| Club Ownership / Directors 19:14 - Jun 15 with 32947 views | Phil_S |
There are a few questions floating around the various websites about Swans directors and their shareholdings
We have 9 directors in total who are
Huw Jenkins
Leigh Dineen
Huw Cooze (Trust representative)
John Van Zweden
Steve Penney
Don Keefe
Gwilym Joseph MBE
Martin Morgan
Brian Katzen
We also have two associate directors in David Morgan and Will Morris - these are both non executive positions
Of these 9, 3 of them - Gwilyn, Don and Steve own no shares in the club with the share ownership made up as follows
Martin Morgan 225,000 shares
Brian Katzen 200,000 shares
Swansea City Supporters Trust 200,000 shares
Huw Jenkins 125,000 shares
Robert Davies 100,000 shares
Leigh Dineen 50,000 shares
John Van Zweden 50,000 shares
(Many of these shares are not listed to the individual but businesses associated to them but I have used individual names for ease)
Overall share issue is 950,000 shares
This post has been edited by an administrator |  | | |  |
| Club Ownership / Directors on 18:44 - Jun 17 with 1224 views | 3swan |
| Club Ownership / Directors on 18:34 - Jun 17 by Davillin |
With no exception that I know of, shareholders elect directors by their own corporate by-laws which are ruled by the statutes of their country regarding corporations.
One can "ask" but he would need to be nominated and voted to be a Director.
Phil points out that the club's By-Laws give a person with 5% of the outstanding shares a right to be a Director.
Good question, thanks. [Post edited 17 Jun 2014 18:36]
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Replied to Phil.
I suppose it depends on the wording of the by-laws that results in "asking" or having the right to be a director due to the shareholding. |  | | |
| Club Ownership / Directors on 19:19 - Jun 17 with 1178 views | Uxbridge |
| Club Ownership / Directors on 17:39 - Jun 17 by jackonicko |
Take it more as compelling evidence that I pressed the quote button rather than the reply button. Although Ux would make a very convincing Lisa if he refreshed his wardrobe a little bit.
You're still Dimi, though. |
Refreshed? Darling, I just need to get my summer outfits out of storage 
Shaky's proven useful for once anyway. Completely wrong as usual but a useful debate to have. |  |
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| Club Ownership / Directors on 19:56 - Jun 17 with 1153 views | MattG |
| Club Ownership / Directors on 13:57 - Jun 17 by Shaky |
It is always good to speculate on other options but I doubt that is workable.
However, assuming the other shareholders back the idea of the Trust moving to 25% you might get them to agree on things like the Trust waiving cash dividends and taking shares instead, or in a general distribution of shares to all shareholders the Trust receiving shares that are preferred as to voting rights, but not as to a share of the capital.
Everything is possible if you are willing to discuss options proactively, instead of sitting around waiting for things to happen as Uxbridge idiotically suggests. |
So you doubt my suggestion is workable but then make "your own suggestion" of the Trust waiving cash dividends in return for shares.
Plagiarist. |  | | |
| Club Ownership / Directors on 23:20 - Jun 17 with 1095 views | Spratty |
| Club Ownership / Directors on 15:44 - Jun 17 by Phil_S |
It is a fair assumption that people who discuss subjects like this have an interest and having had the interest would therefore be interested in becoming more involved
It is how most of the Trust board came to be involved in the first place.
Did Shaky say it? No. Did he need to to get the answer? No. Did he himself take any offence at the comment? Given he elected not to reply to it then one would assume he didn't.
Maybe he is just less sensitive than yourself to a clear debate over a subject. |
Of course Phil no sarcasm involved at all, just being helpful by telling Shaky that you assume he is a member after making it clear in an earlier post that you knew he was not......
