No Fan Ownership ?

[Z88]

Seems from the  3BC  and Board statements and from the email I received from TJF  today there has been a lot of frustration on both sides to date.  On the upside at least the whole stadium will come under sole ownership of the club  soon and fan ownership still going ahead. I’m thinking the 3BC/Board stances is designed to reboot and refocus the process.

[Dark Passenger]

7 minutes ago, Z88 said:

I’m thinking the 3BC/Board stances is designed to reboot and refocus the process.

I'd say it's designed to deflect the blame for this mess entirely on to TJF, but hey ho.

[Z88]

1 minute ago, Dark Passenger said:

I'd say it's designed to deflect the blame for this mess entirely on to TJF, but hey ho.

It’s certainly very assertive and I did think the JTF email was a little bit defensive.  It’s a pity it’s all turned into a mess. 

[Norgethistle]

41 minutes ago, Z88 said:

Seems from the  3BC  and Board statements and from the email I received from TJF  today there has been a lot of frustration on both sides to date.  On the upside at least the whole stadium will come under sole ownership of the club  soon and fan ownership still going ahead. I’m thinking the 3BC/Board stances is designed to reboot and refocus the process.

This is (I’ve been told) complete spin.

Ask yourself how often has the chair or any of her hand picked lapdogs on the board ever retweeted or liked or shared any of the fan ownership stuff on social media? Zero

They haven’t helped, when I say them I actually mean her, as by all accounts she runs it as a one woman show

[jaggy]

2 hours ago, Dick Dastardly said:

If I recall, he mentioned Thistle in an early interview, but meant Largs Thistle

I think both were quoted 

[lady-isobel-barnett]

1 hour ago, Z88 said:

On the upside at least the whole stadium will come under sole ownership of the club  soon and fan ownership still going ahead. I’m thinking the 3BC/Board stances is designed to reboot and refocus the process.

 

1 hour ago, Dark Passenger said:

I'd say it's designed to deflect the blame for this mess entirely on to TJF, but hey ho.

Can't exactly put my finger on it but the Club Update "collective" announcement appears to have all the sincerity of a Pravda communique. What really sells that notion is the final sentence urging fans to fully focus on up and coming important fixtures. Patronising deflect that's almost insulting in its nature. Just leave all this for the adults, kids.

Edited April 9, 2022 by lady-isobel-barnett

[Lance Gilmour]

2 hours ago, jlsarmy said:

Are you still working at Firhill Lance ?

No. Not for a few years

[eljaggo]

The Jags Foundation is now more important than before this latest Low debacle.  We need a single organisation to represent all fans and become the recipient for any future transferred PTFC shares.  That last requirement may mean a change to their constitution.

For their part TJF need to modify their membership arrangements.  They now need to ask for a single payment to become a member, thereby maximising the number of members,.

I am not a lawyer, but I think TJF should take legal advice on whether Low is breaching the terms of Colin Weir's will, or indeed and any other of his written instructions.

Edited April 10, 2022 by eljaggo

[erty13]

TJF also need to take a look at how they operate.

I have been a member since the start, however have only received a few update emails and watched their open meeting.

What has disappointed me is that they are happy to appoint directors and chairmen without any involvement of the fans paying a monthly subscription. It comes across as a closed shop, until the jags foundation are ready to engage.

erty13

[sandy]

The whole situation is a mess - and it’s the Club & fans that suffer. 
 

I can’t imagine Colin would have been impressed by either 3BC or TJF. 

[fifexile]

This might be a stupid question and it might have been asked and answered previously but what do shares in Partick Thistle actually represent? Does it include any property and assets? This is merely hypothetical but could 3BC transfer the shares to a fan group (say TJF) but retain the ground and evict the club and leaving Firhill vacant and free for redevelopment. 

[Norgethistle]

5 hours ago, fifexile said:

This might be a stupid question and it might have been asked and answered previously but what do shares in Partick Thistle actually represent? Does it include any property and assets? This is merely hypothetical but could 3BC transfer the shares to a fan group (say TJF) but retain the ground and evict the club and leaving Firhill vacant and free for redevelopment. 

