So where is the CCFC football trade? (1 Viewer)

[oldskyblue58]

It seems to me we can be pretty certain that the share is in CCFC Ltd. If it wasnt that company would have been wound up not in administration. The FL have taken the share for safe keeping and wont make a public statement until the administrator makes some decisions.

So where is the trade? Mr Appleton who was apponted 21st March 2013 has said this is not all together clear and that CCFC H operates the football club, indicating at least originally that this had always been the case. CCFC Ltd was merely a non trading property subsidiary apparently. His investigations continue and he may change that understanding

Investigations are being conducted all the way back to 1907 to what purpose I am not sure because up until 1995 there was only one company "The Coventry City Football Club". The share and trade could only be in one place.

So 1995. In 1995 "The Coventry City Football Club" was hived down in to two companies CCFC Ltd and CCFC H Ltd.

All articles rank as the same weight in law but it is common practice to rely on the first article to define the purpose of the company.

CCFC Ltd was formed with this first Article
"To acquire from its parent company "the Coventry City Football Club Ltd " as a going concern the business of the playing activities of that company and to carry on such business uner the name of "Coventry City Football Club"

CCFC H ltd (formerly The Coventry City Football Club Ltd) changed its to
"To carry on the business of a holding, management and investment company"

Both companies later go on to include articles that cover either the operating of stadia or managing a football club. But like i said when looking at a company's permitted activity to disclose it is usually the first article that takes precedence

So what do the accounts say

CCFC Ltd accounts to 31/05/96 state the following in the directors report.
" On the 1st June 1995 the company purchased all of the playing activities from its holding company including assets, management executives, players, and certain other employees"

The accounts then include entries and notes relating to player transfers, player wages, valuation of playing staff, signing on fees, match receipts, sponsorship, prize money etc

The accounts of CCFC H Lts for 1996 include the following

"the company operates as a holding company managing the football club"

"in order to provide a more orderly structure to the business on the 1st June 1995 the company transferred all of its playing activities of its football club including assets, management executives, players, and certain other employees to its wholly owned subsidiary Coventry City Football Club Limited

The facilities remain to be owned by Coventry City Football Cliub Limited but are operated by Coventry City Football Club Limited in accordance with the terms of the management services agreement. All of the other activities are carried on by Coventry City Football Club Holdings Limited"

The accounts for the company alone (ie not the group ) do not include details for players, transfers etc

All seems pretty clear to me.

Since then in 2008 Onye filed resolutions changing the articles so that CCFC Ltd first article reads as operating stadia. The last of these amendments although adopted by 16/12/11 was not actually dated by Company House until 23/03/13 after the club went in to administration and was signed by Onye before he left (resignation filed co house 21/09/12).

In the mean time all accounts for CCFC Ltd since 01/06/95 have been prepared by the directors, signed off by the auditors and approved by shareholders on the basis that the football club was operated by CCFC Ltd. No mention of beneficial ownership etc. There is no mention of any reversal of the trade back to CCFC H in any of the accounts. Even management accounts included in the administrator report 15/05/13 indicate that the original basis continues

Am finding it hard to be confused by any of the above or to see why there should be confusion. Am willing to be shown why it is different though and why i am wrong

 

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[aloisiwouldhavescored]

Excellent article OSB.

 

[Sub]

It seems to me we can be pretty certain that the share is in CCFC Ltd. If it wasnt that company would have been wound up not in administration. The FL have taken the share for safe keeping and wont make a public statement until the administrator makes some decisions.

So where is the trade? Mr Appleton who was apponted 21st March 2013 has said this is not all together clear and that CCFC H operates the football club, indicating at least originally that this had always been the case. CCFC Ltd was merely a non trading property subsidiary apparently.

Investigations are being conducted all the way back to 1907 to what purpose I am not sure because up until 1995 there was only one company "The Coventry City Football Club". The share and trade could only be in one place.

So 1995. In 1995 "The Coventry City Football Club" was hived down in to two companies CCFC Ltd and CCFC H Ltd.

All articles rank as the same weight in law but it is common practice to rely on the first article to define the purpose of the company.