"Shaky would make a valuable addition to the Trust board - I assume he is a member... "
I never suggested Shaky was offended in any way, why would he be? I was interestedly observing behavioural patterns of which this comment was just one part. |  | | |
| Club Ownership / Directors on 23:31 - Jun 17 with 1089 views | Spratty |
| Club Ownership / Directors on 17:13 - Jun 17 by Starsky |
I've read this thread with interest. I don't profess to being a financial guru but whilst Shaky has been comprehensively debating his opinions with Phil in a reasonably civilised manner. it's quite clear that shaky talks the talk, however Phil has walked the walk for many years now.
Shaky, join the trust and give them the opportunity of implementing your financial expertise.
until then you will always be talking the talk.
As for Spratty... FFS, step away from this thread, you're embarrassing, especially at your age. |
Thanks for your opinion Starsky
I always welcome reasoned and objective constructive criticism. When you have some let me know  | | | |
| Club Ownership / Directors on 05:43 - Jun 18 with 1062 views | Phil_S |
| Club Ownership / Directors on 23:20 - Jun 17 by Spratty |
Of course Phil no sarcasm involved at all, just being helpful by telling Shaky that you assume he is a member after making it clear in an earlier post that you knew he was not......
"Shaky would make a valuable addition to the Trust board - I assume he is a member... "
I never suggested Shaky was offended in any way, why would he be? I was interestedly observing behavioural patterns of which this comment was just one part. |
To be clear as I can see your mind is just getting confused I have no idea whether he is a member or not, much like you do in many threads you are drawing conclusions on what you think you are reading rather than what is being posted.
You have chosen to assume Shaky is not a member - as I have no clue to his real identity I am unlikely to know.
Don't fall into the paranoia squad and read things into posts that simply aren't there, it just makes you look marginally....well, frankly...mad | | | |
| Club Ownership / Directors on 06:48 - Jun 18 with 1043 views | dameedna |
The Trust may be worth 20M pounds
Massive congratz |  | | |
| Club Ownership / Directors on 07:43 - Jun 18 with 1022 views | NOTRAC |
I want to come back to the MelNurse aspect in this.It has been stated that he relinquished his share of 5%to repay a n amount that he owed to the Company of £400,000
I cannot understand how he owed such an amount ?Can someone please advise.
Also it has been suggested that the value of his shares equated only to that amount because of restrictions on sale,minority holding etc.
In that case the value of the Trusts shares for example are nowhere near 20m as has been suggested, for surely they fall within the same restrictions. | |
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| Club Ownership / Directors on 08:25 - Jun 18 with 1006 views | Shaky |
| Club Ownership / Directors on 14:36 - Jun 17 by londonlisa2001 |
oh for God's sake. I thought you were 'an advisor who knows what they are talking about'?
How do you get permission to reorganise equity reserves?
Who approves a scrip dividend?
Who approves a share buy back (oh, and by the way - this creates income for tax purposes rather than a capital gain unless very specific circumstances are met, including UK residency and no involvement with the company after the transaction - you might want to look where our shareholders live and assume that they'd quite like to carry on).
In a company with only a few shareholders, if they all agree to all the above and therefore to be diluted (which is what effectively you are saying will happen, and I don't see why you think that) then there are far easier ways of achieving that (and incidentally without subjecting the Swans to irrecoverable stamp duty for no reason).
Bu of course, you know all that anyway don't you since you are optimising things for everyone. |
None of that has anything to do with your original objection that the problem you pretended to see was there are only 7 shareholders, which is in fact something that makes this kind of process much easier.
Instead you come up with a list of really weak points; I've noticed that's something you like to do Lisa. You don't have anything substantive so you combine a load of weak tosh into a list to make it appear more weighty. It nevertheless remains weak.
But ok, if you genuinely have an idea that would achieve this in a "far easier way" why don't you f*cking say what it is, rather than merely try to piss all over what could potentially be a constructive discussion? Eh?
