Message for shareholders | Page 3 | Vital Football

Message for shareholders

Agrees Tarian that is a possibility but from Scally’s point of view he would be giving up control and ownership of the business with no immediate recompense.
Also, if he were to take the funds over a period of time in the form of bonuses or dividends then taking into account BPR, he would end up paying a lot more in tax.
 
On your first point:
Scally may have accepted that no-one will ever pay his asking price of (say) £10 million....
...esp. when Net Assets are reported as £1.2 million (IIRC) - and future income streams are around £ 0.00.
So "immediate recompense" not offered.

If I was Galinson, my pitch might be :
"You say Medway can support a PL Club.
If it gets to the Championship, I'll buy your shares at a premium - and write it into the contract.
Also, if GFC makes progress, you can profit share and continue with an income similar to your current one."

Not sure why Scally would pay more tax from the above than the CGT liability on £10 million paid up front.
Surely it is easier to tax plan (shelter) smaller amounts ?
(Some of the tax efficient investment schemes have annual ££ caps.)
 
I wondered if my share certificates might be like the Russian stocks after the Russian Revolution. The shares themselves became worthless but the ornate share certificates became rare after a number of years and valuable as a collectible.

A restaurant opened in a former bank here in Duluth. They papered the walls of the bogs with old share certificates. Interesting reading. Then the restaurant went bust and the building is closed up.
 
A restaurant opened in a former bank here in Duluth. They papered the walls of the bogs with old share certificates. Interesting reading. Then the restaurant went bust and the building is closed up.

Is Duluth anything like how it's portrayed in Fargo?
 
Sorry, but I don't believe there is any obligation to pay what you paid for the shares.

I thought that’s what this bit meant (deal with shares at a premium or at par) -

“The Directors may unconditionally exercise all the powers of the Company to allot, grant options over, offer or otherwise deal with shares in the Company to or in favour of such persons, on such terms and conditions, at a premium or at par,”
 
I thought that’s what this bit meant (deal with shares at a premium or at par) -

“The Directors may unconditionally exercise all the powers of the Company to allot, grant options over, offer or otherwise deal with shares in the Company to or in favour of such persons, on such terms and conditions, at a premium or at par,”
From memory "par" is 1p per share - not necessarily what you paid for them.
 
Agree with that.

In my opinion (guess):
i) Galinson (or someone he is fronting) wants effective control for investing ££ millions.

ii) Galinson refuses to pay Scally's price up front, so offers Scally a way of getting a bonus in a few years time when success arrives.
This might be Scally keeping a % - or an Option - or a profit share.

iii) Issuing new shares to Galinson allows Scally to keep his shares.
This should avoid an immediate Capital Gains Tax liability.

iv) As others have said, that Resolution allows millions of new shares to be issued to Galinson without having to offer the same terms to existing shareholders.
The number of new shares would have to exceed Scallys current holding in GFC Ltd (via GFC Holdings)....
....probably by a considerable margin.

v) That Resolution might also allow GFC Ltd to make some sort of offer to existing shareholders.
(Quite why, I'm not sure. )

Just to repeat - all guesses.
Thank you for that. That sounds like a fairly good guess at what is paining out.Scally gets his money but over a much longer term. He also benefits from the success of a future sale if that is part of the plan.It could be the worse situation for Perry so Scally's laughing all the way to the bank .He loses control but gains a great pension pot.
 
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Like the movie, yes, not the spin-offs, but no more than Coronation Street is like Manchester or Eastenders is like London. The best character was the nervous car dealer. The Cohens nailed that.
Thanks for the response

Love the movie and the first series of the show, but couldn't get into the 2nd series and never watched beyond that
 
Not a shareholder in GFC (head won over heart back then).

Most are agreed that we need investment and that means there will have to be changes to enable that. As scally has 75% of shares it will pass whatever.

My hunch is big dilution to enable gallinson to buy loads without scally selling his.

Most important fact for me will be who ends up with the majority.
 
Saving my shares for the journey of us climbing the football league ladder to the promised land of the Premier League. Then, when we eventually qualify for Europe, I might be tempted to see if I can get £150 for the shares I paid £300 for.
 
I am still trying to get my mind around this, and it is all speculation, but I wonder whether it may be done this way so that the money that the investor puts in does not all go to Scally, but in return Scally gets money and keeps an interest/shareholding.

That will all depend on what price is set for the new shares and what Scally's overall sale price is.

So, if for instance the investor buys 600 million NEW shares at 1p each - total £6 million - and Scally wants £3 million for control, it also results in a £3 million injection of capital for the business and Scally keeps his 75% of the existing/old, say, 35 million shares which will now be a small percentage of the club and clearly a minority interest.

I have probably ignored something obvious but I wonder whether this is close to the position.
 
I am still trying to get my mind around this, and it is all speculation, but I wonder whether it may be done this way so that the money that the investor puts in does not all go to Scally, but in return Scally gets money and keeps an interest/shareholding.

That will all depend on what price is set for the new shares and what Scally's overall sale price is.

So, if for instance the investor buys 600 million NEW shares at 1p each - total £6 million - and Scally wants £3 million for control, it also results in a £3 million injection of capital for the business and Scally keeps his 75% of the existing/old, say, 35 million shares which will now be a small percentage of the club and clearly a minority interest.

I have probably ignored something obvious but I wonder whether this is close to the position.
This is as good as it gets Bluenose. For me, and I do know something about company law, you are right on the money. Of course the Chairman’s company are owed around a million or so and this could unless negotiated otherwise be demanded at anytime.
Regarding the resolutions to be voted on it makes no difference whether we vote for, against or nothing at all because the percentage owned by the Chairman is enough to carry the motion.
 
An allotment to Gallinson does seem the obvious way to go to give him overall ownership and arrive at the percentages required by all parties.
I would be surprised however if there is not an initial sale of some of Scally’s shares so that he gets an upfront amount (the £1m owed is not part of any sales proceeds as he is owed that money anyway).
His tax advisors would be aware of the £1m Entrepreneurs Relief limit which means he would pay only 10% tax on that amount.
 
My guess is that the Charge made over the club was to cover a loan sufficient to pay off 'The Three Directors' and any other debts - making things more straight forward with regard to whatever is happening now.

The club have mentioned that talks are ongoing with various parties so perhaps Brad's bit is done and there's others looking to become major shareholders.
 
Not thrown away G58.

From what I understand, it means your shares will be sold for at least what you paid for them (if you want to sell) or at a premium (more).

Doubt you are about to do a Del Boy and become a millionaire tho.

Reckon this just paves the way for Brad to buy all Scallys 75% plus any others that fans want to give up. And to encourage that, they might offer more per share.

Mum said to me on her death-bed Rodders, we MUST invest in the Gills.
 
I have had a look at Companies House records and I think these are the current Articles, which are being altered:
application-pdf

You will see that Article 3 limited the company to a share capital of £6,000,000 divided in to £600 million 1p shares and that is being deleted suggesting they want to give directors the power to make it unlimited?
In the National League.
you plonker