| Consultation Papers - Cost of Legal Action 16:13 - Jul 21 with 28098 views | Vetchfielder |
I’ve reviewed the Consultation Papers that arrived today and they are well presented and clear. Personally I could have added a couple more lines to the Pro’s section for legal action but it is specifically it is the aspect of legal fees in the Consultation Papers has left me with major gripes.
The first thing is that we don’t seem to have got a quotation or even an estimate of the legal costs of going ahead with legal action. If we did get a quotation or estimate then it has not been included in the documentation. Has the Trust Board asked for an estimate, was one provided and what are the details ?
What about a "No-Win / No-Fee" type of legal engagement— mentioned by Dai Little in the first Trust meeting yet I can see no mention of this in the documentation?
Regarding the magnitude of legal costs, the words we are given are:
(a) In the Options Matrix, Impact on Trust Funds section: “Likely substantial reduction, possibly wiped out completely, or worse”.
(b) In the Cons section of Option 2: “Legal action is costly and unpredictable. There is a real chance the Trust could lose, in which case the existing funds of over £800,000 could be wiped out or even lead to the Trust being in debt. If legal costs were to exceed the current Trust funds, which is a likely scenario, it is unclear at this time how the Trust would be able to fund these costs — which may impact the Trust’s ability to proceed beyond that point”.
Regarding (a), no detail is provided as to exactly what “worse” means in practical terms and how we would deal with it.
Also, there is a big contradiction between funds “possibly” wiped out in (a) and a “likely” scenario of debt in (b) which means it’s probable. So I don’t know whether the Trust Board thinks it’s just possible or that it's probable and exactly on what that judgement is based.
For me, the really disappointing words here in (b) are “it is unclear at this time how the Trust would be able to fund these costs”. The Trust Board has known about the potential for legal action for many many months so has had more than ample time to take advice, have a clear view, have a plan and identify a proposed approach if the funds aren’t sufficient for legal action.
On the basis of these Papers, I feel that not enough effort has gone into establishing what litigation really means in £ terms of legal costs and how the Trust could/would fund it, possibly because we have been distracted by what the Trust Board consider an acceptable offer. |  |
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| Consultation Papers - Cost of Legal Action on 16:06 - Jul 27 with 2138 views | bermudajack |
| Consultation Papers - Cost of Legal Action on 20:12 - Jul 21 by homeiswheretrundleis |
Having received my consultation papers today I would have thought there would be a 4th option (which would have been option 2) and that is the trust should ask for an increase in the number of shares being bought say at least £10.5m and find out what the response to that was before we decide on OPTION 1 or LEGAL ACTION or DO NOT pursue LEGAL ACTION.
Maybe this can be added as an extra option |
I have voted for litigation and hope that this will become an option in the near future |  |
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| Consultation Papers - Cost of Legal Action on 16:23 - Jul 27 with 2111 views | NeathJack |
| Consultation Papers - Cost of Legal Action on 16:02 - Jul 27 by Uxbridge |
There's no scenario where the Trust shareholding is completely worthless. It's a shame to see that old lie rear its head again.
If the tag along clause wasn't worth the paper its written on, which is effectively what you're asking, then I'd agree it would be pointless.
The legal documents haven't been drafted yet .. this is all subject to contract. If those documents weren't to the Trust's satisfaction (which, given the tag along clause is utterly crucial to the whole deal, this has to be watertight) then the contract could not complete.
In short, it's pretty difficult to comment on the details of a legal document that hasn't been drafted yet. However our legal advice doesn't have concerns on the theoretical concerns on being able to draft such a document. |
With all due respect then, why are people therefore being asked to vote for something that cannot be confirmed?
Even if a document were drafted to the include the tag rights, how on earth could this possibly be enforced on a Delaware based company?
Surely all these things should be in place and watertight before any vote takes places for purposes of complete transparency? |  | | |
| Consultation Papers - Cost of Legal Action on 16:36 - Jul 27 with 2087 views | monmouth |
| Consultation Papers - Cost of Legal Action on 15:55 - Jul 27 by Uxbridge |
That can't happen the way this is structured. It could have with a 3 way choice, which is why it didn't happen that way.