Remember idea like hoping for charitable donations like MattGee proposes - and bizarrely accused me of plagiarizing - are not going to cut the mustard. |  |
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| Club Ownership / Directors on 08:30 - Jun 18 with 1001 views | Shaky |
| Club Ownership / Directors on 17:39 - Jun 17 by jackonicko |
Take it more as compelling evidence that I pressed the quote button rather than the reply button. Although Ux would make a very convincing Lisa if he refreshed his wardrobe a little bit.
You're still Dimi, though. |
Bless you jockonoko.
You are certainly a little pissant like your chums in this thread, but I nevertheless have a soft spot for you due to your uncanny ability to shoot yourself in the foot.
Of course there is not need to drag up the classic example of this again - right Mr Calculator? - but here you go again accusing me of being Dimi, which is something only you and psycho boy Drizzle/Jackanappes/etc/etc/ ad nauseam actually believe.
Don't ever stop what you do Jocko.
xxx | |
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| Club Ownership / Directors on 08:38 - Jun 18 with 991 views | Shaky |
| Club Ownership / Directors on 17:13 - Jun 17 by Starsky |
I've read this thread with interest. I don't profess to being a financial guru but whilst Shaky has been comprehensively debating his opinions with Phil in a reasonably civilised manner. it's quite clear that shaky talks the talk, however Phil has walked the walk for many years now.
Shaky, join the trust and give them the opportunity of implementing your financial expertise.
until then you will always be talking the talk.
As for Spratty... FFS, step away from this thread, you're embarrassing, especially at your age. |
Thanks for your comments Starsky.
I willingly give my expertise, which is what I am doing in this thread and others, but even if Phil actually wanted me to join the Trust, which I doubt, there are several problems that appear insurmountable, not least of which is the fact that I live 250 odd miles away on the other side of London.
Furthermore I fear that if any of the other shareholders have read PS then my the fact that I have been quite critical of the board in the past would not be conducive to constructive discussions. Much safer not to let what is in effect a strong argument for the Trust to move to 25% in a fair manner be clouded by personalities. | |
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| Club Ownership / Directors on 08:41 - Jun 18 with 989 views | Shaky |
| Club Ownership / Directors on 07:43 - Jun 18 by NOTRAC |
I want to come back to the MelNurse aspect in this.It has been stated that he relinquished his share of 5%to repay a n amount that he owed to the Company of £400,000
I cannot understand how he owed such an amount ?Can someone please advise.
Also it has been suggested that the value of his shares equated only to that amount because of restrictions on sale,minority holding etc.
In that case the value of the Trusts shares for example are nowhere near 20m as has been suggested, for surely they fall within the same restrictions. |
I have said it before, and I'll say it again; either Mel Nurse made a semi-charitable donation of his shares or he was ripped off. | |
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| Club Ownership / Directors on 08:46 - Jun 18 with 986 views | Darran |
| Club Ownership / Directors on 08:41 - Jun 18 by Shaky |
I have said it before, and I'll say it again; either Mel Nurse made a semi-charitable donation of his shares or he was ripped off. |
Mel Nurse being charitable towards Swansea City?
No way? |  |
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| Club Ownership / Directors on 09:20 - Jun 18 with 966 views | jackonicko |
| Club Ownership / Directors on 07:43 - Jun 18 by NOTRAC |
I want to come back to the MelNurse aspect in this.It has been stated that he relinquished his share of 5%to repay a n amount that he owed to the Company of £400,000
I cannot understand how he owed such an amount ?Can someone please advise.
Also it has been suggested that the value of his shares equated only to that amount because of restrictions on sale,minority holding etc.
In that case the value of the Trusts shares for example are nowhere near 20m as has been suggested, for surely they fall within the same restrictions. |
He owed that amount because he borrowed that amount from the club. The shares were effectively handed back to the club to settle the debt. |  | | |
| Club Ownership / Directors on 09:23 - Jun 18 with 960 views | Uxbridge |
| Club Ownership / Directors on 07:43 - Jun 18 by NOTRAC |
I want to come back to the MelNurse aspect in this.It has been stated that he relinquished his share of 5%to repay a n amount that he owed to the Company of £400,000
I cannot understand how he owed such an amount ?Can someone please advise.