CCFC Ltd was formed with this first Article
"To acquire from its parent company "the Coventry City Football Club Ltd " as a going concern the business of the playing activities of that company and to carry on such business uner the name of "Coventry City Football Club"

CCFC H ltd (formerly The Coventry City Football Club Ltd) changed its to
"To carry on the business of a holding, management and investment company"

Both companies later go on to include articles that cover either the operating of stadia or managing a football club. But like i said when looking at a company's permitted activity to disclose it is usually the first article that takes precedence

So what do the accounts say

CCFC Ltd accounts to 31/05/96 state the following in the directors report.
" On the 1st June 1995 the company purchased all of the playing activities from its holding company including assets, management executives, players, and certain other employees"

The accounts then include entries and notes relating to player transfers, player wages, valuation of playing staff, signing on fees, match receipts, sponsorship, prize money etc

The accounts of CCFC H Lts for 1996 include the following

"the company operates as a holding company managing the football club"

"in order to provide a more orderly structure to the business on the 1st June 1995 the company transferred all of its playing activities of its football club including assets, management executives, players, and certain other employees to its wholly owned subsidiary Coventry City Football Club Limited

The facilities remain to be owned by Coventry City Football Cliub Limited but are operated by Coventry City Football Club Limited in accordance with the terms of the management services agreement. All of the other activities are carried on by Coventry City Football Club Holdings Limited"

The accounts for the company alone (ie not the group ) do not include details for players, transfers etc

All seems pretty clear to me.

Since then in 2008 Onye filed resolutions changing the articles so that CCFC Ltd first article reads as operating stadia. The last of these amendments although adopted by 16/12/11 was not actually dated by Company House until 23/03/12 after the club went in to administration and was signed by Onye before he left.

In the mean time all accounts for CCFC Ltd since 01/06/95 have been prepared by the directors, signed off by the auditors and approved by shareholders on the basis that the football club was operated by CCFC Ltd. No mention of beneficial ownership etc. There is no mention of any reversal of the trade back to CCFC H in any of the accounts. Even management accounts included in the administrator report 15/05/13 indicate that the original basis continues

Am finding it hard to be confused by any of the above or to see why there should be confusion. Am willing to be shown why it is different though and why i am wrong

so in thick peoples terms (i.e me !!) CCFC is LTD not holdings ? is that correct? sorry for asking for a dumbed down answer :facepalm:

 

[oldskyblue58]

thats what it looks like to me Sub. CCFC Ltd is the football playing club ........ CCFC ltd then is owned by CCFC H.

Of course TIm etc seem to see it differently ...... and need to explain why

 

[gally9]

Since then in 2008 Onye filed resolutions changing the articles so that CCFC Ltd first article reads as operating stadia. The last of these amendments although adopted by 16/12/11 was not actually dated by Company House until 23/03/12 after the club went in to administration and was signed by Onye before he left.

I don't understand this, the dates don't make sense OSB

 

[SonofErnie]

"Finally, let me stress I have no influence over statements issued by or on behalf of Holdings as they purport to be the company that has run the football club for however long"

Does this comment by Appleton in his statement yesterday allude to the facts OSB has outlined?

 

[oldskyblue58]

the change was made 16/12/11 was not received by Company House until 23/03/13 (should have been there a week after change made) but would seem it was filed by the directors just as the company went in to administration. The purpose of the changes seems a little unclear other than to try prove the articles of the company were different to how it was set up originally

 

[SonofErnie]

You specify 23/03/12. Surely that should be 2013 for it to coincide with administration ?

 

[oldskyblue58]

You specify 23/03/12. Surely that should be 2013 for it to coincide with administration ?

yes sorry SOE my mistake - now corrected

thanks gally9 also

 

[gally9]

You specify 23/03/12. Surely that should be 2013 for it to coincide with administration ?

Yeah, sorry, that's what I was alluding to.

 

[DaleM]

Dodgy as fuck .

 

[Pete in Portugal]

Many thanks for your research and this post. Your analysis brings some much needed clarity to the situation.

I wonder whether you've considered sending the contents as a letter to the FL and perhaps the Administrator too? They will of course not publicly comment on anything, and I believe it's a good idea to acknowledge in any letter to them, that you're not asking them to do so. From my own experience of writing to the FL, there is some evidence that they do take action behind the scenes, based on information received.

In the circumstances we're in, I don't believe writing to them can't do any harm and it might just help to 'concentrate minds' in the places where crucial decisions about the future of our club are about to be made.

 

[oldskyblue58]

Already done Pete .... not expecting a reply

 

[DaleM]

Am i right in thinking the league set a precedent for this dodgy dealing with Leeds . 30 point deduction if we are still playing next season if this is correct about amendment date being after admin.

 

[oldskyblue58]

wouldnt read much in to precedents etc ...... FL will look at each case on its merits (demerits?) ........ nothing to stop a company changing its articles dont think that would upset the FL in its self. Its more to do with how that change is used and from the info available nothing actually seems to have changed up to 31/05/12

 

[psgm1]

Have to say you and squirrel to use an americanism have really stepped up to the plate on this one. From the statement released by TF this morning, it is clear that once again sisu have proven they have no intention of taking onboard anything the fans say, and are set on going down a course (or at least threatening to do so) and ground share in clear opposition from what the fans want and some are fighting for.

Assuming you are right (and your evidence does look pretty unequivocal) then do you know if a legal challenge can be made against sisu ground sharing (that is if worse case the league reluctantly agrees)?

