| Trust EGM update 11:50 - Apr 16 with 34482 views | electricblue |
We'd just like to provide an update to Trust members following our announcement earlier in the week that we intended to call for an EGM. We have delivered a letter to the club this morning where we have formally called for that EGM.
In the past 48 hours, we have been in contact with a number of shareholders, and we were delighted that we had a total of 54 unique shareholders backing our call for an EGM which equated to around 25% of the total shareholding.
A massive thank you to all supporters for their backing over this. We will update you once we have a date for the meeting.
I wonder that out of the other 75% of shareholders with also vote for an EGM..
With what the yanks said about the club i think they just might..
[Post edited 16 Apr 2021 11:59]
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| My all time favourite Dale player Mr Lyndon Symmonds |
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| Trust EGM update on 14:44 - Apr 16 with 8856 views | ChaffRAFC |
There will be a number of supporters who won't know how any of this works, myself included to a degree.
We've seen the Trust call for an EGM. What has to happen for this EGM to occur. What can prevent the EGM from happening? Can board members who don't want it just say no and that's that, we don't get one?
If someone can post the process in the simplest of terms, I think many fans could benefit from a better understanding of it. |  |
| If I hadn't seen such riches, I could live with being poor |
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| Trust EGM update on 15:21 - Apr 16 with 8804 views | judd |
| Trust EGM update on 14:44 - Apr 16 by ChaffRAFC |
There will be a number of supporters who won't know how any of this works, myself included to a degree.
We've seen the Trust call for an EGM. What has to happen for this EGM to occur. What can prevent the EGM from happening? Can board members who don't want it just say no and that's that, we don't get one?
If someone can post the process in the simplest of terms, I think many fans could benefit from a better understanding of it. |
Minimum 10% of shareholding needed to support the request for one.
The club has to call one within a specified timescale (cannot remember if 14 or 28 days)
The agenda forms the only subject matters for discussion and voting on.
Not sure of the company's rights to decline one.
Coriander will not be required. |  |
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| Trust EGM update on 16:36 - Apr 16 with 8688 views | James1980 |
How many shares are there in total? Tried to find it on companies house but not sure the figure of 420132 is correct. |  |
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| Trust EGM update on 16:54 - Apr 16 with 8636 views | James1980 |
I'm far too lazy to add up all 343 figures | |
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| Trust EGM update on 17:15 - Apr 16 with 8586 views | judd |
| Trust EGM update on 16:54 - Apr 16 by James1980 |
I'm far too lazy to add up all 343 figures |
I think there are 502,957 shares allotted. It should tell you that towards the top of the confirmation statement. | |
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| Trust EGM update on 17:15 - Apr 16 with 8585 views | tony_roch975 |
| Trust EGM update on 16:36 - Apr 16 by James1980 |
How many shares are there in total? Tried to find it on companies house but not sure the figure of 420132 is correct. |
It was 502957 as of last June's filing | |
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| Trust EGM update on 17:21 - Apr 16 with 8570 views | 442Dale |
So those with a total of around 125,000 of the total shares have so far backed the calling of an EGM. |  |
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| Trust EGM update on 17:22 - Apr 16 with 8566 views | judd |
| Trust EGM update on 17:15 - Apr 16 by tony_roch975 |
It was 502957 as of last June's filing |
There hasn't been any more sold | |
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| Trust EGM update on 17:33 - Apr 16 with 8521 views | tony_roch975 |
| Trust EGM update on 17:21 - Apr 16 by 442Dale |
So those with a total of around 125,000 of the total shares have so far backed the calling of an EGM. |
and with Andrew Kilpatrick's resignation as a Director I think that 125,000 exceeds the current Board's holding | |
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| Trust EGM update on 17:37 - Apr 16 with 8502 views | electricblue |
Getting 50 shareholders equating to 25% of the shares is quite an achievement by the trust in such a short time. | |
| My all time favourite Dale player Mr Lyndon Symmonds |
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| Trust EGM update on 17:42 - Apr 16 with 8466 views | James1980 |
| Trust EGM update on 17:15 - Apr 16 by tony_roch975 |
It was 502957 as of last June's filing |
Thank you for doing the calculations | |
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| Trust EGM update on 18:01 - Apr 16 with 8396 views | James1980 |
| Trust EGM update on 17:37 - Apr 16 by electricblue |
Getting 50 shareholders equating to 25% of the shares is quite an achievement by the trust in such a short time. |
It is were they only allowed that short window to garner support for the AGM? | |
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| Trust EGM update on 18:43 - Apr 16 with 8296 views | Sandyman |
| Trust EGM update on 14:44 - Apr 16 by ChaffRAFC |
There will be a number of supporters who won't know how any of this works, myself included to a degree.