Also it has been suggested that the value of his shares equated only to that amount because of restrictions on sale,minority holding etc.
In that case the value of the Trusts shares for example are nowhere near 20m as has been suggested, for surely they fall within the same restrictions. |
For the first part, no-one said he owed the company. There was a loan for that amount, which the shares repaid. This is all publicly stated in the accounts.
I would agree with the last bit. Given the restrictions in the shareholder agreement, you can't value the Trust shareholding just like any other stock. Not that it would ever be sold anyway. It's an interesting figure for wonks to latch onto I guess, but it's meaningless. | |
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| Club Ownership / Directors on 10:55 - Jun 18 with 927 views | STEVE1 |
I think the main thing is that all on the board are Swansea city supporters who have the best interest of the club at heart. I do not see any problems but if proposals are made which maybe supporters may be divided on I think some of the trusts views are we cannot stop it with only 20% of the vote but that is assuming all other directors vote against the trust which may not be the case. | | | |
| Club Ownership / Directors on 10:57 - Jun 18 with 924 views | Uxbridge |
| Club Ownership / Directors on 10:55 - Jun 18 by STEVE1 |
I think the main thing is that all on the board are Swansea city supporters who have the best interest of the club at heart. I do not see any problems but if proposals are made which maybe supporters may be divided on I think some of the trusts views are we cannot stop it with only 20% of the vote but that is assuming all other directors vote against the trust which may not be the case. |
I think the blind acceptance we all had that the directors will always act in the interests of the club rather than themselves has been challenged in recent times. | |
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| Club Ownership / Directors on 11:30 - Jun 18 with 905 views | londonlisa2001 |
| Club Ownership / Directors on 08:25 - Jun 18 by Shaky |
None of that has anything to do with your original objection that the problem you pretended to see was there are only 7 shareholders, which is in fact something that makes this kind of process much easier.
Instead you come up with a list of really weak points; I've noticed that's something you like to do Lisa. You don't have anything substantive so you combine a load of weak tosh into a list to make it appear more weighty. It nevertheless remains weak.
But ok, if you genuinely have an idea that would achieve this in a "far easier way" why don't you f*cking say what it is, rather than merely try to piss all over what could potentially be a constructive discussion? Eh?
Remember idea like hoping for charitable donations like MattGee proposes - and bizarrely accused me of plagiarizing - are not going to cut the mustard. |
Do you actually have a complete inability to read what has been said?
I'll try to explain it in easy language (the list that you object to was by the way in direct response to the list of actions that you said need to be followed).
With a very small number of shareholders, each of which has a relatively significant ownership of the company in question, if they all agree that they are prepared to be diluted (which they would have to do to get the authorities that would be needed for your scheme) then by far the easiest thing to do is to amend the shareholders' agreement (which they will undoubtedly have) to allow the Trust to buy additional shares with the cash dividend that they receive. Done - one step!
That does exactly what your scheme does (i.e. allows the Trust to exchange dividends for shares at a predetermined valuation, while allowing the other shareholders to receive cash dividends) without going through the costly process of issuing scrip dividends, and implementing a share buy back (which as I pointed out still creates income rather than capital gain) and also has the downside of a double capitalisation of reserves from distributable to non distributable and creates additional costs of 0.5% in stamp duty.
Now why don't you go and buy yourself another book (try and get one this time that will explain to you what an AGM is, what an EGM is and voting in both). | | | |
| Club Ownership / Directors on 12:08 - Jun 18 with 873 views | Shaky |
| Club Ownership / Directors on 11:30 - Jun 18 by londonlisa2001 |
Do you actually have a complete inability to read what has been said?
I'll try to explain it in easy language (the list that you object to was by the way in direct response to the list of actions that you said need to be followed).
