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Dr Greenthumb

Shares

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Looking at the Companies House web site it relates to the Resolutions passed at the recent AGM. It gives the directors the power to allot shares up to an aggregate nominal value of £1,000,000.

The ordinary shares have a nominal value of £1 and there are currently 616,913 allotted, called up and fully paid. Issuing a further 1,000,000 would be a significant event.

Presumably the reason for giving the directors the power to allot shares was explained at the AGM. Perhaps someone that attended the AGM via video link could explain what was said.

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7 minutes ago, wcorkcanary said:

Ethics Canary will be livid.!!!!

He will but what makes it more amusing is that his posts never seem to explain in straightforward terms just why he is upset. 

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At the AGM in November 2015 the directors were given authority under Section 551 of the Companies Act to issue shares up to a value of £1,000,000 ( nominal value of £1 each ).

Resolution 5 of the AGM in November this year is merely a renewal of that authority.

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But as asked by Snitterfield Canary, why?  No real reason was given at the socially distanced AGM so no digging as to the reason has been given.  Given the declared intention of Smith & Jones to hand over their shares to Tom, this bit of "admin" makes no real sense.  

In an absence of further information, a void is created into which many a conspiracy theorist can fall.  Far be it for me to take on that mantle however.  Over to the PUBB'ers to do their worst.......

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15 minutes ago, PurpleCanary said:

He will but what makes it more amusing is that his posts never seem to explain in straightforward terms just why he is upset. 

I think it a stems from the season ticket for life  is exactly that   , not forever.

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15 minutes ago, shefcanary said:

But as asked by Snitterfield Canary, why?  No real reason was given at the socially distanced AGM so no digging as to the reason has been given.  Given the declared intention of Smith & Jones to hand over their shares to Tom, this bit of "admin" makes no real sense.  

In an absence of further information, a void is created into which many a conspiracy theorist can fall.  Far be it for me to take on that mantle however.  Over to the PUBB'ers to do their worst.......

I really think you are looking for something that isn't there to see. If the board wish to raise money by selling these unissued shares it has to be done in compliance with the Companies Act of 2006. That authority given back in 2015 obviously has a 5 year life span and this a merely a renewal of that authority. If by 2025 the shares have not been offered for sale by the Club this will happen again.

Edited by TIL 1010
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"Just confirming the votes from November’s AGM I would think. Renewal of these detailed in my tweets from the night here. Don’t believe it’s anything major (but I’m no expert)."

 

"Also renewal of 5yr resolution to allow Norwich's board to issue new shares worth up to (nominally) £1m if needed in best interests in the club. Simple renewal - not in response to new investment interest. Passed: 210-7"

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This is 'old news' and a further renewal of the right first approved at a previous AGM in 2010 and, as @TIL 1010 mentioned, renewed again back 2015.

The Club was questioned about this resolution at the last AGM, where it was confirmed that it was NOT in response to possible interest, merely a renewal of the previous right. 

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1 hour ago, GMF said:

This is 'old news' and a further renewal of the right first approved at a previous AGM in 2010 and, as @TIL 1010 mentioned, renewed again back 2015.

The Club was questioned about this resolution at the last AGM, where it was confirmed that it was NOT in response to possible interest, merely a renewal of the previous right. 

That is exactly what the club and my takeover consortium want you to think...🤓

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3 hours ago, TIL 1010 said:

I really think you are looking for something that isn't there to see. If the board wish to raise money by selling these unissued shares it has to be done in compliance with the Companies Act of 2006. That authority given back in 2015 obviously has a 5 year life span and this a merely a renewal of that authority. If by 2025 the shares have not been offered for sale by the Club this will happen again.

Thanks Tilly.  You know no reason behind this bit of admin then. 

I'm not looking for something, just feel that as a minority shareholder for me there was not a proper explanation behind the reason for this. Again, the current majority shareholders have stated they plan to hand over their shares to their nephew, thus making a renewal of this right of issue superfluous.  So why do it, what is their thinking behind it, a certain nervousness on their stated strategy?

In a vacuum other people are perfectly able to come up with an explanation. 

But the truth would be good to hear, and my question to the AGM remains unanswered.

Edited by shefcanary

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2 hours ago, shefcanary said:

Thanks Tilly.  You know no reason behind this bit of admin then. 

I'm not looking for something, just feel that as a minority shareholder for me there was not a proper explanation behind the reason for this. Again, the current majority shareholders have stated they plan to hand over their shares to their nephew, thus making a renewal of this right of issue superfluous.  So why do it, what is their thinking behind it, a certain nervousness on their stated strategy?

In a vacuum other people are perfectly able to come up with an explanation. 

But the truth would be good to hear, and my question to the AGM remains unanswered.

Joking aside (my consortium has decided to buy Ipswich Town, it being more of a challenge to revitalise a total car crash of a business than owning a club that is already well run) there is no reason not to do this every five years. It saves having to call an EGM, which would probably be necessary.

I don't know how long they have been taking this precautionary measure, but as far as I know it has never before signalled any  looming development. As it happens I have never believed the nephew plan was set in stone and that alternatives would never be seriously considered. So having the ability to produce up to a million extra shares makes sense, but only just in case.

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14 hours ago, PurpleCanary said:

Joking aside (my consortium has decided to buy Ipswich Town, it being more of a challenge to revitalise a total car crash of a business than owning a club that is already well run) there is no reason not to do this every five years. It saves having to call an EGM, which would probably be necessary.

I don't know how long they have been taking this precautionary measure, but as far as I know it has never before signalled any  looming development. As it happens I have never believed the nephew plan was set in stone and that alternatives would never be seriously considered. So having the ability to produce up to a million extra shares makes sense, but only just in case.

Since 2010 @PurpleCanary so this is the second renewal.

What’s interesting, in the event someone actually acquired the additional million shares, they would actually have almost 62% of the enlarged shareholding of the Club, with the Board combined having over 88% in total. Something to ponder for those who already dislike a majority shareholding of 53%. 

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