. The Trust is liable for CGT. Income is not the same as capital gains.
Needless to say, this will continue to be looked at, however the above is accurate. | |
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| Interesting Trust Email on 10:47 - Jul 17 with 2263 views | Nookiejack |
| Interesting Trust Email on 09:53 - Jul 17 by Uxbridge |
The Trust does not have charitable status. The Trust is liable for CGT. Income is not the same as capital gains.
Needless to say, this will continue to be looked at, however the above is accurate. |
Thank you
So if you don't have charitable status you don't have to pay tax on income (i.e dividends)? | | | |
| Interesting Trust Email on 13:31 - Jul 17 with 2203 views | Uxbridge |
| Interesting Trust Email on 10:47 - Jul 17 by Nookiejack |
Thank you
So if you don't have charitable status you don't have to pay tax on income (i.e dividends)? |
I haven't looked into it. Mainly because it isn't relevant to this entire discussion.
However as the Trust books are audited annually, I seriously doubt there's some unknown liability out there. | |
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| Interesting Trust Email on 15:12 - Jul 17 with 2144 views | Nookiejack |
| Interesting Trust Email on 13:31 - Jul 17 by Uxbridge |
I haven't looked into it. Mainly because it isn't relevant to this entire discussion.
However as the Trust books are audited annually, I seriously doubt there's some unknown liability out there. |
As you said Trust accounts 2015 and 2014 did not provide any tax - when Trust made circa £200k in those years. Most of the income was dividends (Trust made a small loss in 2016). So one can only assume Trust does not pay any tax on dividends.
In contrast it seems very odd that Trust will pay CGT on gain on shares.
Have you got any internet links which explains this?
Are you sure any proceeds and resultant gain - from the sale of the Trust shares - can't be rolled over and reinvested back into the shares of the club at a later stage - without paying CGT immediately? | | | |
| (No subject) (n/t) on 15:52 - Jul 17 with 2118 views | cymrojack |
[Post edited 10 Jun 2021 11:51]
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| Gwynedd & Swansea - Veteran of Morriston Boys Club |
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| Interesting Trust Email on 17:04 - Jul 17 with 2090 views | Phil_S |
| (No subject) (n/t) on 15:52 - Jul 17 by cymrojack |
[Post edited 10 Jun 2021 11:51]
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In short, no.
There is a detailed pack that is being prepared to be sent to each member which will include
* Details of what has happened and what the views/updates are from the Trust board
* Pros and cons of each option in both detailed and simplified format
* Ballot paper allowing you to make your choices and cast your vote
There will almost certainly be a forum too where members can attend and ask any further questions that they may have before making the vote as well as the options to raise questions via the Trust website |  | | |
| (No subject) (n/t) on 17:45 - Jul 17 with 2062 views | cymrojack |
| Interesting Trust Email on 17:04 - Jul 17 by Phil_S |
In short, no.
There is a detailed pack that is being prepared to be sent to each member which will include
* Details of what has happened and what the views/updates are from the Trust board
* Pros and cons of each option in both detailed and simplified format
* Ballot paper allowing you to make your choices and cast your vote
There will almost certainly be a forum too where members can attend and ask any further questions that they may have before making the vote as well as the options to raise questions via the Trust website |
[Post edited 10 Jun 2021 11:49]
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| Gwynedd & Swansea - Veteran of Morriston Boys Club |
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| Interesting Trust Email on 19:32 - Jul 17 with 2012 views | Phil_S |
| (No subject) (n/t) on 17:45 - Jul 17 by cymrojack |
[Post edited 10 Jun 2021 11:49]
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The courteous part is exactly what many people have viewed to be "overly familiar" - think it is fair to say that theres never a danger of anyone becoming overly familiar but point taken
Hopefully the pack will be with you very shortly - aim is ideally towards the end of this week/beginning of next week
This post has been edited by an administrator | | | |
| (No subject) (n/t) on 20:30 - Jul 17 with 1978 views | cymrojack |
| Interesting Trust Email on 19:32 - Jul 17 by Phil_S |
The courteous part is exactly what many people have viewed to be "overly familiar" - think it is fair to say that theres never a danger of anyone becoming overly familiar but point taken
Hopefully the pack will be with you very shortly - aim is ideally towards the end of this week/beginning of next week
This post has been edited by an administrator |
[Post edited 10 Jun 2021 11:49]
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| Gwynedd & Swansea - Veteran of Morriston Boys Club |
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| Interesting Trust Email on 22:04 - Jul 17 with 1938 views | Uxbridge |
| Interesting Trust Email on 15:12 - Jul 17 by Nookiejack |
As you said Trust accounts 2015 and 2014 did not provide any tax - when Trust made circa £200k in those years. Most of the income was dividends (Trust made a small loss in 2016). So one can only assume Trust does not pay any tax on dividends.