With a very small number of shareholders, each of which has a relatively significant ownership of the company in question, if they all agree that they are prepared to be diluted (which they would have to do to get the authorities that would be needed for your scheme) then by far the easiest thing to do is to amend the shareholders' agreement (which they will undoubtedly have) to allow the Trust to buy additional shares with the cash dividend that they receive. Done - one step!
That does exactly what your scheme does (i.e. allows the Trust to exchange dividends for shares at a predetermined valuation, while allowing the other shareholders to receive cash dividends) without going through the costly process of issuing scrip dividends, and implementing a share buy back (which as I pointed out still creates income rather than capital gain) and also has the downside of a double capitalisation of reserves from distributable to non distributable and creates additional costs of 0.5% in stamp duty.
Now why don't you go and buy yourself another book (try and get one this time that will explain to you what an AGM is, what an EGM is and voting in both). |
"That does exactly what your scheme does"
Indeed so, because it is a minor variation of what I have already discussed.
Where your approach boldly differs in substance is that it requires 100% shareholder approval rather than a simple majority.
And that is in your view "far easier" is it?
Bwwwaaaahahahaahahahaha. I can tell you are the veteran of many battles for the hearts and minds of shareholders. Not.
You need to head back to Google, where I BTW found the same document you did about the UK tax treatment of buybacks. FYI that is generally speaking not the case outside the UK, and is almost certainly a loophole that has recently been closed in the UK, but as I said in the first place I am not qualified to advise on tax matters. Alas a similar degree of honesty is not forthcoming from yourself, pissant. | |
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| Club Ownership / Directors on 12:34 - Jun 18 with 851 views | londonlisa2001 |
| Club Ownership / Directors on 12:08 - Jun 18 by Shaky |
"That does exactly what your scheme does"
Indeed so, because it is a minor variation of what I have already discussed.
Where your approach boldly differs in substance is that it requires 100% shareholder approval rather than a simple majority.
And that is in your view "far easier" is it?
Bwwwaaaahahahaahahahaha. I can tell you are the veteran of many battles for the hearts and minds of shareholders. Not.
You need to head back to Google, where I BTW found the same document you did about the UK tax treatment of buybacks. FYI that is generally speaking not the case outside the UK, and is almost certainly a loophole that has recently been closed in the UK, but as I said in the first place I am not qualified to advise on tax matters. Alas a similar degree of honesty is not forthcoming from yourself, pissant. |
Don't be so relentlessly stupid.
My suggestion (which as I said is practical) involves one agreement which can be made binding into perpetuity and can survive shareholder changes - yours involves several agreements, none of which can be made binding on future shareholders nor indeed can be made into perpetuity, tax complications, stamp duty and over capitalisation of reserves.
Re you approval point - OK, so what if a major shareholder doesn't agree? Ooh, I don't know, perhaps they refuse to take up the offer to buy back their shares to not get diluted - guess what happens - the bloody dilution doesn't happen. That's the problem with a small number of large shareholders you utter arse.
And I did note your caveat about not being qualified to advise on tax issues etc. (although to be frank you are transparently not qualified to advise on buying a hamburger).
Why didn't I issue the same caveat? Well perhaps unlike you, who had to look it up on Google, as a Fellow of The Institute of Chartered Accountants in England & Wales I actually am qualified to advise on such matters!
Mate - leave it alone - you are not in a position of strength. I've dealt with more shareholders than you've had hot dinners. Oh and I know what an EGM is! | | | |
| Club Ownership / Directors on 12:48 - Jun 18 with 815 views | waynekerr55 |
| Club Ownership / Directors on 12:34 - Jun 18 by londonlisa2001 |
Don't be so relentlessly stupid.
My suggestion (which as I said is practical) involves one agreement which can be made binding into perpetuity and can survive shareholder changes - yours involves several agreements, none of which can be made binding on future shareholders nor indeed can be made into perpetuity, tax complications, stamp duty and over capitalisation of reserves.
