Wycombe Wanderers Football Club PLC
Notice of the 2006 Annual General Meeting
and
Annual Report and Financial Statements
for period ending 30th June 2006

Wycombe Wanderers Football Club PLC has recently published annual accounts for the year ending 30th June 2006.
The PLC's annual general meeting will be held in the Vere Suite on Thursday, 8th February 2007 at 8:00 p.m.

As a service to members, scanned copies of the following documents can be found below:
1. The AGM Calling Notice that includes the four resolutions referred to below;
2. A proxy form containing the resolutions that the Board hope to pass at the AGM, which may be used by shareholders unable to attend the meeting in person;
3. The Directors Report and Accounts to 30th June 2006; and
4. The minutes of the First AGM of Wycombe Wanderers Football Club PLC that was held on 1st February 2006.

The accounts make disturbing reading to shareholders and supporters alike. Two particular highlights are the large loss for the year and the resultant negative net value of the Club. The loss for the year is £1,872,681. This loss comes after the income of £480,016 on the sale of players (primarily the sale of Nathan Tyson) is taken into account! The large loss means that the Net Assets of the Club have been reduced to a NEGATIVE value of -£1,537,821. The loss for the 11 months to 30/06/05 was £926,040 and the Net Assets at 30/06/05 were +£106,062.

The losses are clearly unsustainable notwithstanding the fact that the current directors appear willing to fund the resultant negative cash flow with ever more loan notes. The debt to loan notes was £2,958,161 at 30th June 2006 compared with £595,000 at 30th June 2005.

Further, even though it has been possible to fund the losses, the cost base of the Club appears to be greater than the business can support. Both this cost base and the negative asset value of the Club would greatly reduce the ability of the Club to continue to operate in the event that the ongoing losses were no longer to be funded by the directors.
It is legitimate for shareholders to ask the directors how they are planning to stem the losses, turn them into profits and rebuild the positive asset base of the Club.

Shareholders were being asked to approve four resolutions at the AGM.
The Trusts' Boards believe that these are all fully appropriate.
The ordinary resolutions 1 - 4 require a vote over 50% in favour to pass.

In summary, the Trusts' Boards offer the following advice on voting:

 Resolution  Advice: Vote

 1
 For

 2
 For

 3
 For

 4
 For


Resolution 1: To receive and sign the Minutes of the 2006 Annual General Meeting.
The Minutes appear to be an accurate record of the 2006 AGM.
The Trusts' Boards advise shareholders to vote
for receiving and signing the minutes.

Resolution 2: To receive and adopt the report of the directors and the audited accounts for the period ended 30th June 2006.
The accounts have been audited and are likely to be accurate, notwithstanding the poor financial performance.
The Trusts' Boards advise shareholders to vote
for receiving the accounts.

Resolution 3: To re-elect as a Director Mr. Ivor L. Beeks, who is retiring by rotation.
Mr. Beeks has made a significant personal investment in the Club both in the form of shares and loan notes.
Mr. Beeks is a successful businessman, who was a director and chairman of Wycombe Wanderers prior to the conversion to PLC. Together with the other directors of the PLC, Mr. Beeks is responsible for the current situation at the Club, where many changes remain work-in-progress. It is appropriate that Mr. Beeks continue as a director to see them through including, at a minimum, ensuring that the Club is financially viable.
The Trusts' Boards advise shareholders to vote
for re-electing Mr. Beeks as a Director.

Resolution 4: To re-appoint HW, Chartered Accounts as auditors of the Company following their appointment during the year to fill a casual vacancy and for their remuneration to be determined by the Directors.
HW, Chartered Accountants are a reputable firm of accountants.
The Trusts' Boards advise shareholders to vote
for re-appointing HW, Chartered Accountants as auditors.

We hope that you find the advice above helpful.
If you are not a member of BOTH the Supporters and Founders Trusts then please join BOTH (subject to eligibility).
This is the best way to stay well informed about this and future debates at the Club and to ensure that your voice is heard on matters important to the future of the Club.
Application and eligibility details can be found via the links below.


   Download the notice of the 2006 Annual General Meeting
Right click on mouse button and select
Save Target As ... to download the document
   Download the Form of Proxy
as an Adobe Acrobat file
Right click on mouse button and select
Save Target As ... to download the document
   Download the Annual Report and Financial Statements
as an Adobe Acrobat file
** Beware this is a very large 4.4 MB file **
Right click on mouse button and select
Save Target As ... to download the document
   Download the minutes of the first AGM on 1st February 2006
as an Adobe Acrobat file
Right click on mouse button and select
Save Target As ... to download the document
   PLC Articles of Association
   DTI Report on Pre-emption Rights
   Wycombe Wanderers Football Club PLC postpone AGM
Comment from the Trusts
  Report and advice on Wycombe Wanderers Football Club PLC
Annual Report and Financial Statements to 30th June 2006
together with the Trusts' Boards recommendations
regarding the resolutions that were to be voted upon at the
original AGM called for 7th December 2006
Note: The PLC's AGM, originally called for 7th December 2006,
was postponed
   Would you buy Wycombe Wanderers PLC Shares?
    *** Join the Supporters Trust ***
Click here for link to application details
  Founders Trust
The Board of Wycombe Wanderers Supporters Trust
urges everyone who is eligible to join
Wycombe Wanderers Founders Trust in addition
to joining the Supporters Trust
- see here for links between the two Trusts
 
   The latest news on the Supporters Trust
   
   Information page on the Supporters Trust
   Supporters Trust Home Page

For more information on this or Wycombe Wanderers Supporters Trust generally contact:

The Secretary
1 Allen Drive, Walters Ash, High Wycombe, Bucks HP14 4SS
Tel: 01494 563697
Email:
secretary@wwst.org