Originally Posted by
GMD
I paid my £225 initial membership up and then became a lapsed contributor. There was a fair amount of negative chat at the time about where the money was going and then there was a stooshie about the loyalty points scheme. In general I would say the profile of HSL also dipped in the media and on social networks and I have kind of ignored it.
This thread has reawakened me however and I have been really impressed by the OP and the points you have made. The wishful thinking that the FOH money would dry up once Hearts hit the brown stuff has not happened, they know they have to keep the club going as they re-develop Tiny and then pay back AB, they have no option. I agree with the OP, the opportunity to maintain our advantage over them is now and a re-launch/rebrand/rethink of HSL is needed to achieve this.
I have had a look at the website and re-read the original Q&A’s that were held on .net and the bounce. Here are a few points from the info I have read;
Q Can HSL confirm that none of the money they receive from supporters to buy shares will be used to pay off the debt to the holding company?
A All of the funds received from supporters will be handed to the Club. HSL in return will receive shares in HFC. The Board of HFC will use these funds as they see fit. The Club’s new mortgage will be paid, as has always been the case in the past, from all of the various income streams that the club has.
Clarifying comment by poster: So the cash goes to the club and this is treated as ‘new money’ over and above the budgeted income Hibs have used to repay the interest free mortgage back to STF. Seems straightforward and money isn’t going straight into directors pockets.
Q Can my HSL membership be handed down to my family in the same way that my Hibs shares can?
A Yes, subject to the normal Membership criteria being met.
Clarifying comment by poster: Nice touch, I had forgotten about this.
Q Once the £2.5m has been raised, will HSL continue to seek the annual membership fee? If so, will this be done with a view to a subsequent share issue? If not, how will membership be determined?
A No. HSL can only collect funds if there are shares to buy. Membership is for life subject to meeting the Membership criteria.
Clarifying comment by poster: I hadn’t realised this, so in order for the money from HSL to continue to benefit the club once the target of 51% of available shares are with the fans (private plus HSL) a change of the Articles of Association will be required?
Official HSL can you answer this please?
Q Are there any advantages to those like me in becoming an HSL member?
A We will have a tangible influence that will be democratically governed. When we achieve a 20% stake we can elect a Director to the HFC Board. If we achieve a 26% stake we have an overall blocking vote on major issues.
Q Can someone explain why reaching the 26% mark is significant if Hibs had a dodgy period?
A 26% is not significant in respect of difficult trading, Official HSL can you explain in legal terms the significance of that blocking vote please?
Q Do HSL have 51% of shares in the club allocated to them regardless of fans purchasing shares, or is 51% the total volume of shares available to all current fan ownership routes?
A No, HSL does not have 51% of the shares allocated to it. Existing fans already own about 1% of the shares and a further 50% will be made available. How much HSL acquires will be determined by the take up rate of fans choosing to buy directly from the Club and the generosity and ambition of those fans choosing to donate to HSL. nb this is historic information pre HSL and subsequent share issue
Q Is the 51% for fans more a symbolic issue then?
A yes
Q Is acquiring 26% and a blocking vote more important?
AIn my view yes
Q Will control of 51% of shares give HSL the ability to appoint directors without the consent of minority shareholders, and will HSL or an HSL-controlled board of directors have the power to remove the chairman?
A HSL cannot acquire 51% shareholding as existing fans already hold around 1%, unless existing shareholders elect to sell those shares to HSL.
Should HSL achieve a 20% stake in the Club we will be able to nominate a Director to the Club Board. Should all supporters respond positively to this initiative the shareholding of HFC Holdings will be diluted down to 49%.
The appointment of the Chairman is at the discretion of the shareholders but exercised by their nominees on the board in practice, see following explanation as to how this works
If/when HSL have 26% - 50% we will have 1 Director nominated to the board. STF will have, presumably, enough shares still to have a seat on the board.
Q How would the board be nominated in order to run the club going forward?
A In my view (as in any business) control of the shares enables parties controlling them to appoint directors to the board in line with their shareholding.
The board then reach decisions (based ultimately on the percentage of the shares they control in the absence of a consensus)
Finally from me, as a direct result of the OP and this thread, I’ve decided to re-start my donations to HSL.