Re you approval point - OK, so what if a major shareholder doesn't agree? Ooh, I don't know, perhaps they refuse to take up the offer to buy back their shares to not get diluted - guess what happens - the bloody dilution doesn't happen. That's the problem with a small number of large shareholders you utter arse.
And I did note your caveat about not being qualified to advise on tax issues etc. (although to be frank you are transparently not qualified to advise on buying a hamburger).
Why didn't I issue the same caveat? Well perhaps unlike you, who had to look it up on Google, as a Fellow of The Institute of Chartered Accountants in England & Wales I actually am qualified to advise on such matters!
Mate - leave it alone - you are not in a position of strength. I've dealt with more shareholders than you've had hot dinners. Oh and I know what an EGM is! |
Didn't Moira Stewart once say:
"Tax doesn't have to be taxing" |  |
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| Club Ownership / Directors on 13:41 - Jun 18 with 789 views | Shaky |
| Club Ownership / Directors on 12:34 - Jun 18 by londonlisa2001 |
Don't be so relentlessly stupid.
My suggestion (which as I said is practical) involves one agreement which can be made binding into perpetuity and can survive shareholder changes - yours involves several agreements, none of which can be made binding on future shareholders nor indeed can be made into perpetuity, tax complications, stamp duty and over capitalisation of reserves.
Re you approval point - OK, so what if a major shareholder doesn't agree? Ooh, I don't know, perhaps they refuse to take up the offer to buy back their shares to not get diluted - guess what happens - the bloody dilution doesn't happen. That's the problem with a small number of large shareholders you utter arse.
And I did note your caveat about not being qualified to advise on tax issues etc. (although to be frank you are transparently not qualified to advise on buying a hamburger).
Why didn't I issue the same caveat? Well perhaps unlike you, who had to look it up on Google, as a Fellow of The Institute of Chartered Accountants in England & Wales I actually am qualified to advise on such matters!
Mate - leave it alone - you are not in a position of strength. I've dealt with more shareholders than you've had hot dinners. Oh and I know what an EGM is! |
So your alleged fellowship of the Institute of Chartered Accountants qualifies you to advise on tax does it? That's news to me and probably also to the Institute itself I would wager. Maybe we're talking actual facts again here?
Anyway, as to your sole substantive point if one or more shareholders don't agree to tender their shares under a buyback offer, then the contemplated dilution simply happens at a slower place. With the level of dividends required this process would have taken years anyway, don't you see?
However, if there is no tax advantage in doing a buyback then it makes little sense to do it that way.
The principle I set out nevertheless remains completely valid; shareholders want dividends which is in effect a distribution of capital, whereas the Trust wants to accumulate capital.
The same effect as originally intended could equally be achieved by allowing the Trust to subscribe for new shares with their share of dividends.
Oh and just to repeat my prior point, if you think you can blag your way to persuading people that it is easier to get 100% agreement on that than 50% starting from 21% you are out of your tiny little mind. [Post edited 18 Jun 2014 13:42]
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| Club Ownership / Directors on 13:55 - Jun 18 with 774 views | Shaky |
Oh, and in case you want to split hairs again Lisa, when I talk about tax advice I mean as regards the impact of corporate actions.
I'm sure you are perfectly capable of filling out a self assessment form. | |
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| Club Ownership / Directors on 14:00 - Jun 18 with 768 views | londonlisa2001 |
| Club Ownership / Directors on 13:41 - Jun 18 by Shaky |
So your alleged fellowship of the Institute of Chartered Accountants qualifies you to advise on tax does it? That's news to me and probably also to the Institute itself I would wager. Maybe we're talking actual facts again here?
Anyway, as to your sole substantive point if one or more shareholders don't agree to tender their shares under a buyback offer, then the contemplated dilution simply happens at a slower place. With the level of dividends required this process would have taken years anyway, don't you see?
However, if there is no tax advantage in doing a buyback then it makes little sense to do it that way.