This way, something is getting 50%. Two questions, choose one from both. I can see various scenarios playing out there - there'll be people voting for the deal who, if that doesn't pass, also preferring legal action against maintaining the current stake. Similarly there'll be people against the deal who'll also be against legal action. [Post edited 27 Jul 2017 16:04]
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I'm going doolally Ux. So if No Deal gets 51%, of which legal is, say 35%, what happens then? |  |
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| Consultation Papers - Cost of Legal Action on 16:38 - Jul 27 with 2079 views | Uxbridge |
| Consultation Papers - Cost of Legal Action on 16:23 - Jul 27 by NeathJack |
With all due respect then, why are people therefore being asked to vote for something that cannot be confirmed?
Even if a document were drafted to the include the tag rights, how on earth could this possibly be enforced on a Delaware based company?
Surely all these things should be in place and watertight before any vote takes places for purposes of complete transparency? |
You're basically asking for the entire contract to be drafted, something not without some significant time and expense on legal fees, before having the vote. At which point that could all be ripped up. That's impractical.
If the terms of the offer, as outlined, can't be delivered to the Trust's satisfaction, then the deal doesn't happen. Hence why it's subject to contract.
You've made your mind up that the tag along rights can't be applied, which is fine, but it's the complete opposite of what our legal advice is.
I have no doubt that this'll come up tonight, and despite already casting your vote I hope you attend and ask Dai this specifically. I'm sure he'll do a better job than anyone in answering it. |  |
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| Consultation Papers - Cost of Legal Action on 16:41 - Jul 27 with 2073 views | Uxbridge |
| Consultation Papers - Cost of Legal Action on 16:36 - Jul 27 by monmouth |
I'm going doolally Ux. So if No Deal gets 51%, of which legal is, say 35%, what happens then? |
Might help if you look at the form 
Question 1: Deal or No deal. Yes or No question.
Question 2: If no deal, what do we do - Legal or Stay as we are. Yes or No question. | |
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| Consultation Papers - Cost of Legal Action on 16:46 - Jul 27 with 2045 views | Vetchfielder |
| Consultation Papers - Cost of Legal Action on 16:36 - Jul 27 by monmouth |
I'm going doolally Ux. So if No Deal gets 51%, of which legal is, say 35%, what happens then? |
I think the little nuance with the voting system is that the sum of the 3 voting options need not add up to 100%.
So in your example, 65% will vote for status quo (Option 3) so that's what gets the majority vote. | |
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| Consultation Papers - Cost of Legal Action on 16:48 - Jul 27 with 2037 views | NeathJack |
| Consultation Papers - Cost of Legal Action on 16:38 - Jul 27 by Uxbridge |
You're basically asking for the entire contract to be drafted, something not without some significant time and expense on legal fees, before having the vote. At which point that could all be ripped up. That's impractical.
If the terms of the offer, as outlined, can't be delivered to the Trust's satisfaction, then the deal doesn't happen. Hence why it's subject to contract.
You've made your mind up that the tag along rights can't be applied, which is fine, but it's the complete opposite of what our legal advice is.
I have no doubt that this'll come up tonight, and despite already casting your vote I hope you attend and ask Dai this specifically. I'm sure he'll do a better job than anyone in answering it. |
I can't attend tonight unfortunately, although I did attend the last one.
I would be grateful though if that question could be answered tonight along with, given the drag rights, what is stopping the Yanks setting up another company and purchasing all the shares, including those owned by the Trust, for a nominal price.
Thank you in advance.
Edit:
In respect of the detailed final agreement not being in place or drafted before being asked to vote, I absolutely think it should have been finalised, drawn up and a copy sent to every member eligible to vote even if that did mean the Trust incurring the cost.
Only that was can people truly see what they are actually voting on.
I have to say, given the amount of time it has taken to get to this moment, the whole agreement and voting doesn't half seem to be rushed and done a little on the hoof.
[Post edited 27 Jul 2017 17:08]
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| Consultation Papers - Cost of Legal Action on 16:48 - Jul 27 with 2037 views | monmouth |
| Consultation Papers - Cost of Legal Action on 16:41 - Jul 27 by Uxbridge |
Might help if you look at the form
Question 1: Deal or No deal. Yes or No question.
