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[Archived] 2013 AGM


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The most recent AGM was held at Ewood Park at 11:00 on 20/12/13.

The following gives a flavour of the Q and A session after the official business was concluded.

I believe that everything that will be read is a true reflection of what happened; if I have misunderstood any of the comments that were made, I offer my apologies.

Robert Coar started the meeting but Derek Shaw answered a lot of the questions.

Q-why did info about last year's figures appear in the press before shareholders received their copy of the Annual Accounts?

A-This was the auditors fault which the Company will attempt to avoid happening next year. It appears a journalist picked up the info from the filing of the results from Companys' House.

Q-(something along the lines of: what is the situation with the Banks?)

A-The Bank Facility is ongoing. It is expected to be renewed very soon. (Later on, it was admitted that there had been an advance payment of £ 5 Mil which has now been repaid. It was also confirmed that a £36 mil loan had been made directly from the owners,which is interest free.)

Q-What is happening about replacing the Financial Director?

The owners are working with a Recruitment Agency to find a suitable replacement.

There is a very competent and experienced team in place so there are no worries about that side of the business.

It was speculated that the owners had had somebody in mind for the post but that perhaps things had not worked out and this could have contributed to the delay.

Q-What is happening about reducing the size of the squad which appears to have increased by 15?

A-The club are trying very hard to move on players-some on big contracts from when they played in the Premiership, others who were given Premiership contracts whilst playing in the Championship.

Q-What is happening about Campbell?

A-Unlike some of the others who appear to have admitted their involvement, Campbell appears not to have admitted any guilt. On legal advice, they will not be sacking him as this could lead to even greater problems.

Q-Is there anybody who has left the club who is still being paid?

A-Yes. It is not appropriate to name the person nor to give details of the contract. Derek Shaw said that he knew who it was and that everybody else knew who it was, but he could not name the person.

Q-someone asked about Shebby Singh.

A-Shebby Singh's contract was always with the Rovers and runs until Oct 2014.

Q-What is the objective for this season?

A-Promotion in "an affordable fashion".

Q-What will the transfer position be?

Almost inevitably embargo.Indeed, we should not have been adding players to the squad this season. However, " a lot of clubs were beginning to realise things might have to change."

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In relation to the question about the headline figures being in the paper before the Annual Report had been sent to the minority Shareholders - I would have thought the Year End Accounts would have to have been accepted by Companies House BEFORE the Annual Report could have been sent to the minority Shareholders? In which case, as soon as the Accounts were published on their website (after having been accepted), the journalist could have had a quick read through them about put an article together that day - well before the trusty Royal Mail had delivered them to the previously mentioned minority Shareholders.

The point is, I'm not sure how it was the fault of the club appointed Auditors, KPMG?

As a side note, I'm of the understanding that both the BRFCAG and Rovers Trust have acquired a share(s) in the club - were they represented? By who? What questions did they put to the AGM?

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I thought the issue about Singh was whether or not he had a contract or was employed on a freelance ad hoc basis. I never doubted he was paid by the Club. Sounds like he is currently out of favour. Trouble is, we are effectively paying him to stay away from the Club and do nothing which is an obscene waste of money.

Can't see how anyone can take too much issue with anything else said above apart from the "We shouldn't have been signing players" comment. Maybe that should have been "We shouldn't be signing players without selling or releasing one first." If you sell or release the likes of Pedersen and Murphy and replace them with the likes of Cairney and Evans you're getting far better players and at a fraction of the cost in terms of wages.

As a side note, I'm of the understanding that both the BRFCAG and Rovers Trust have acquired a share(s) in the club - were they represented?

Really?

If that is true, how much did they pay and what percentage have they acquired please?

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In relation to the question about the headline figures being in the paper before the Annual Report had been sent to the minority Shareholders - I would have thought the Year End Accounts would have to have been accepted by Companies House BEFORE the Annual Report could have been sent to the minority Shareholders? In which case, as soon as the Accounts were published on their website (after having been accepted), the journalist could have had a quick read through them about put an article together that day - well before the trusty Royal Mail had delivered them to the previously mentioned minority Shareholders.

The point is, I'm not sure how it was the fault of the club appointed Auditors, KPMG?

As a side note, I'm of the understanding that both the BRFCAG and Rovers Trust have acquired a share(s) in the club - were they represented? By who? What questions did they put to the AGM?

