The current Bromsgrove Sporting FC Articles of Association dating from 2010 have several outdated and legal issues that needed to be addressed.
The majority of these improvements were agreed to by the whole board which includes four BSSS board directors. One of the issues was that the current articles state that no individual can own more than 10% with the exception of the BSSS whom can own up to 30%.
It also states that voting rights for all shareholders are limited to ‘one vote per shareholder’. This means that the BSSS, although holding 30% of the shares have one vote only.
Going forward, it was felt by the board that this system would discourage anyone from investing in the club knowing that no matter how many shares they purchased (10% currently worth £12,500) they would only have one vote; the same voting rights as someone owning one share.
A working party was set up in October 2019 comprising of two club directors and two BSSS directors to look into the situation (but the BSSS directors declined to take part). 18 months later, the working party put forward the improvements they felt were needed to be fair to all shareholders (including the BSSS) AND still protect the club from being taken over by any individual or any group (no rovers situation).
The proposals put forward to the board were that;
- any one can invest in shares with no limit (subject to scrutiny by the board). ⁃
- every shareholder, individual or group, are NOT allowed to have more than 10% of the voting rights, even if they own more than 10% shares (this is to prevent a ‘Rovers situation’ in keeping with the Sporting’s founding fathers)
- that means currently as there is a total of 1000 Sporting shares issued anyone with 100 or more is guaranteed a 10% vote (i.e. the BSSS will STILL have over 400 shares. Unless the club sell 3000 plus more shares (worth £375,000) the BSSS will have 10% voting rights and probably will for many, many years to come. This is obviously a lot better than the one vote they have now. No-one else currently has over 100 shares to enable them to do this
The board voted in favour for this motion to be put to the shareholders at the next AGM or EGM.