Question 2: If no deal, what do we do - Legal or Stay as we are. Yes or No question. |
LMAO. Right. Got it. The papers were in the other room and I couldn't be arsed to move. | |
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| Consultation Papers - Cost of Legal Action on 17:53 - Jul 27 with 1973 views | Spratty |
Question 1 — option 1 - Everyone votes on this question to either accept the offer (yes) or reject the offer (no)
Qustion 1 is the first one to be assessed from the vote as follows
— Majority of members vote to accept the offer (yes) - then the offer is accepted and question 2 becomes irrelevant
— If the majority of members vote not to accept the offer then the offer is rejected and the majority result of question 2 decides the outcome
(in a dead heat the wording suggests — given the majority have not voted against it then the offer would be accepted!)
Qustion 2 — Everyone also votes on this question — but it will only come into play if the majority of members vote against accepting the offer in question 1 — choosing either of the options
Option 2 - pursue legal action
Option 3 — do not pursue legal action and continue as we are
We were promised a vote on legal action — this is different it is actually first and foremost a vote on the deal.
It can be seen that those that want to pursue the legal option, although having a vote in both questions, only have a single pattern of voting
and that is No to Question 1 (reject the deal) and for question 2 — choose option 2 - Pursue legal action
Those that don’t want legal action have 2 bites of the cherry
Yes to accepting the deal — and if they fail to get a majority on that — Yes to stay as we are
Of course both option 1 and option 3 give us no protection whatsoever against share dilution and the Trust previously said in writing that they could not work with such an option.
I did mention this recently but was immediately (after just 2 posts on the Offer - as a Trust member politely and constructively trying to raise important and factual concerns relating to the Trust) once again summarily banned from the Trust Chairs website (the only forum that I am aware of where Board members were posting on this matter and using their official knowledge to answer forum members questions and concerns in an open debate).
Please don’t tell me this is OK at all, let alone to stifle debate and control privilege access to Trust information on important concerns in a matter of such vital importance to our future. |  | | |
| Consultation Papers - Cost of Legal Action on 18:20 - Jul 27 with 1934 views | Vetchfielder |
| Consultation Papers - Cost of Legal Action on 17:53 - Jul 27 by Spratty |
Question 1 — option 1 - Everyone votes on this question to either accept the offer (yes) or reject the offer (no)
Qustion 1 is the first one to be assessed from the vote as follows
— Majority of members vote to accept the offer (yes) - then the offer is accepted and question 2 becomes irrelevant
— If the majority of members vote not to accept the offer then the offer is rejected and the majority result of question 2 decides the outcome
(in a dead heat the wording suggests — given the majority have not voted against it then the offer would be accepted!)
Qustion 2 — Everyone also votes on this question — but it will only come into play if the majority of members vote against accepting the offer in question 1 — choosing either of the options
Option 2 - pursue legal action
Option 3 — do not pursue legal action and continue as we are
We were promised a vote on legal action — this is different it is actually first and foremost a vote on the deal.
It can be seen that those that want to pursue the legal option, although having a vote in both questions, only have a single pattern of voting
and that is No to Question 1 (reject the deal) and for question 2 — choose option 2 - Pursue legal action
Those that don’t want legal action have 2 bites of the cherry
Yes to accepting the deal — and if they fail to get a majority on that — Yes to stay as we are
Of course both option 1 and option 3 give us no protection whatsoever against share dilution and the Trust previously said in writing that they could not work with such an option.
I did mention this recently but was immediately (after just 2 posts on the Offer - as a Trust member politely and constructively trying to raise important and factual concerns relating to the Trust) once again summarily banned from the Trust Chairs website (the only forum that I am aware of where Board members were posting on this matter and using their official knowledge to answer forum members questions and concerns in an open debate).
Please don’t tell me this is OK at all, let alone to stifle debate and control privilege access to Trust information on important concerns in a matter of such vital importance to our future. |
It was when I was looking at Monmouth's question that I came to same conclusion.
You are right Spratty, this is not fair. I should have spotted this before but didn't, despite other people probably mentioning it earlier.