Whilst ethically and morally it's a given sisu cannot do this, legality doesn't automatically follow does it!

I prey it does not get to that, but there is certainly no question in my mind at some stage this is all going to head back to the courts.

It's staggering to me how these people can live with themselves. I don't have a problem with sisu making money, but they seem to be trying to make that money by ripping out the heart of the coventry city fans.

 

[SonofErnie]

Have to say you and squirrel to use an americanism have really stepped up to the plate on this one. From the statement released by TF this morning, it is clear that once again sisu have proven they have no intention of taking onboard anything the fans say, and are set on going down a course (or at least threatening to do so) and ground share in clear opposition from what the fans want and some are fighting for.

Assuming you are right (and your evidence does look pretty unequivocal) then do you know if a legal challenge can be made against sisu ground sharing (that is if worse case the league reluctantly agrees)?

Whilst ethically and morally it's a given sisu cannot do this, legality doesn't automatically follow does it!

I prey it does not get to that, but there is certainly no question in my mind at some stage this is all going to head back to the courts.

It's staggering to me how these people can live with themselves. I don't have a problem with sisu making money, but they seem to be trying to make that money by ripping out the heart of the coventry city fans.

Unfortunately it's the same morality that caused the Banking crash and legality didn't come into that either!

 

[dadgad]

OSB, I salute you.

 

[Godiva]

Hold on a second before the stampeed takes another headless direction.

The change of articles has been discussed before, and it is clear this is the center of the confusion.
Certainly someone has messed up pretty badly. Earlier - around March I think, we discussed if that 'someone' was Fisher as he went under the radar for a period. He is still here, so it is probably not him.
That leaves two possible suspects. The most obvious being Igwe ... he could have forgotten to send the note to Company House. On the other hand, having written the change of article and prepared it for the mail, it would be easier to mail it than to forget it. He remains a suspect, but not an obvious suspect.
The second possibility is the FL. Did they recieve the change, but somehow forgot to file it? Well, it wouldn't be IMpossible, would it? So The FL too remains a suspect.

Until the administrator makes his statement about this, we should accept both the club and FL are innocent till proven guilty.

Good job by OSB and I am sure the administrator already have that information.
It woldn't be unthinkable that when he speaks of missing information from 'certain parties' he is actually looking at 'when', 'who' and 'what' in relation to the change of article.

 

[Sub]

Godiva why is it every turn you defend the undefendable ? i read alot of your posts and respect alot of them to but your defence of SISU and the 'owners' sometimes completly baffels me, when the evidence is clearly pointing to wrong doings on their part :thinking about::thinking about:

 

[Bennets Afro]

Surely any changes are not recognised at companies house until they receive the sufficient paperwork. In this case it looks like just before going into admin so no changes were effectively made until then.

Looks like someone at Sisu seriously fooked up!!!

 

[covmark]

Godiva why is it every turn you defend the undefendable ? i read alot of your posts and respect alot of them to but your defence of SISU and the 'owners' sometimes completly baffels me, when the evidence is clearly pointing to wrong doings on their part :thinking about::thinking about:

What's wrong with providing a counter argument? This forum would be boring place if we all agreed, and followed each other like sheep. Add to that he makes some valid points

 

[Sub]

What's wrong with providing a counter argument? This forum would be boring place if we all agreed, and followed each other like sheep. Add to that he makes some valid points

I Did not say there was anything wrong with it, just asked a question why he defends things when it points at SISU doing wrong and i did say he makes good points and i dont think we should all follow like sheep.

 

[Godiva]

Godiva why is it every turn you defend the undefendable ? i read alot of your posts and respect alot of them to but your defence of SISU and the 'owners' sometimes completly baffels me, when the evidence is clearly pointing to wrong doings on their part :thinking about::thinking about:

I can't see I am defending sisu, I am merely pointing out that there may be another guilty part than Fisher/Igwe/Sisu in regard to 'the lost article' (sounds like a Indiana Jones movie title).
I would say the chance is 50/50 as to who - the club or the FL - have messed up.

We blame sisu for acting immoral, unethical and unfair. Let's not become them. We are better than that.

It will be revealed in just a few weeks. Then we can blame whoever is guilty.

 

[oldskyblue58]

Hold on a second before the stampeed takes another headless direction.

The change of articles has been discussed before, and it is clear this is the center of the confusion.
Certainly someone has messed up pretty badly. Earlier - around March I think, we discussed if that 'someone' was Fisher as he went under the radar for a period. He is still here, so it is probably not him.
That leaves two possible suspects. The most obvious being Igwe ... he could have forgotten to send the note to Company House. On the other hand, having written the change of article and prepared it for the mail, it would be easier to mail it than to forget it. He remains a suspect, but not an obvious suspect.
The second possibility is the FL. Did they recieve the change, but somehow forgot to file it? Well, it wouldn't be IMpossible, would it? So The FL too remains a suspect.

