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MCT notice of extraordinary general meeting


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29 minutes ago, bob_the_builder said:

It had better not be the Easdales. We’re already continuing to do them a favour by giving their useless brood a “career” where it’s not deserved. If they’re wanting shares now and all they can do one or at the very least get said relative off our wage bill and onto theirs

I don't really think it's us doing them the massive favour when our strips and most of the ground are sponsored by their businesses. Which is neither here nor there when it comes to them buying shares.

 

Peter Weatherson is the greatest player since Ritchie, and should be assigned 'chairman for life' 


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I find it quite difficult to understand this convoluted fund raising scheme.  Why can't the club just issue more shares as many public companies do, and sell them at a set issue price?  A straightforward raising of capital, which will or course dilute the current percentages held by MCT and others.  Why the need to link it to a possibly unenforceable future ongoing income stream that nobody really understands?

"Any nation given the opportunity to regain its national sovereignty and which then rejects it is so far beneath contempt that it is hard to put words to it."

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11 minutes ago, GiGi said:

I don't really think it's us doing them the massive favour when our strips and most of the ground are sponsored by their businesses. Which is neither here nor there when it comes to them buying shares.

Aye, I really could not care less if their daft boy warms the bench on occasion if it keeps the wallets open tbh. It’s not ideal but Jnr wasn’t getting a game at the end of the season because of dodgy dealings, it was because there was quite literally no other forwards. Again, not great but it’s almost certainly not costing the club an extra penny or detracting from the main wage budget.

Anyway, as a general point I think we could all live without all this weird, overblown,  pearl-clutching hysteria about two hugely successful local business who’ve been long-term backers of the club and who have extremely deep roots in the local area being involved in the club tbh. The idea that Morton, as a club, should not be wanting people like that inside the tent is just nonsense. 

AWMSC

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38 minutes ago, GiGi said:

I don't really think it's us doing them the massive favour when our strips and most of the ground are sponsored by their businesses. Which is neither here nor there when it comes to them buying shares.

Unless they’re covering his wage on top of what they provide in sponsorship then fine let him keep warming the bench if there’s no other options but otherwise that’s us doing them a favour. 

20 minutes ago, EanieMeany said:

Aye, I really could not care less if their daft boy warms the bench on occasion if it keeps the wallets open tbh. It’s not ideal but Jnr wasn’t getting a game at the end of the season because of dodgy dealings, it was because there was quite literally no other forwards. Again, not great but it’s almost certainly not costing the club an extra penny or detracting from the main wage budget.

Anyway, as a general point I think we could all live without all this weird, overblown,  pearl-clutching hysteria about two hugely successful local business who’ve been long-term backers of the club and who have extremely deep roots in the local area being involved in the club tbh. The idea that Morton, as a club, should not be wanting people like that inside the tent is just nonsense. 

FWIW I actually have no issue with the Easdales being involved in Morton. They’re billionaires and if they wanted to invest then great.  What I do have an issue with is sponsors forcing an employee on us that is worse than useless. And trust me they are forcing this on us. A former first team coach has said he’s not a footballer in any sense so wtf is he sitting on our bench when an actual footballer who could make a difference should be there instead?

here today, gone to hell

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If there’s ever a point where a proper footballer doesn’t get a place in the match day squad at the expense of Easdale then there might be may be a significant issue but he’s there because there’s nobody else. I guess you could argue that that was what happened in the last game at Arbroath but that was evident Dougie making a point as much as anything, and also again due to the lack of other options.

Again, it really would be best if the boy had some sense of personal pride, but I don’t think there’s any question that managers are being forced to play him or pick him, so in the grand scheme it’s just a thing that’s there and of little consequence. It’s certainly not worth rejecting investments over.

AWMSC

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1 hour ago, Nornirontons said:

"The alternative is that MCT is not prorating its ownership in this calculation, and that it's being treated as a static figure, and MCT's valulation and the worth of its membership is considered the same whether it owns 100% of the club or 1%, which is a complete absurdity and counter to the articles of association." TRVMP.

 

I sincerely hope MCT are not that naive. If MCTs position was however is strengthened resulting in shareholders having to up contributions that isn't a bad position to be in.

However as VT says how would this be policed. There is simply nothing to stop a shareholder putting in a few quid over a season or 2 and saying "that's me done here" Are we to assume shares are going to be sold within a contractual agreement to try to guarantee a return? Would shares of investors be liquidated or returned to MCT in breach of contract for example? Which is a strange way to gain investment I must admit. 

It very much looks to me that this is more than a simple buy some Morton shares but again the lack of any real coherent details just gives room for more and more questions.

The more I read it the more I think the 18k for 5% would just be the price set for the shares and not some ongoing payment because otherwise I can't think of how it could be enforced. Not encouraging if the aim is ongoing investment (as MCT members are expected to provide.)

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59 minutes ago, Alibi said:

I find it quite difficult to understand this convoluted fund raising scheme.  Why can't the club just issue more shares as many public companies do, and sell them at a set issue price?  A straightforward raising of capital, which will or course dilute the current percentages held by MCT and others.  Why the need to link it to a possibly unenforceable future ongoing income stream that nobody really understands?