People voting against legal action get a chance to also make a second preference of Option 3, thereby making legal action less likely. | |
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| Consultation Papers - Cost of Legal Action on 18:30 - Jul 27 with 1922 views | monmouth |
| Consultation Papers - Cost of Legal Action on 18:20 - Jul 27 by Vetchfielder |
It was when I was looking at Monmouth's question that I came to same conclusion.
You are right Spratty, this is not fair. I should have spotted this before but didn't, despite other people probably mentioning it earlier.
People voting against legal action get a chance to also make a second preference of Option 3, thereby making legal action less likely. |
Hasn't it become fairly clear over the last few weeks that the Trust would rather have sex with a bacon slicer than take the legal action that has taken a year and some expense to gain a positive opinion on.
I accept totally their right to come to this opinion, but I just don't get it, i really don't.
At least it'll give Jenkins and the rest a good laugh I suppose. | |
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| Consultation Papers - Cost of Legal Action on 18:39 - Jul 27 with 1910 views | E20Jack |
| Consultation Papers - Cost of Legal Action on 18:30 - Jul 27 by monmouth |
Hasn't it become fairly clear over the last few weeks that the Trust would rather have sex with a bacon slicer than take the legal action that has taken a year and some expense to gain a positive opinion on.
I accept totally their right to come to this opinion, but I just don't get it, i really don't.
At least it'll give Jenkins and the rest a good laugh I suppose. |
Its truly dreadful Monny. I stated it from the outset that it was so one sided it was laughable, this last week has been the icing on the cake, its almost embarassing how set up this vote is.
I am not sure when my membership ends but will not be renewing as I don't feel they represent us as fans. The Trust is solely representing itself now (a handful of individuals) and then it manipulates situations via language or structure to enable those decisions to be pushed through seemingly fairly.
I feel no different the way the Trust has tucked up the fanbase over this than Huw and and his cronies tucked up the Trust with the takeover. That is my genuine feelings towards it and not a dig I am just throwing around. It just seems all so underhand. |  |
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| Consultation Papers - Cost of Legal Action on 18:40 - Jul 27 with 1909 views | Shaky |
Bingo Spratty. Sharp analysis as always,
No doubt there are people around who believe the Trust should hang on to the biggest possible stake in the club to maximise their influence, and Uxbridge will probably shortly claim this as the justification for having stay as we are on the ballot.
However, this ignores the fundamental change in shareholder dynamics now that there is a controlling shareholder.
This renders the shareholding strategically worthless and means that stay as we are would be a disaster for the Trust.
The Trust board took the decision that they should recommend the proposal from the Americans, but for some inexplicable reason felt unable to reject the attractions of the stay as we are misconception on frankly obvious rational grounds.
The reason for this is very hard indeed to fathom. [Post edited 27 Jul 2017 18:47]
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| Consultation Papers - Cost of Legal Action on 22:23 - Jul 27 with 1836 views | vetchonian |
| Consultation Papers - Cost of Legal Action on 18:20 - Jul 27 by Vetchfielder |
It was when I was looking at Monmouth's question that I came to same conclusion.
You are right Spratty, this is not fair. I should have spotted this before but didn't, despite other people probably mentioning it earlier.
People voting against legal action get a chance to also make a second preference of Option 3, thereby making legal action less likely. |
Playing devils advocate......say the options were
1 deal or no deal
If no deal take legal action
What if the outcome were no deal and no legal action where would we go then?
I personally don't see t this is loaded.....those who want legal actio will vote no to the deal and yea to litigate.....then there will be those who do want the deal and those who don't want legal action Making the legal action yes or no is the same as the option really...because as I started with there could be a stalemate anyway.
Voting anti deal and yes to litigate is no less powerful than no to deal and remain if someone doesn't want lye court case they wouldn't vote for it regardless |  |
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| Consultation Papers - Cost of Legal Action on 22:36 - Jul 27 with 1810 views | Gowerjack |
| Consultation Papers - Cost of Legal Action on 14:32 - Jul 27 by Meraki |
Same here, I found it interesting the way it was carefully set out as well. |
Clearly biased questioning.
