3 New Directors Appointed Today

[Matt Phillips]

This will be boring, sorry.

It depends who you're speaking to!

It's interesting and makes me think that there must be some ambiguity. I've completely lost track of who still has voting rights. I know Tagg and Pym don't, along with the 3 newbies. I'm reasonably sure one of the other 4 also don't, as the May minutes state that the Trust has a 4-3 majority (these minutes are yet to be published though, so maybe this is an error in an unapproved copy - although they should have been ratified by now!).

 

[Topsham Boy]

Fair point Egg, and we may not actually be looking for a direct replacement for Randall anyway as MT has said we have tweaked the formation this year (3-4-2-1) knowing that Joel was leaving.
Generally though our 1931 player has been someone that was a development player with potential so I can see why some would be surprised if Coley is ready to step into the first team and be as successful as Randall. Like you said though we just don't know and maybe he is ready.

I agree with a lot of what you have said in the last 24 hours regarding the club and MT. I think there is so much good going on behind the scenes at the club and believe the powers that be have done excellently in securing the fee that we have gotten for Randall as well.

I still believe in what MT is doing (grabs tin hat) and will wait to pass judgement on this summer's transfer business until the window is closed. I think at this point even you must understand why many fans feel a little bit disappointed with what has transpired this summer. With a couple of injuries, it now all seems a little bit of a mess unfortunately. We are now asking Grounds and Dieng to play 90 minutes on Saturday which Matt has said they aren't ready for which again is due to the fact that they were brought in late to pre-season probably due to Matt missing out on other players.

I still don't think there is any need for the mass overreaction by some on here, but like I said I see both sides of it and understand the disappointment as things stand right now. When Matt talked at the end of the season about the improved budget he even came out and said that it was now up to him to bring in the 'serious quality' players that were needed. Up to now I wouldn't say he has succeeded in doing this, but 2-3 real quality signings before the window closes and I still think we can be right up there.

I do think that it's a real shame that we now seem to be entering the season with many frustrated and underwhelmed, especially as the fans are now coming home. I really hope that the frustration felt by some can be put aside on Saturday and everyone really gets behind the team to make the return of fans a special event and not a really frustrating and negative day!!

Obviously a signing or two would help this and hopefully MT will deliver!

If we lose badly on Saturday MT will get pelters.

 

[Grecian in Guzz]

This will be boring, sorry.
An extract from the Club’s Corporate Governance Manual, filed alongside the Articles of Association at Companies House, provides some relevant background.
Clause 2.4.1 states:
The Board consists of the Chair of the Board (non-voting), Finance Director (FD), two skill-based Directors and one skill based non-voting Director, and four Trust nominated Directors.
The Board may appoint up to 2 non-voting Associate Directors and a non-voting in-house Legal Counsel.
In addition, Clause 2.4.1 goes onto say the Articles of Association entitle the Trust to nominate half of the Board of Directors.
Interestingly (perhaps), the Articles do not provide any facility for non-voting directors and merely state decisions are taken on a simple majority of those present.
Elsewhere, the agreement between the Trust and Club makes clear the Board can appoint two non-voting Associate Directors for a maximum period of a year.
So, right now, it would appear there are 13 directors, of which just four (Davis, Hawker, Holding and Harrison) have been appointed by the Trust. This appears to contravene the Articles.
The non-voting Chair is Richard Pym. Keith Mason (the FD?), Suzanne McQueenie, David Clough and Andrew Rothwell have been on the board for a while so they are presumably the four Directors permitted by 2.4.1 t o give the even 4:4 club/trust split.
After that, it gets a little tricky as there seems no basis for Mr Tagg to be on the board (unless one of the other Club-appointed Directors vacates their seat). Also, although 2.4.1 states that three further non-voting members can be appointed, it is hard to see which of the recent appointees (Bawden, Tipper and Hart) could be regarded as the in-house legal counsel. In any event, their terms cannot extend beyond a year.
Of course, there may be an intent to alter the articles but it would have been best practice to do this before the appointments were made. The Governance Manual also outlines the process that must be adopted prior to the appointment of any directors. I presume this protocol was followed.

Looks like one or other of us need to ask for confirmation from the Trust Chairman that all current policies / procedures were followed in appointing the "New 3". If Edward's summary is right then Trust does not have majority voting rights.

 

[Hants_red]

Looks like one or other of us need to ask for confirmation from the Trust Chairman that all current policies / procedures were followed in appointing the "New 3". If Edward's summary is right then Trust does not have majority voting rights.

Where did you get that impression that the club has majority voting rights?

 

[Grecian in Guzz]

Where did you get that impression that the club has majority voting rights?

I quote from the learned Edward's post :-

"So, right now, it would appear there are 13 directors, of which just four (Davis, Hawker, Holding and Harrison) have been appointed by the Trust. This appears to contravene the Articles."

13 minus 4 = 9 so Club appointed members appear to outweigh Trust appointees.

Given your previous responses to my posts I believe that you are "closer to God" than I so perhaps you could enlighten all Trust members or is it acceptable to you that someone tables the question to the forthcoming AGM ?

 

[Hants_red]

I quote from the learned Edward's post :-

"So, right now, it would appear there are 13 directors, of which just four (Davis, Hawker, Holding and Harrison) have been appointed by the Trust. This appears to contravene the Articles."

13 minus 4 = 9 so Club appointed members appear to outweigh Trust appointees.

Given your previous responses to my posts I believe that you are "closer to God" than I so perhaps you could enlighten all Trust members or is it acceptable to you that someone tables the question to the forthcoming AGM ?

But they don't all have voting rights.

Ask a Trust member on Saturday.

 

[Grecian in Guzz]

But they don't all have voting rights.

Ask a Trust member on Saturday.

Sadly as ordered by you I will be at the Torquay game !

 

[Super Ronnie Jepson]

But they don't all have voting rights.

Ask a Trust member on Saturday.

No need to ask anyone. It was stated such in the Trust's statement, a link to which was posted earlier in this thread.

Club Board Directors

I’m sure by now many of you will have seen the club’s announcement regarding new appointments to the Club Board. Achieving success, remaining sustainable, and providing a good match-day experience is an aspiration that we, both Club and Trust, wish to pursue with all our hearts. As with any...

www.weownexetercityfc.co.uk

I know it is important to reassure our members that these appointments do not compromise Trust voting parity on the Club Board, and I’m happy to do so. They are unchanged.

If only people would read the information that's provided...

 

[eurogrecian]

If only people would read the information that's provided...
[/QUOTE]

Come off it, what would people have to moan about then?

 

[Edward]

I know it is important to reassure our members that these appointments do not compromise Trust voting parity on the Club Board, and I’m happy to do so. They are unchanged.

If only people would read the information that's provided...
[/QUOTE]
That may be so but can only be the case if they have ignored the Articles and the Governance Manual.