Usually the minority shareholders receive their copy of the accounts before anyone picks up the info from Companies House. I didn't make a note of who spoke on behalf of the Board, but the quite clear inference was that the Auditors had 3 obligations to carry out and that they should have ensured the minority shareholders received their copies before journalists -or anyone else-could pick up the info from Comapnies House.

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In relation to the question about the headline figures being in the paper before the Annual Report had been sent to the minority Shareholders - I would have thought the Year End Accounts would have to have been accepted by Companies House BEFORE the Annual Report could have been sent to the minority Shareholders? In which case, as soon as the Accounts were published on their website (after having been accepted), the journalist could have had a quick read through them about put an article together that day - well before the trusty Royal Mail had delivered them to the previously mentioned minority Shareholders.

The point is, I'm not sure how it was the fault of the club appointed Auditors, KPMG?

As a side note, I'm of the understanding that both the BRFCAG and Rovers Trust have acquired a share(s) in the club - were they represented? By who? What questions did they put to the AGM?

Don't most companies send out provisional reports to the shareholders (even the minor ones) there is normally a pretty damn hefty delay between the filed and available annual reports.

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In relation to the question about the headline figures being in the paper before the Annual Report had been sent to the minority Shareholders - I would have thought the Year End Accounts would have to have been accepted by Companies House BEFORE the Annual Report could have been sent to the minority Shareholders? In which case, as soon as the Accounts were published on their website (after having been accepted), the journalist could have had a quick read through them about put an article together that day - well before the trusty Royal Mail had delivered them to the previously mentioned minority Shareholders.

The point is, I'm not sure how it was the fault of the club appointed Auditors, KPMG?

As a side note, I'm of the understanding that both the BRFCAG and Rovers Trust have acquired a share(s) in the club - were they represented? By who? What questions did they put to the AGM?

Usually the minority shareholders receive their copy of the accounts before anyone picks up the info from Companies House. I didn't make a note of who spoke on behalf of the Board, but the quite clear inference was that the Auditors had 3 obligations to carry out and that they should have ensured the minority shareholders received their copies before journalists -or anyone else-could pick up the info from Comapnies House.

Don't most companies send out provisional reports to the shareholders (even the minor ones) there is normally a pretty damn hefty delay between the filed and available annual reports.

Several different points here which I'll try to address in one response. First I've been out of the country since late November so might have missed some Trust stuff but as it's usually always via email I doubt it.

For as long as I can recall, last 20 years or so prior to Venkys, the Rovers accounts have been handled as below:

  1. mid November copies sent to minority shareholders
  2. early to mid January
  3. Following day accounts at Companies House

This year it appears the accounts were simply filed with Companies House, a journo picked up this as did I (I get an email alert every time Rovers or Venkys file information) the next day. The story was on the BBC and then discussed here. BRFCAG also published on their website. The filing at Companies House was much earlier than usual - probably about the same timing as the minority shareholders have traditionally received their copy. As far as I am aware the minority shareholders did not get an advance copy, as a minority shareholder the Trust would have been copied, AND I don't think the Trust was informed of the AGM. I'll check this but I haven't seen any email conversation and, yes, we had planned to go.

Regarding the Trust being a shareholder this was announced on BRFCS and several other places as a major news story. A former shareholder donated his shares to the Trust, ten I think, and this change was formally and legally noted at Companies House in the summer. We have a share certificate!!!! :)

From what I have heard BRFCAG also have a share or shares but you would have to check this with BRFCAG. As this is not registered at Companies House on the list of shareholders (the last time I looked anyway) I would guess as the Trust has formally constituted company to own the shares and as far as I am aware BRFCAG doesn't it will be difficult for those shares to be registered. I'm sure BRFCAG will be able to clarify this.

Hope that clears some muddy waters.

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BRFCAG were donated 25 shares around 14 months ago from a very longstanding shareholder , getting these onto companies house has been a complete nightmare which at present due to legal proceedings I can't elaborate.

They have been officially signed over and witnessed from the Shareholder to the group , but certain entities within the Rovers food chain are pulling out all the stops to prevent recognising the group are official shareholders .

Mark Fish the groups secretary is dealing with the shares with the groups solicitors at present , I'm sure he will update properly what he feels he can legally state without compromising the groups legal action

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