I'm appalled. |  |
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| Consultation Papers - Cost of Legal Action on 22:38 - Jul 27 with 1801 views | Uxbridge |
| Consultation Papers - Cost of Legal Action on 18:40 - Jul 27 by Shaky |
Bingo Spratty. Sharp analysis as always,
No doubt there are people around who believe the Trust should hang on to the biggest possible stake in the club to maximise their influence, and Uxbridge will probably shortly claim this as the justification for having stay as we are on the ballot.
However, this ignores the fundamental change in shareholder dynamics now that there is a controlling shareholder.
This renders the shareholding strategically worthless and means that stay as we are would be a disaster for the Trust.
The Trust board took the decision that they should recommend the proposal from the Americans, but for some inexplicable reason felt unable to reject the attractions of the stay as we are misconception on frankly obvious rational grounds.
The reason for this is very hard indeed to fathom. [Post edited 27 Jul 2017 18:47]
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Thing is Shaky, anyone there tonight will know there's a significant amount of members against selling any %. We can think what we want about that, but that's the reality.
As such, it has to be an option on the ballot. | |
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| Consultation Papers - Cost of Legal Action on 10:21 - Jul 28 with 1677 views | Meraki |
| Consultation Papers - Cost of Legal Action on 22:38 - Jul 27 by Uxbridge |
Thing is Shaky, anyone there tonight will know there's a significant amount of members against selling any %. We can think what we want about that, but that's the reality.
As such, it has to be an option on the ballot. |
Yes, nicely laid out to the trust convenience - its appalling to be honest.
Theres a recommendation and than theres... | | | |
| Consultation Papers - Cost of Legal Action on 11:04 - Jul 28 with 1642 views | Nookiejack |
| Consultation Papers - Cost of Legal Action on 10:21 - Jul 28 by Meraki |
Yes, nicely laid out to the trust convenience - its appalling to be honest.
Theres a recommendation and than theres... |
First Past the Post v Alternate Vote System
First Past the Post
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34% Litigation
33% Do Nothing
33% Accept Yanks Offer
Results in Litigation being taken
Alternate Vote System
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Stage 1 - Accept the Yanks Offer or Reject
Do Nothing and Litigation = 33% + 34% = 67% v (33% Accept the Yanks Offer )results in offer being rejected.........which then leads on to.......
Stage 2 Take Litigation or Do Nothing
Do Nothing and Accept Yanks Offer 33% + 33% = 66% v 34% (Litigation) results in Litigation not being taken.
By the Trust Board choosing the Alternate Vote System they have indicated they don't want to take litigation. They would prefer to do Nothing.
The only way Litigation can be taken is by over 50% voting for it in both stages.
Trust Board didn't make this clear at the outset. Uxbridge trying to spin them out of it (saying how important the Do Nothing camp is, how important their Vote is etc) - given Spratty has found them out. | | | |
| Consultation Papers - Cost of Legal Action on 11:24 - Jul 28 with 1630 views | pikeypaul |
Spratty has shown us all what a complete set up and farce this vote has been.
Unbelievably biased and set up so no legal action gets two bites at the cherry,very
convenient for individuals who obviously have hidden agendas.
Are the trust board going to celebrate the result at Morgan's?
In a year or two certain trust board members who are obviously up the sellouts rsoles
will be thought of similar to them,one has already been outed more will follow. [Post edited 28 Jul 2017 11:27]
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| Consultation Papers - Cost of Legal Action on 11:35 - Jul 28 with 1613 views | swanforthemoney |
The Trust Board have acted pretty well.
Take the offer and get on with it.
Litigation will drag on and damage the club some more. All the keyboard warriors and conspiracy theorists are a complete joke; they couldnt do any better. All talk and criticism. Look what happened when someone tried to organise an alternative action group a few months back, cant remember who it was, but it never took off. At least the Trust Board have the tenacity actually take some action, the rest of you are just sitting on your backsides carping. |  |
| I stand in the North Stand
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| Consultation Papers - Cost of Legal Action on 11:54 - Jul 28 with 1589 views | waynekerr55 |
| Consultation Papers - Cost of Legal Action on 18:20 - Jul 27 by Vetchfielder |
It was when I was looking at Monmouth's question that I came to same conclusion.
You are right Spratty, this is not fair. I should have spotted this before but didn't, despite other people probably mentioning it earlier.
