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Shareholders' Association to force EGM

by | 08/05/2013

SA has secured necessary mandate

The Everton Shareholders' Association will notify the Club today that they have secured the mandate they need to force a General Meeting under The Companies Regulations 2009 after failing to get the Board of Directors to voluntarily convene a meeting.

Since the Board changed the Articles of Association to terminate the longstanding tradition of Annual General Meetings in 2008, the Club's minority shareholders have had no official forum in which to interface with the Board apart from the smaller, less formal settings of "Fan Forums" and individual meetings with the leaders of the Shareholders' Association.

After petitioning their members over the past few months, the SA will now inform the Everton hierarchy that they will require the Club to "proceed forthwith to convene a General Meeting."

The SA are specifically looking to obtain from Chairman Bill Kenwright and the Board an explanation for the decision to end the AGM process, an appraisal of the Club's financial performance in the five years since the last AGM and to hear the Board's future plans for Everton FC.

Finally, based on the answers given on those issues, the SA will request a show of hands to pass a resolution requiring that the Board permanently reinstate the holding of formal Annual General Meetings through an amendment to the Articles of Association.

Blaming "disruptive elements" among non-shareholders gaining access to prior meetings via proxy, the Club's rationale for ending AGMs in the first place was that they had become counter-productive.

Critics of the Board, however, accuse the hierarchy of taking the easy way out to avoid tough questions and criticism of their handling of the failed Destination Kirkby project and the inability to find either investment or a buyer for the Club since Kenwright assumed control of Everton 13 years ago.

Quotes or other material sourced from EFCSA

Reader Comments

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John Gee
159 Posted 08/05/2013 at 00:30:16
The Question of why the AGM's were stopped should be dropped from the agenda. It won't foster a spirit of communication and will just entrench the often repeated arguments so they become part of the fabric of the meeting and any possible future meetings. Recrimination is counter productive and if this isn't dropped from the agenda then the meeting will go like this:

'Why did you treat us like pricks?'

'Because you called us pricks'

Meeting adjourned. See you in 5 years.

Paul Ferry
161 Posted 08/05/2013 at 00:27:20
At long long long last. The secretive conduct of EGMs in recent times is nothing short of a scandal (not a whiff in The Echo, needless to say) and a true sympton and symbol of this board's attitude to the club, us, and their shares, This gang of clowns as individuals have put less sponds into this club than the average season ticket holder over the last decade or so. They are luvvys, leeches, and a fucking disgrace and an open EGM might - just might - expose them for what they are.

What Dickie Dahling over here Dame Judi champers everyone gobshite Kenwright does not realize is how bad this board looks with the closed EGMs. Bless, they got worried coz one or two 'infiltrators' (probably communiss) actually had the bare-faced audacity in an open EGM to question what was going on. Bring back fucking hanging, I say.

Michael Kenrick
164 Posted 08/05/2013 at 00:53:40
Paul, I think you're going way over the top but your terminology is also a bit weird, and it detracts from any lingering validity that might be hidding in that rant:

Closed and open EGMs? No. No such thing.

They used to have Annual General Meeting (AGMs) every year, open to shareholders. A shareholder who could not attend was allowed to nominate a proxy to go in his place. Never 'open' to all fans; never closed either. Questions & Answers (usually strictly controlled or 'spun') always part of each AGM.

Shareholders could, and on I think one occasion, did force an Emergency General Meeting (EGM). Same attendance rules as AGMs.

AGMs were unilaterally done away with; EGMs are still allowed.... if they can be forced by the Shareholders. Proxies may or may not be allowed (we shall see). I think we carry transcripts and/or reports here on ToffeeWeb for most of those held from 1999 onwards...

Hope this helps.

Paul Ferry
173 Posted 08/05/2013 at 03:55:55
Point taken MK, although I have no idea at all why you would query the idea that the board has become more secretive, inclusive but also exclusive at the same time, and, my main point, has excluded the input of the diehard season-ticket holder. 'AGMs were unilaterally done away with', I think that was the point of my post.