Technically as majority shareholders they could sell the half ground to 3BC and then rent us the stadium. I believe they couldn’t just transfer it but I may be wrong.

Currently they own half the ground outright (Propco) and 55% of the other half (27.5%) so 77.5% of ground is in 3BC hands.

Frightingly this scenario has happened to many other clubs

[fifexile]

1 hour ago, Norgethistle said:

Technically as majority shareholders they could sell the half ground to 3BC and then rent us the stadium. I believe they couldn’t just transfer it but I may be wrong.

Currently they own half the ground outright (Propco) and 55% of the other half (27.5%) so 77.5% of ground is in 3BC hands.

Frightingly this scenario has happened to many other clubs

Thanks @Norgethistle 

[Woodstock Jag]

9 hours ago, fifexile said:

This might be a stupid question and it might have been asked and answered previously but what do shares in Partick Thistle actually represent? Does it include any property and assets? This is merely hypothetical but could 3BC transfer the shares to a fan group (say TJF) but retain the ground and evict the club and leaving Firhill vacant and free for redevelopment. 

If you own shares in Partick Thistle you have a stake in the assets and liabilities of the Club. The main assets of the Club are the Jackie Husband Stand, the John Lambie Stand, the pitch and some of the immediately adjacent land.

The Club used to own approximately half of a company that owned the Main Stand and the City End (Firhill Developments Limited). That company, known colloquially as PropCo, was created about a decade and a half ago as part of a deal to cut our debt (and with it, debt interest) down to a six figure sum from a seven figure sum. Most, but not all, of the other shareholders in that company were major (but crucially not majority) shareholders in the Club, and were led mainly by David Beattie and Billy Allan.

When Three Black Cats (a company wholly owned by Colin Weir) bought out most of the Club’s major shareholders, it also bought the Main Stand and City End from PropCo. PropCo was shortly thereafter wound up and its cash distributed to its shareholders.

The weird thing about this was that the Club did not get any of that money. Instead, its accounts showed a £900k loss on its investment, as though it had just given away its investment in PropCo. Meanwhile, 3BC now owns the Main Stand and City End outright.

Since 3BC is the majority shareholder at Firhill (55% or thereabouts) it effectively has full control, but not full ownership, of the Club’s remaining assets too (ie the rest of the ground). Since it fully controls who can be appointed to the Club board it can make all business decisions about what to do with that on the Club’s behalf, and there is very little that minority shareholders (like the two supporters trusts) can do about it.

Purely hypothetically, but at the extreme end of the spectrum, if the Club Board, which 3BC controls, decided to sell Firhill to 3BC for £1, that would happen. 3BC has the power to make us homeless and to evict us/force us to enter into a punitive lease. That is the essence of what it means to be a majority shareholder.

This is also, fundamentally, why after Save the Jags the agreement was to have quite a diverse group of significant but minority shareholders. One of the troubling things about the Colin Weir buyout was always the idea that control of the Club would rest in the hands of one person, rather than several people acting together, until the point that a genuine fan-owned body took possession of the shares.

4 hours ago, Norgethistle said:

Technically as majority shareholders they could sell the half ground to 3BC and then rent us the stadium. I believe they couldn’t just transfer it but I may be wrong.

A pure transfer would raise some eyebrows about fiduciary duties to shareholders, but broadly speaking this isn’t wide of the mark.

4 hours ago, Norgethistle said:

Currently they own half the ground outright (Propco) and 55% of the other half (27.5%) so 77.5% of ground is in 3BC hands.

Frightingly this scenario has happened to many other clubs

I think it’s important to stress that 55% isn’t ownership of (part of) the ground. It is control of the Club, which has 100% ownership of (part of) the ground. But majority control brings with it the decision-making power about the Club’s assets and if and how they are to be used or disposed of.

Someone who could exert full control over the land on which Firhill Stadium sits could make a lot of money if they were not committed to it being a sporting venue in 10 years time.

