

Wycombe Wanderers Football Club PLC has
recently published annual accounts for the year ending 30th June
2007.
The PLC's annual general meeting will be held in the Vere Suite
on Thursday, 6th December 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 five 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 2007; and
4. The minutes of the Second AGM of Wycombe Wanderers Football
Club PLC that was held on 8th February 2007, which include the
questions that the Trusts asked at the 2006 AGM in February 2007
together with the answers that were given.
Despite an estimated income of £441K from the Carling Cup
run and £531K from the sale of Roger Johnson and Kevin Betsy,
the PLC still reported a loss of £698,964 for the year and
as a result the Club has an even larger negative net value than
last year. The Net Assets of the Club have been reduced to a negative
-£2,236,785. For reference, the loss for the 12 months to
30/06/06 was £1,872,681 and the Net Asset value at 30/06/06
was -£1,537,821.
The Club continues to live beyond its means with the losses that are clearly unsustainable in the longer term, notwithstanding the fact that the current directors appear willing to fund the resultant negative cash flow with ever more loan notes. Loan notes outstanding were £4,175,556 at 30th June 2006 compared with £2,958,161 at 30th June 2006 and "just" £595,000 at 30th June 2005.
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. As the Trusts observed last year, 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.
In the Chairman's Report, Mr. Beeks states
"
the long term solution to becoming financially self
sufficient has to be with the creation of a new stadium. This
will provide the impetuous [sic] for larger attendances and higher
revenues for both Wycombe Wanderers and London Wasps.". In
order for the Boards of the Trusts to take a view on this proposition,
a business case will need to be presented that makes the financial
viability of moving to a new stadium transparent and compares
this course of action in a balanced manner with the consequences
of living within the Club's means at Adams Park so that the relative
risks and rewards can be appropriately compared.
In the interim, 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 are being asked to approve five resolutions at the
AGM.
The Trusts' Boards believe that the five resolutions should be
approved.
The ordinary resolutions 1 - 4 require a vote over 50% in favour
to pass.
The special resolution 5 requires a vote over 75% in favour to
pass.
In summary, the Trusts' Boards offer the following advice on voting:
| Resolution | Advice: Vote |
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For |
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For |
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For |
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For |
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For |
Resolution 3:
To re-elect as a Director Mr. Stephen Edward Hayes, who is retiring
by rotation.
Mr. Hayes has made a significant personal investment in the Club
both in the form of shares and loan notes.
Together with the other directors of the PLC, Mr. Hayes is responsible
for the current situation at the Club. It is appropriate that
Mr. Hayes continue as a director to ensure that the Club is financially
viable.
The Trusts' Boards advise shareholders to vote for re-electing
Mr. Hayes as a Director.
Resolution 4: To re-appoint HW, Chartered Accounts as auditors
of the Company and for their remuneration to be determined by
the Directors.
HW, Chartered Accountants are a reputable firm of accountants,
who can be expected to provide reliable accounts for use by shareholders.
The Trusts' Boards advise shareholders to vote for re-appointing
HW, Chartered Accountants as auditors.
Resolution 5: Special Resolution: Article 13 Sub-Clause 13.3.1
Variations of Founder Share Rights (Page 12). Delete "Causeway
Stadium" Insert "Adams Park"
This is a change that the Trusts requested to correctly name the
stadium.
The Trusts' Boards advise shareholders to vote for replacing
Causeway Stadium with Adams Park.
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.
Voting the Trusts' Holdings
of Ordinary Shares and Founder Shares
The Supporters Trust and the Founders Trust will vote their holdings
of shares according to the democratic majority wishes of each
Trust's members. For clarity, the two Trusts will vote their shareholdings
separately. The Supporters Trust will vote its holding of 100,000
Ordinary Shares and the Founders Trust will vote its holding of
Founder Shares (105 shares as at 18th November 2007). Members
may vote on these resolutions by either completing and returning
the paper reponse form mailed to them or completing the electronic
response form below -
see link.
Responses to be received by 5:00 p.m. on Tuesday 4th December
2007.
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Download
the notice of the 2007 Annual General Meeting Right click on mouse button and select Save Target As ... to download the document |
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Download
the Form of Proxy as an Adobe Acrobat file Right click on mouse button and select Save Target As ... to download the document |
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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 |
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Download
the minutes of the second AGM on 8th February 2007 as an Adobe Acrobat file Right click on mouse button and select Save Target As ... to download the document |
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PLC Articles of Association |
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