That is indeed the big question, isn't it? Particularly since MCT's current shareholding - 89% - is more than sufficient to launch a share issue without relying on other shareholders voting for it. (The Raes, when they ran the price, carried out a few share issues of this kind, which diluted the GMST holding, among others.)

Is there maybe something about pre-emption at play here? I have no idea.

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1 hour ago, EanieMeany said:

 

Anyway, as a general point I think we could all live without all this weird, overblown,  pearl-clutching hysteria about two hugely successful local business who’ve been long-term backers of the club and who have extremely deep roots in the local area being involved in the club tbh. The idea that Morton, as a club, should not be wanting people like that inside the tent is just nonsense. 

I mean, im not against the Easdales getting involved because it could really benefit the club but you are painting them as if they are beyond reproach. There are a variety of very valid reasons to dislike them and, if I had a bit more conviction and confidence that we can thrive without them then I'd want us nowhere near them too.

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1 hour ago, EanieMeany said:

Aye, I really could not care less if their daft boy warms the bench on occasion if it keeps the wallets open tbh. It’s not ideal but Jnr wasn’t getting a game at the end of the season because of dodgy dealings, it was because there was quite literally no other forwards. Again, not great but it’s almost certainly not costing the club an extra penny or detracting from the main wage budget.

Anyway, as a general point I think we could all live without all this weird, overblown,  pearl-clutching hysteria about two hugely successful local business who’ve been long-term backers of the club and who have extremely deep roots in the local area being involved in the club tbh. The idea that Morton, as a club, should not be wanting people like that inside the tent is just nonsense. 

I agree, but as a member of MCT I balance that agreement against what MCT's stated aims and objectives are and what community ownership means for MCT and GMFC. My opinion is that diluting community ownership below 75% but still above 50.1% is, at this time, not an appropriate course of action. We surrender an absolute ton of freedom of movement in exchange for the same amount of liability. The identity of any given investor is immaterial to that: a 50.1% stakeholding is a poisoned chalice for us at this stage.

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1 minute ago, TRVMP said:

I agree, but as a member of MCT I balance that agreement against what MCT's stated aims and objectives are and what community ownership means for MCT and GMFC. My opinion is that diluting community ownership below 75% but still above 50.1% is, at this time, not an appropriate course of action. We surrender an absolute ton of freedom of movement in exchange for the same amount of liability. The identity of any given investor is immaterial to that: a 50.1% stakeholding is a poisoned chalice for us at this stage.

I didn’t mean that as endorsing this scheme that’s being proposed btw, as far as I can see it all seems very dubious and unclear.

But broadly, if Morton is going to progress it has a much, much better chance of doing so if it can have the likes of the Easdales on board as backers. 

AWMSC

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17 minutes ago, TRVMP said:

 My opinion is that diluting community ownership below 75% but still above 50.1% is, at this time, not an appropriate course of action. We surrender an absolute ton of freedom of movement in exchange for the same amount of liability. The identity of any given investor is immaterial to that: a 50.1% stakeholding is a poisoned chalice for us at this stage.

Could you elaborate on this point - what are the most important differences between a 75% ownership stake and (for example) 55%? 

The site is supposed to be a place for the extended 'family' of Morton supporters - having an affinity with people that you don't know, because you share a love of your local football club. It's not supposed to be about point scoring and showing how 'clever' or 'funny' you are, or just being downright rude and offensive to people you don't know, because you can get away with it. Unfortunately, it seems the classic case of people who have little standing/presence in real life, use this forum as a way of making themselves feel as if they are something. It's sad, and I've said that before..

 

So, having been on Morton forums for about 15 years I guess, I've had enough... well done t*ssers, another Morton supporter driven away. You can all feel happy at how 'clever' you are

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Surely the EGM is just about approval changes to the currently terms to allow the possibility of shares being sold to investors? It can't possibly be that and then they sell to whoever they want.

It has to be that any future sale of shares would also have to be approved my members in a separate vote, otherwise how would proxy votes work, when you're being asked to vote for something that you know nothing about.

I won't be in the country at the time of the vote, so I'm curious to see what comes out later this week.

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26 minutes ago, vikingTON said:

Could you elaborate on this point - what are the most important differences between a 75% ownership stake and (for example) 55%? 

Was having a look at that earlier - https://www.shareholderrights.co.uk/sites/sr/files/2019-12/Complete List of Shareholder Rights.pdf - seems like a good high level overview. Looks like dropping below 75% means resolutions can be blocked so effectively the club could be blocked from making some changes or taking decisions. 

https://www.stephens-scown.co.uk/corporate-commercial/minority-vs-majority-shareholders-do-you-know-your-rights/ was interesting too. 

 

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1 hour ago, vikingTON said:

Could you elaborate on this point - what are the most important differences between a 75% ownership stake and (for example) 55%? 

You need a vote of 75% to pass special resolutions and issue new shares and - in the case of most companies - approve a buyback of issued shares from company capital. So a 75.01% owner can do all these things without a vote.

The other way of putting it is that any shareholder - or group of shareholders - with 25.000001% of the shares can act as an effective veto on any special resolution.