Which brings us back to “who owns Three Black Cats”. And the answer to that is “Colin Weir’s Estate” and not actually Jackie Low.

Who controls Colin Weir’s Estate? Well, his executors, until they distribute his estate to its beneficiaries. Unless 3BC is held in some sort of legally enforceable trust arrangement, the Executors, or the beneficiaries, could pull the plug on the fan ownership promises at pretty much any time.

[fifexile]

20 minutes ago, Woodstock Jag said:

If you own shares in Partick Thistle you have a stake in the assets and liabilities of the Club. The main assets of the Club are the Jackie Husband Stand, the John Lambie Stand, the pitch and some of the immediately adjacent land.

The Club used to own approximately half of a company that owned the Main Stand and the City End (Firhill Developments Limited). That company, known colloquially as PropCo, was created about a decade and a half ago as part of a deal to cut our debt (and with it, debt interest) down to a six figure sum from a seven figure sum. Most, but not all, of the other shareholders in that company were major (but crucially not majority) shareholders in the Club, and were led mainly by David Beattie and Billy Allan.

When Three Black Cats (a company wholly owned by Colin Weir) bought out most of the Club’s major shareholders, it also bought the Main Stand and City End from PropCo. PropCo was shortly thereafter wound up and its cash distributed to its shareholders.

The weird thing about this was that the Club did not get any of that money. Instead, its accounts showed a £900k loss on its investment, as though it had just given away its investment in PropCo. Meanwhile, 3BC now owns the Main Stand and City End outright.

Since 3BC is the majority shareholder at Firhill (55% or thereabouts) it effectively has full control, but not full ownership, of the Club’s remaining assets too (ie the rest of the ground). Since it fully controls who can be appointed to the Club board it can make all business decisions about what to do with that on the Club’s behalf, and there is very little that minority shareholders (like the two supporters trusts) can do about it.

Purely hypothetically, but at the extreme end of the spectrum, if the Club Board, which 3BC controls, decided to sell Firhill to 3BC for £1, that would happen. 3BC has the power to make us homeless and to evict us/force us to enter into a punitive lease. That is the essence of what it means to be a majority shareholder.

This is also, fundamentally, why after Save the Jags the agreement was to have quite a diverse group of significant but minority shareholders. One of the troubling things about the Colin Weir buyout was always the idea that control of the Club would rest in the hands of one person, rather than several people acting together, until the point that a genuine fan-owned body took possession of the shares.

A pure transfer would raise some eyebrows about fiduciary duties to shareholders, but broadly speaking this isn’t wide of the mark.

I think it’s important to stress that 55% isn’t ownership of (part of) the ground. It is control of the Club, which has 100% ownership of (part of) the ground. But majority control brings with it the decision-making power about the Club’s assets and if and how they are to be used or disposed of.

Someone who could exert full control over the land on which Firhill Stadium sits could make a lot of money if they were not committed to it being a sporting venue in 10 years time.

Which brings us back to “who owns Three Black Cats”. And the answer to that is “Colin Weir’s Estate” and not actually Jackie Low.

Who controls Colin Weir’s Estate? Well, his executors, until they distribute his estate to its beneficiaries. Unless 3BC is held in some sort of legally enforceable trust arrangement, the Executors, or the beneficiaries, could pull the plug on the fan ownership promises at pretty much any time.

Cheers @Woodstock Jag there seem to be even more questions than answers for now and neither side seem to be prepared to answer any of them and neither side inspires any confidence.

[dl1971]

Like most I'm pretty much bamboozled by this. The number one question I suppose is what exactly does Jackie Low want out of all of this. There is clearly some suggestion of potential asset stripping dangers, but is this even remotely likely? 

[Jaggernaut]

To simplify:

Is it currently the case that 3BC = J. Low = owns PTFC ?

[Norgethistle]

4 hours ago, Jaggernaut said:

To simplify:

Is it currently the case that 3BC = J. Low = owns PTFC ?

