A Steep Hill to Climb

Published on Wednesday 18th August, 2010 by Celtic Trust

The Companies Act? Celtic Supporters? Jeanette Findlay discusses the link between the two

Now not a lot of people know this, but the Companies Act is the largest single piece of legislation ever passed by the British Parliament. At the risk of sounding a bit Michael Caine-like, I thought I would pass this little bit of information to you. You may well now be saying, ‘what has that to do with the price of fish or, for that matter, following the Celtic?’ Well, I’ll tell you. Changes in the Companies Act, have made it not only the largest piece of legislation, but also one of the most complicated. We are assured by Celtic PLC’s Company Secretary, no less, that there are lawyers who don’t understand this. So what chance has this small band of Celtic supporters who regularly use the PLC AGM to put forward their ideas, of consistently complying with its regulations? Discussions with the said Company Secretary and the Trust have now brought us up to date (we think!) with all the requirements but there are some of them that we simply cannot check prior to submission. Those of you who follow such things will know that the Celtic Trust decided last year to pull back from submitting a resolution for the 2009 AGM and organise for the 2010 instead. This was an attempt to pull the annual cycle of collecting and checking resolution requisition forms round to a more manageable timescale. We had already collected signatures for 2009 and, after discussions with the Company Secretary, we (wrongly as it turned out) were under the impression that these could be used this year. So we submitted our 100 forms in June (well ahead of our usual schedule) only to be told on 11 August that the forms signed last year would have to be resigned and dated. We don’t know how long we have to do this (another little trick in the Companies Act which states that the Company is required to give shareholders 4 weeks’ notice of an AGM but shareholders are required to give the Company 6 weeks notice of submitting a resolution – neat eh?). So, we might have two or three weeks it seems but nobody knows how long exactly. We are currently writing out to all those who supported us to re-sign and re-date their forms. However, it would make the job much easier, and allow for any slippage, if any shareholders out there could support this year’s resolution (see below) by downloading it from www.celtictrust.net (one the Home Page under the heading 2010 Celtic PLC AGM), signing it and either posting it back to us or scanning it and emailing it back. There will also be copies at the front desk of the Celtic Club at 1524 London Road from Wednesday (18th) lunchtime and there will be someone from the Trust at the desk from 5.30 on Thursday evening (before the Utrecht game). The resolution itself reads: ‘This AGM requests that the Board set in place a series of discussions with the various bodies which represent Celtic supporters on the advantages and disadvantages of direct representation from these bodies on the PLC Board.’ The plan this year is not to repeat the annual tea dance around the same arguments and counter-arguments about fan representation on the PLC Board but to set in place a process which would allow Celtic to discuss with a wide range of fans the broad principle of greater representation, and to do it away from the strictures of a formal AGM. It fits in nicely with some of the discussions at the series of Open Meetings which the Trust initiated last season about improving communication between the Club and the fans. So, to get back to the Companies Act! Football fans are not the only people who are affected by this unwieldy and tricky set of requirements. Environmentalists and other groups are also prevented from using company AGMs to put forward their views. We discussed this recently with Henry McLeish, who is currently writing his review of the professional game in Scotland (a report for another time). Among other things (such as the small matter of refereeing standards in Scotland) the Trust discussed with him the idea that some other piece of legislation might be necessary to make it easier for small shareholders to be able to have their say at Company AGMs. It may seem a far cry from the concerns of the average football supporter, but as long as clubs are owned by the big money men then we need to arm and equip ourselves with the knowledge to be able to put our point of view. A steep hill to climb indeed!


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