We've seen the Trust call for an EGM. What has to happen for this EGM to occur. What can prevent the EGM from happening? Can board members who don't want it just say no and that's that, we don't get one?
If someone can post the process in the simplest of terms, I think many fans could benefit from a better understanding of it. |
Sorry, got about 20 tabs open looking into this stuff earlier and picked the wrong one. Amended as per 49th seasons links a bit further down the thread. [Post edited 16 Apr 2021 21:50]
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| Trust EGM update on 19:48 - Apr 16 with 8201 views | BigDaveMyCock |
| Trust EGM update on 18:43 - Apr 16 by Sandyman |
Sorry, got about 20 tabs open looking into this stuff earlier and picked the wrong one. Amended as per 49th seasons links a bit further down the thread. [Post edited 16 Apr 2021 21:50]
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All very interesting, if you’re into Indian company law.
I’m being serious btw. This is Indian law. [Post edited 16 Apr 2021 20:05]
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| Trust EGM update on 20:48 - Apr 16 with 8090 views | BigDaveMyCock |
| Trust EGM update on 20:43 - Apr 16 by Brierls |
Wow  |
Or maybe goodness gracious me. | |
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| Trust EGM update on 21:05 - Apr 16 with 8020 views | D_Alien |
Could i also ask (again) how a body such as the Trust (as opposed to an individual shareholder) would be represented at an EGM?
Would it be one person, such as the Chair, speaking on behalf of the Trust? It'd normally be better to be represented by one voice rather than a potential multitude, and that's also taking into account those individual shareholders who've put their names towards the Trust's EGM proposal |  |
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| Trust EGM update on 21:10 - Apr 16 with 8002 views | RAFCBLUE |
On 17 March 2020 as pandemic was beginning to hit, John Smallwood (then Company Secretary) wrote to all shareholders the following:
On 26 February 2020, notices were issued, which provided that RAFC’s AGM and an EGM would take place on 23 March 2020 commencing at 7:30pm.
Following latest guidance on the Coronavirus pandemic from both the UK government and bodies such as the World Health Organisation, it has been decided by the Board that the AGM and EGM should be postponed. This decision has been taken with the interests of the health and safety of the club’s members and the general public in mind.
As RAFC’s Articles of Association do not contain an express power to postpone a General Meeting, legally it means that the meetings will still need to take place in order for them to be adjourned indefinitely. Therefore, on 23 March 2020, ordinary resolutions to adjourn the meetings will be proposed by those in attendance. It is anticipated that this will be the only business of the meetings.
Consequently, there is no expectation of wider shareholder attendance at the meetings beyond that of the Board of directors. While shareholders or a proxy are still entitled to attend and vote, they are strongly advised not to.
Legally, the company will have to have the March 2020 AGM and the EGM postponed before the Trust EGM as they were called prior to this.
It also means that legally, the EGM the Dale Trust has asked for has to happen. |  |
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| Trust EGM update on 21:12 - Apr 16 with 7996 views | RAFCBLUE |
| Trust EGM update on 21:05 - Apr 16 by D_Alien |
Could i also ask (again) how a body such as the Trust (as opposed to an individual shareholder) would be represented at an EGM?
Would it be one person, such as the Chair, speaking on behalf of the Trust? It'd normally be better to be represented by one voice rather than a potential multitude, and that's also taking into account those individual shareholders who've put their names towards the Trust's EGM proposal |
In corporate life the corporate body (i.e. the Dale Trust) would appoint one senior member of its organisation to go to the meeting and represent it's vote.
The other individual shareholders (so 54) would also be able to attend in their own right. [Post edited 16 Apr 2021 21:13]
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| Trust EGM update on 21:14 - Apr 16 with 7989 views | D_Alien |
| Trust EGM update on 21:12 - Apr 16 by RAFCBLUE |
In corporate life the corporate body (i.e. the Dale Trust) would appoint one senior member of its organisation to go to the meeting and represent it's vote.
The other individual shareholders (so 54) would also be able to attend in their own right. [Post edited 16 Apr 2021 21:13]
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Cheers, thought that might be the case... so it's a nominee, rather than the incumbent Chair
It'll be interesting to see who's nominated | |
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| Trust EGM update on 21:27 - Apr 16 with 7942 views | Sandyman |
https://www.legislation.gov.uk/ukpga/2006/46/contents
303Members' power to require directors to call general meeting
(1)The members of a company may require the directors to call a general meeting of the company.