3BC = J.Low = Controls PTFC 

[javeajag]

8 hours ago, Woodstock Jag said:

Who controls Colin Weir’s Estate? Well, his executors, until they distribute his estate to its beneficiaries. Unless 3BC is held in some sort of legally enforceable trust arrangement, the Executors, or the beneficiaries, could pull the plug on the fan ownership promises at pretty much any time.

Though to be fair the executors of Colin weirs estate ( and we don’t know what his will actually says ) have a clear expression of wish from Colin weir that his shares should be transferred to fan ownership …..and also to be fair that was referenced in the statement on Saturday …nor do we know the exact legal structure of 3BC and it’s relational to Colin weirs estate.

So whilst speculating is fun this could easily just be that Jacqui low didn’t like TJF and it’s approach …..and to be fair neither did quite a few people on here.

[Dick Dastardly]

6 hours ago, dl1971 said:

Like most I'm pretty much bamboozled by this. The number one question I suppose is what exactly does Jackie Low want out of all of this. There is clearly some suggestion of potential asset stripping dangers, but is this even remotely likely? 

This.

What does Jackie Low get out of having control of PTFC. I can't imagine that the salary (if she takes one) is particularly massive and as has been said, 3BC may control PTFC, but it, and its assets are owned by Colin Weir estate, so financial profit is not a likely motive. Also, we are Partick Thistle, not Real Madrid, so if this is some sort of power, ego trip, it is a pretty pathetic one. I just don't see how she personally gains from unnecessary delay in transferring the shares ....

.... unless she is some sort of puppet from the other beneficiaries of the will who want the fan ownership to fail so that they get ownership and all the benefits that come with that. Get Taggart on the case ! 

[javeajag]

30 minutes ago, Dick Dastardly said:

This.

What does Jackie Low get out of having control of PTFC. I can't imagine that the salary (if she takes one) is particularly massive and as has been said, 3BC may control PTFC, but it, and its assets are owned by Colin Weir estate, so financial profit is not a likely motive. Also, we are Partick Thistle, not Real Madrid, so if this is some sort of power, ego trip, it is a pretty pathetic one. I just don't see how she personally gains from unnecessary delay in transferring the shares ....

.... unless she is some sort of puppet from the other beneficiaries of the will who want the fan ownership to fail so that they get ownership and all the benefits that come with that. Get Taggart on the case ! 

She doesn’t take a salary from the club and maybe she doesn’t personally get anything out of this ( and there is no evidence she does )  ….she might believe that she is acting in the best interests of the club and those who agitated against TJF might have influenced her actions.

[eljaggo]

Some further questions.

Who are the named beneficiaries of Colin Weir's will? 

Is Low one of them?

My understanding is that if a shareholder or a group of shareholders acting in unison own at least 26% of the  (PTFC) shares, then that individual/group can block any attempt to significantly change the nature of the business e.g. sell the ground and/or wind up the business.

[Norgethistle]

26 minutes ago, javeajag said:

She doesn’t take a salary from the club and maybe she doesn’t personally get anything out of this ( and there is no evidence she does )  ….she might believe that she is acting in the best interests of the club and those who agitated against TJF might have influenced her actions.

Does she take a salary from 3BC? Hypothetically if she does, the longer 3BC are in control the longer she has a wage

[javeajag]

52 minutes ago, Norgethistle said:

Does she take a salary from 3BC? Hypothetically if she does, the longer 3BC are in control the longer she has a wage

I can’t see that she takes a salary from 3BC, there is no mention of Directors fees or salary ….as you know since you looked at the accounts …

[Norgethistle]

31 minutes ago, javeajag said:

I can’t see that she takes a salary from 3BC, there is no mention of Directors fees or salary ….as you know since you looked at the accounts …

£34092 for 2020 and £9533 for 2021 classified as “Current Liabilities” which in the notes would cover “Employee Benefits”. As these are micro-accounts (Unlike PTFC) this may or may not show all employee wages /expenses or remuneration