The principle I set out nevertheless remains completely valid; shareholders want dividends which is in effect a distribution of capital, whereas the Trust wants to accumulate capital.
The same effect as originally intended could equally be achieved by allowing the Trust to subscribe for new shares with their share of dividends.
Oh and just to repeat my prior point, if you think you can blag your way to persuading people that it is easier to get 100% agreement on that than 50% starting from 21% you are out of your tiny little mind. [Post edited 18 Jun 2014 13:42]
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yes it does - have a look. Although, of course, less qualified to give advice than someone who has looked it up on google.
If one of more shareholders don't agree it doesn't happen - if they all agree then adjust the shareholder agreement as I said. I realise that only now has this little annoyance dawned on you.
Good that you now see there is no point in doing a share buyback - should have looked it up on google beforehand shouldn't you.
Oh - so the original effect could be achieved by allowing the Trust to subscribe for shares by altering the shareholders' agreement - so exactly what I suggested then? And no - I don't think it's easier to get to 100% rather than 50% - as I pointed out though, with a small group of large shareholders you have to get to 100% to get the effect that you require whichever way so you may as well not invent a nonsense. That's why your original suggestion was nuts.
Anyone that is remotely interested can now tell that you have completely backtracked although as per normal you won't admit when you're wrong. The principle that you set out was utter bollocks.
The only one blagging is you - if you are indeed an actual person who actually works in a financial institution of some kind then I despair because you know absolutely nothing about accounting / finance / capital structures / shareholder voting / tax / company law / AGMs vs EGMs or anything else.
I suspect that the closest you've ever been to a City Institution is the Cheapside branch of M&S.
As such I'm simply not responding anymore - you are an absolute moron. Stick to being a DJ or whatever else it is that you fit in alongside all your 'advising' ('I'd advise you that you can add a packet of crisps to that as part of your meal deal for an extra 20p' is about the sum of it). | | | |
| Club Ownership / Directors on 14:00 - Jun 18 with 766 views | jackonicko |
| Club Ownership / Directors on 13:41 - Jun 18 by Shaky |
So your alleged fellowship of the Institute of Chartered Accountants qualifies you to advise on tax does it? That's news to me and probably also to the Institute itself I would wager. Maybe we're talking actual facts again here?
Anyway, as to your sole substantive point if one or more shareholders don't agree to tender their shares under a buyback offer, then the contemplated dilution simply happens at a slower place. With the level of dividends required this process would have taken years anyway, don't you see?
However, if there is no tax advantage in doing a buyback then it makes little sense to do it that way.
The principle I set out nevertheless remains completely valid; shareholders want dividends which is in effect a distribution of capital, whereas the Trust wants to accumulate capital.
The same effect as originally intended could equally be achieved by allowing the Trust to subscribe for new shares with their share of dividends.
Oh and just to repeat my prior point, if you think you can blag your way to persuading people that it is easier to get 100% agreement on that than 50% starting from 21% you are out of your tiny little mind. [Post edited 18 Jun 2014 13:42]
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Shaky, the principle you set out is largely valid from a textbook perspective (although you haven't got to the chapter on AGM vs EGM, yet, but keep reading). However, it's not very elegant, not very practical and Lisa's is clearly more straightforward and appropriate for the suggestion proposed.
But it's like two bald men arguing over a comb. You miss the point that this is a consortium of shareholders (and friends) who have worked together well for over 10 years. Arguing over approval percentages is meaningless - when in reality no-one is going to upset the dynamics of the consortia that has worked well over all this time unless everyone agrees to it.
It's like you miss the realities when you insist on arguing that Mel was ripped off and his share is valued at £5m.
You can argue over what the Companies Act says as much as you like. But in the real world, it's what the people think that matters.
And I know all sorts of people who advise on tax as a fellow of the ICAEW.
(For your files, I'm a fellow of the ICAEW too). | | | |
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