(2)The directors are required to call a general meeting once the company has received requests to do so from–
(a)members representing at least [F1 5%] of such of the paid-up capital of the company as carries the right of voting at general meetings of the company (excluding any paid-up capital held as treasury shares); or
(b)in the case of a company not having a share capital, members who represent at least [F1 5%] of the total voting rights of all the members having a right to vote at general meetings.
(3)F2. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(4)A request–
(a)must state the general nature of the business to be dealt with at the meeting, and
(b)may include the text of a resolution that may properly be moved and is intended to be moved at the meeting.
(5)A resolution may properly be moved at a meeting unless–
(a)it would, if passed, be ineffective (whether by reason of inconsistency with any enactment or the company's constitution or otherwise),
(b)it is defamatory of any person, or
(c)it is frivolous or vexatious.
(6)A request–
(a)may be in hard copy form or in electronic form, and
(b)must be authenticated by the person or persons making it.
Textual Amendments
F1
Words in s. 303(2)(a)(b) substituted (3.8.2009) by The Companies (Shareholders' Rights) Regulations 2009 (S.I. 2009/1632), reg. 4(2) (with application as stated in reg. 1(2))
F2
S. 303(3) omitted (3.8.2009) by virtue of The Companies (Shareholders' Rights) Regulations 2009 (S.I. 2009/1632), reg. 4(3) (with application as stated in reg. 1(2))
304Directors' duty to call meetings required by members
(1)Directors required under section 303 to call a general meeting of the company must call a meeting–
(a)within 21 days from the date on which they become subject to the requirement, and
(b)to be held on a date not more than 28 days after the date of the notice convening the meeting.
(2)If the requests received by the company identify a resolution intended to be moved at the meeting, the notice of the meeting must include notice of the resolution.
(3)The business that may be dealt with at the meeting includes a resolution of which notice is given in accordance with this section.
(4)If the resolution is to be proposed as a special resolution, the directors are treated as not having duly called the meeting if they do not give the required notice of the resolution in accordance with section 283.
305Power of members to call meeting at company's expense
(1)If the directors–
(a)are required under section 303 to call a meeting, and
(b)do not do so in accordance with section 304,the members who requested the meeting, or any of them representing more than one half of the total voting rights of all of them, may themselves call a general meeting.
(2)Where the requests received by the company included the text of a resolution intended to be moved at the meeting, the notice of the meeting must include notice of the resolution.
(3)The meeting must be called for a date not more than three months after the date on which the directors become subject to the requirement to call a meeting.
(4)The meeting must be called in the same manner, as nearly as possible, as that in which meetings are required to be called by directors of the company.
(5)The business which may be dealt with at the meeting includes a resolution of which notice is given in accordance with this section.
(6)Any reasonable expenses incurred by the members requesting the meeting by reason of the failure of the directors duly to call a meeting must be reimbursed by the company.
(7)Any sum so reimbursed shall be retained by the company out of any sums due or to become due from the company by way of fees or other remuneration in respect of the services of such of the directors as were in default. | | | |
| Trust EGM update on 22:30 - Apr 16 with 7843 views | 49thseason |
| Trust EGM update on 21:05 - Apr 16 by D_Alien |
Could i also ask (again) how a body such as the Trust (as opposed to an individual shareholder) would be represented at an EGM?
Would it be one person, such as the Chair, speaking on behalf of the Trust? It'd normally be better to be represented by one voice rather than a potential multitude, and that's also taking into account those individual shareholders who've put their names towards the Trust's EGM proposal |
I think they would appoint a representative who would vote per the instructions of the committee which is tasked with looking after the interests of the members . I guess if they had time, they could hold some sort of members vote to reach a conclusion on the intended EGM proposal so that they could be sure they had the backing of their membership prior to the EGM. But the EGM is a shareholders meeting and only people holding shares in their own name or on behalf of a shareholder can vote. So I guess effectively the representative is a proxy voter for the Trust. The other shareholders who have backed the trusts proposal can vote in their own right or can proxy their shares to the Trust.
Remember their is only the single proposal on the EGM agenda so the person selected to be the proxy voter doesn't have any wriggle room to do anything other than vote (in the cast of the Trust) for the proposal. Proxy voters also need to inform the club who will be representing them at the meeting I think. |  | | |
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