People voting against legal action get a chance to also make a second preference of Option 3, thereby making legal action less likely. |
Why would people vote to maintain the status quo? That leaves us at greater risk of dilution and no negotiating platform. |  |
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| Consultation Papers - Cost of Legal Action on 13:25 - Jul 28 with 1517 views | vetchonian |
| Consultation Papers - Cost of Legal Action on 18:20 - Jul 27 by Vetchfielder |
It was when I was looking at Monmouth's question that I came to same conclusion.
You are right Spratty, this is not fair. I should have spotted this before but didn't, despite other people probably mentioning it earlier.
People voting against legal action get a chance to also make a second preference of Option 3, thereby making legal action less likely. |
There are 3 options!
Why is everyone going on like there is some mechanism to manipulate the result
If I want litigation I vote no to the deal and yes to legal action
If I want the deal I vote yes and then decide what I want if the outocme is no
Question what if the paper only had accept the deal on offer yes/no?
In the event of the ballot resulting in the offer being rejected do we take legal action yes/no?
Option 3 does not make the likely hood of legal action less.....if someone doesnt one legal acition they would vote no in a straight yes/no question!
Lets reword it
Question 1
Are you in favour of pursuing Legal action Yes /No
Question 2
In the event of the majority of members voting against legal action how would you like the Trust board to proceed
Part sales of shares Yes/No
COntinue as we are Yes/NO
If I am against legal action I vote no then decide deal or no deal
If i want legal action then I just vote yes
I think we have too many conspirancy theoristis
If people really want legal action then its simole just vote no to 1 and yes to legal action in Q2
Not everyone wants legal action not everyone wants any sale of shares
Option 3 doesnt change it if a person doesnt want legal action they just vote no to
SO somone who is agianst legal action and the deal doesnt vote voting effectively for status quo whihc is option 3
SOmeone who is anti the deal and wants legal action votes no to 1 and yes to 2
and no won.......where do we go then? | |
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| Consultation Papers - Cost of Legal Action on 13:26 - Jul 28 with 1516 views | harryhpalmer |
| Consultation Papers - Cost of Legal Action on 11:54 - Jul 28 by waynekerr55 |
Why would people vote to maintain the status quo? That leaves us at greater risk of dilution and no negotiating platform. |
Anyone else not received the litigation and voting pack for this?
I had the Board vote, but not this.
When did people start getting their packs?
cheers. | |
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| Consultation Papers - Cost of Legal Action on 13:45 - Jul 28 with 1491 views | Meraki |
| Consultation Papers - Cost of Legal Action on 13:26 - Jul 28 by harryhpalmer |
Anyone else not received the litigation and voting pack for this?
I had the Board vote, but not this.
When did people start getting their packs?
cheers. |
My brother hasn't had his either. | | | |
| Consultation Papers - Cost of Legal Action on 13:46 - Jul 28 with 1488 views | Meraki |
| Consultation Papers - Cost of Legal Action on 13:25 - Jul 28 by vetchonian |
There are 3 options!
Why is everyone going on like there is some mechanism to manipulate the result
If I want litigation I vote no to the deal and yes to legal action
If I want the deal I vote yes and then decide what I want if the outocme is no
Question what if the paper only had accept the deal on offer yes/no?
In the event of the ballot resulting in the offer being rejected do we take legal action yes/no?
Option 3 does not make the likely hood of legal action less.....if someone doesnt one legal acition they would vote no in a straight yes/no question!
Lets reword it
Question 1
Are you in favour of pursuing Legal action Yes /No
Question 2
In the event of the majority of members voting against legal action how would you like the Trust board to proceed
Part sales of shares Yes/No
COntinue as we are Yes/NO
If I am against legal action I vote no then decide deal or no deal
If i want legal action then I just vote yes
I think we have too many conspirancy theoristis
If people really want legal action then its simole just vote no to 1 and yes to legal action in Q2
Not everyone wants legal action not everyone wants any sale of shares
Option 3 doesnt change it if a person doesnt want legal action they just vote no to
SO somone who is agianst legal action and the deal doesnt vote voting effectively for status quo whihc is option 3
SOmeone who is anti the deal and wants legal action votes no to 1 and yes to 2
and no won.......where do we go then? |
You're not very bright are you. | | | |
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