In contrast it seems very odd that Trust will pay CGT on gain on shares.
Have you got any internet links which explains this?
Are you sure any proceeds and resultant gain - from the sale of the Trust shares - can't be rolled over and reinvested back into the shares of the club at a later stage - without paying CGT immediately? |
Do your own googling mun. 
I've been pretty explicit about the position the Trust is in. If you've got anything to back up your disputing of the guidance the Trust has received from our external financial advisors then I'll happily pass it on to them, but it does rather seem you're tilting at windmills for reasons I can't entirely fathom. | |
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| Interesting Trust Email on 22:19 - Jul 17 with 1917 views | londonlisa2001 |
| Interesting Trust Email on 22:04 - Jul 17 by Uxbridge |
Do your own googling mun.
I've been pretty explicit about the position the Trust is in. If you've got anything to back up your disputing of the guidance the Trust has received from our external financial advisors then I'll happily pass it on to them, but it does rather seem you're tilting at windmills for reasons I can't entirely fathom. |
Ux, the point being made (again) is that the Trust is either subject to taxation or not.
What is not possible is being a bit subject to taxation.
If CGT will arise (I.e, the Trust is subject to tax, which is entirely possible and you state is the case ), then corporation tax / income tax etc etc should have also arisen in the past, and yet the accounts don't show it, nor make any reference to it. Unless there is a completely weird interpretation of the legislation, which I've not seen mention of when I had a look at the tax rules applying to the type of organisation the Trust accounts state that it is. | | | |
| Interesting Trust Email on 00:01 - Jul 18 with 1872 views | Uxbridge |
| Interesting Trust Email on 22:19 - Jul 17 by londonlisa2001 |
Ux, the point being made (again) is that the Trust is either subject to taxation or not.
What is not possible is being a bit subject to taxation.
If CGT will arise (I.e, the Trust is subject to tax, which is entirely possible and you state is the case ), then corporation tax / income tax etc etc should have also arisen in the past, and yet the accounts don't show it, nor make any reference to it. Unless there is a completely weird interpretation of the legislation, which I've not seen mention of when I had a look at the tax rules applying to the type of organisation the Trust accounts state that it is. |
And yet, again, the guidance of the Trust accountants is that that is incorrect.
Anyway, I asked again earlier and the above was confirmed to me. As a not for profit, the Trust isn't subject to tax on its income but is subject to corporation tax on returns from investments, such as interest, not on trading profits, and is also subject to CGT. | |
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| Interesting Trust Email on 00:07 - Jul 18 with 1867 views | Nookiejack |
| Interesting Trust Email on 00:01 - Jul 18 by Uxbridge |
And yet, again, the guidance of the Trust accountants is that that is incorrect.
Anyway, I asked again earlier and the above was confirmed to me. As a not for profit, the Trust isn't subject to tax on its income but is subject to corporation tax on returns from investments, such as interest, not on trading profits, and is also subject to CGT. |
I really don't understand this.
A dividend is a return on investment.
The 2014 and 2015 Trust accounts had dividends of circa £200k yet no tax was paid on these dividends?
Are you classifying dividends as Trading Profits that sounds very odd? | | | |
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