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As it stands, I’m inclined to vote no to the proposals, given the lack of finer details as discussed above. If MCT reduce the shareholding to <75%, then that’ll reduce their/our majority holding to a controlling interest. Also, I don’t think it’s unfair of MCT members to enquire about potential investors, given our history of dealing with unscrupulous shadowy types, who saw investing in the club as a means to an end.

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1 hour ago, Stevie Aitken's Love Child said:

Surely the EGM is just about approval changes to the currently terms to allow the possibility of shares being sold to investors? It can't possibly be that and then they sell to whoever they want.

It has to be that any future sale of shares would also have to be approved my members in a separate vote, otherwise how would proxy votes work, when you're being asked to vote for something that you know nothing about.

I won't be in the country at the time of the vote, so I'm curious to see what comes out later this week.

The email with the EGM notice says this:

Quote

1) The MCT board seeks permission under Article 4.4 to reduce it’s shareholding to a level below 75% of the total shares in Greenock Morton FC Ltd.

Skipping over the extraneous apostrophe, it is terrible practice for them not to contain the Article to which they refer. I include it here:

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(The Company in question here is Morton Club Together Ltd.)

The board just wants to exercise the right of clause A. (It also says, further down the mail, that they won't drop below 51%, which is different from not falling below 50%, but we'll just take that as a colloquialism. That means they're not calling a meeting - yet - for exercising the right to exercise clause B.)

The important part, which answers your question, is that any sale that doesn't cause MCT to fall below one of these thresholds of GMFC ownership is at the discretion of the directors of MCT, not at the discretion of the members.

The directors could, today if they wanted to, dispose of about 14% of GMFC's total shares and still remain in compliance with this Article because we'd still be above 75%. They could sell to a ghostly consortium led by Fred West and Hugh Scott* if they wanted to.

This is just about selling more than 14%.

As for the meeting itself, MCT have said that a Zoom link will be made available to those who request it from them. If you can't make it, they want a proxy vote made by email no later than 5pm BST on Monday 6th June. (What they haven't done - so far as I can see anyway - is formally publish their proxy notice. This permits members to nominate a proxy to attend and vote on their behalf, with such a notice being acceptable to the published recipient as long as it arrives at least 48 hours before the meeting. Such a notice should have accompanied the EGM invite, according to the articles of association.)

*subeditor: check if dead

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On 5/20/2022 at 8:47 PM, so72 said:

Apparenrly the Easdales are now Billionaires. 

 

I'm not sure I'm happy where the money is coming from if it is them but its probably the only way we can get significant capital investment to actually grow the revenue potential of the club (as others have said). MCT lost my subscription after not answering an email about Lithgow and a few other things that fucked me off so ive no real say in this but as long as we retain the majority and cannot drop below 50 +1 then I'm sound with it.

Apparently Craig Whyte's wealth was 'off the scale' too.  :rolleyes:

*insert signature here*

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They should declare who the interested parties are, and if they don’t I think they will struggle to get many to vote Yes for this. 
 

Im not against the Easdales being involved, but not to the detriment of being fan owned.

 

Very wishy washy in the details overall.

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11 minutes ago, TRVMP said:

The email with the EGM notice says this:

Skipping over the extraneous apostrophe, it is terrible practice for them not to contain the Article to which they refer. I include it here:

image.png

(The Company in question here is Morton Club Together Ltd.)

The board just wants to exercise the right of clause A. (It also says, further down the mail, that they won't drop below 51%, which is different from not falling below 50%, but we'll just take that as a colloquialism. That means they're not calling a meeting - yet - for exercising the right to exercise clause B.)

The important part, which answers your question, is that any sale that doesn't cause MCT to fall below one of these thresholds of GMFC ownership is at the discretion of the directors of MCT, not at the discretion of the members.

The directors could, today if they wanted to, dispose of about 14% of GMFC's total shares and still remain in compliance with this Article because we'd still be above 75%. They could sell to a ghostly consortium led by Fred West and Hugh Scott* if they wanted to.

This is just about selling more than 14%.

As for the meeting itself, MCT have said that a Zoom link will be made available to those who request it from them. If you can't make it, they want a proxy vote made by email no later than 5pm BST on Monday 6th June. (What they haven't done - so far as I can see anyway - is formally publish their proxy notice. This permits members to nominate a proxy to attend and vote on their behalf, with such a notice being acceptable to the published recipient as long as it arrives at least 48 hours before the meeting. Such a notice should have accompanied the EGM invite, according to the articles of association.)

*subeditor: check if dead

Apparently any deal was a good deal if it got rid of the Rae Family from Cappielow.  

*insert signature here*

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Sounds silly but as a total leyman when it comes to stuff like that I would be eternally grateful if someone with knowledge could make up a pros and cons list to this vote to simplify it as I'm stuck between wanting Morton to progress and have extra investment and also being completely uncomfortable with how MCT are going about this in what seems to be at best an unprofessional way and at worst a cloak and dagger effort hoping that enough people don't care enough to research and just vote yes for the investment. 

Good people will do good things, bad people will do bad things, but only with religion do good people do bad things!

 

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