Rant? Hmmmm, check some of your stuff mate. Huge fan of you and LL and all you do with little reward except for being THE grand old team site, but your word is not judgment, not that you said that, but a slap on the wrist from one of the 2 brilliant TW editors is not scripture

Paul Ferry
174 Posted 08/05/2013 at 04:02:22
Sorry, 'my main point ' is that the season ticket holder has been excluded, well the small shareholder at any rate, from AGMs.
Tony J Williams
192 Posted 08/05/2013 at 07:46:31
Let's hope something productive comes from out. Don't need any heckling or bad shouting again....... and that's just from Bill.
Brent Stephens
204 Posted 08/05/2013 at 08:56:01
John Gee #159. Agree entirely. More important is to answer the other two questions, esp the one about future directions.
Steven Telford
208 Posted 08/05/2013 at 09:01:11
Please, go easy on the cakes and refreshments, actually, if you don't mind, bring your own.
Peter Laing
259 Posted 08/05/2013 at 10:09:47
The main point in question that I would like to see asked but probably not answered would be "What does Robert Earl bring to Everton", Kenwright talked him up when he acquired Paul Gregg's shares as a master at the commercial and PR end of the business - yet Everton have gone backwards under his directorship.
Tom Hughes
389 Posted 08/05/2013 at 12:11:56
The board is to be asked about the running of the club in the past few years. ... and one of the major decisions has been the cessation of AGMs. Therefore it is hardly confrontational to ask a pertinent question on a a fundamental subject. ..... ie the whole reason for the need for a petition in the first place. The club has been offered the opportunity to call this meeting themselves. .. they have been asked several times in the past. On all occasions they have refused to do so...... therefore they should expect to be asked to explain their decision and intentions regarding reinstatement. The SA is supposed to be the club's watchdog. .... they are simply exercising their rights as shareholders.
Dave Roberts
391 Posted 08/05/2013 at 12:31:59
How dare you question the value of Roberts Earl to Everton Football Club!

How else would we have got to see Sylvester Stallone (without make-up that is)?

Tom Hughes
395 Posted 08/05/2013 at 12:35:25
Without make up? Are you saying Rocky wears make up?

Another illusion shattered.

Liam Reilly
487 Posted 08/05/2013 at 13:45:38
Que Bill saying he doesn't know what the 'Other Operating Costs' are comprised of as he leaves that to other people to manage.

"Now, where is my Helicopter back to London?"

Jim Hourigan
500 Posted 08/05/2013 at 13:57:56
On a tenuous point what has happened to plans for a supporterss trust?
Anthony Manning
860 Posted 08/05/2013 at 17:35:39
Elstone will find a way of worming his and the clubs way out of this meeting I`m sure of that!
Tony I'Anson
979 Posted 08/05/2013 at 18:40:45
Jim #500, as one of the instigators of the Trust Everton project, I have travelled to Merseyside (& other locations) more in the last 2 years than the last 25, mainly on non-match days. As we've said all along, to make a difference to a PL club, needs a different type of supporters trust. All the feedback we've had on the open forums, the survey and offline with many stakeholders have spurred us on. We're planning on setting up something that will outlive us all.
James Flynn
064 Posted 08/05/2013 at 19:32:30
Congrats on forcing the issue. With this and Moyes' departure, could the board, at this meeting, tout how the new guy is getting all the Fellaini/Baines money?

That would be nice.

Tom Hughes
161 Posted 08/05/2013 at 20:32:32
Anthony. ... they are legally obliged to have the meeting as the SA have received their mandate from the shareholders. They may try to manage some damage limitation at the meeting. .. but the agenda will be set by those who have called the meeting. They might set it for midnight in the outer hebrides but any such tactics will be reported and viewed accordingly.
Alan Ross
025 Posted 09/05/2013 at 13:43:29
What's the bet that certain figures who will in the prime position of answering directed questions will be absent (possibly due to ill health).
Patrick Nolan
461 Posted 09/05/2013 at 17:18:50
Good luck dealing with that bunch. If you even get one straight answer to a question, it will be an achievement. Unfortunately we will have to fail on the pitch before people will stand together to force BK out.
Jackie Barry
919 Posted 10/05/2013 at 00:12:30
So Bill did you only just find out about Moyes even though Man U were given permission to speak to him a few weeks ago???

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