Until the administrator makes his statement about this, we should accept both the club and FL are innocent till proven guilty.

Good job by OSB and I am sure the administrator already have that information.

Just to be clear a Board of Directors has joint and several liability ...... so it is not appropriate to blame one director if something is not filed on time
It woldn't be unthinkable that when he speaks of missing information from 'certain parties' he is actually looking at 'when', 'who' and 'what' in relation to the change of article.

not up to the FL to file changes to CCFC Ltd's Articles of association Godiva....... that is down to the Company Secretary, the Directors, Shareholders and possibly the administrator (but that would be unusual)

The FL has no power what so ever to file things at Co House for CCFC Ltd at all

 

[Sub]

I can't see I am defending sisu, I am merely pointing out that there may be another guilty part than Fisher/Igwe/Sisu in regard to 'the lost article' (sounds like a Indiana Jones movie title).
I would say the chance is 50/50 as to who - the club or the FL - have messed up.

We blame sisu for acting immoral, unethical and unfair. Let's not become them. We are better than that.

It will be revealed in just a few weeks. Then we can blame whoever is guilty.

Thats fair enough Godiva and thanks for the reply, i as many fans here are just completly pissed off with the whole situation and the money side of things and layers of crap everything has been hidden in is baffling to me and many fans. The whole mess can not be blamed on one individual, i think there is way to many fingers in the CCFC pie taking a cut and unfourtunatley its the fans that are left to clean the mess up! Looking at what OSB has found it just points to more lies by SISU claiming LTD is nothing to do with Holdings is just more smoke and mirrors to cloud the situation and the only thing they are destroying is the club in this game.

 

[oldskyblue58]

Just to be clearer still a Board of Directors has joint and several liability for the actions of the company including filing documents on time ...... so all serving directors at the time are responsible not just one

 

[Pete in Portugal]

Just to be clearer still a Board of Directors has joint and several liability for the actions of the company including filing documents on time ...... so all serving directors at the time are responsible not just one

Exactly. Potentially, of course there is also the possibility of 'Shadow' Directors acting as board members. Some time ago, I attempted to find the news article on the offal in which Carl Baker referred to our "Chairwoman", but it appears to have been removed. I wonder why?

 

[fernandopartridge]

Godiva why is it every turn you defend the undefendable ? i read alot of your posts and respect alot of them to but your defence of SISU and the 'owners' sometimes completly baffels me, when the evidence is clearly pointing to wrong doings on their part :thinking about::thinking about:

He isn't defending anything. He's saying that there may be other reasons.

 

[oldskyblue58]

Exactly. Potentially, of course there is also the possibility of 'Shadow' Directors acting as board members. Some time ago, I attempted to find the news article on the offal in which Carl Baker referred to our "Chairwoman", but it appears to have been removed. I wonder why?

This might help people understand what a shadow director is and the cosequences

http://www.future-law.co.uk/a-shadow-director/

taken from that site.....

The definition of shadow director should not be strictly construed.
The purpose of the legislation is to identify those, other than professional advisers, with real influence over an element of the company’s business affairs.
Evidence is needed to show that a communication was either a “direction or instruction”.
Non-professional advice could fall within the definition.
A person can still be a shadow director even though the board has not adopted a subservient role to him or has not surrendered its discretion.
It is not necessary that a shadow director is someone who “lurks in the shadows”: a person can be a shadow director even if he is involved in the internal management of the company.

 

[Bluegloucester]

not up to the FL to file changes to CCFC Ltd's Articles of association Godiva....... that is down to the Company Secretary, the Directors, Shareholders and possibly the administrator (but that would be unusual)

The FL has no power what so ever to file things at Co House for CCFC Ltd at all

That's true OSB, but FL have to approve any changes. The delay may have been at their end.

 

[oldskyblue58]

might expect that approval to be before a formal vote by the company's officers BG as company law would take precedence. And if changing without approval first would be a pointless exercise. Doubt they would take 15 months to approve it either

 

[bigfatronssba]

Hold on a second before the stampeed takes another headless direction.

The change of articles has been discussed before, and it is clear this is the center of the confusion.
Certainly someone has messed up pretty badly. Earlier - around March I think, we discussed if that 'someone' was Fisher as he went under the radar for a period. He is still here, so it is probably not him.
That leaves two possible suspects. The most obvious being Igwe ... he could have forgotten to send the note to Company House. On the other hand, having written the change of article and prepared it for the mail, it would be easier to mail it than to forget it. He remains a suspect, but not an obvious suspect.
The second possibility is the FL. Did they recieve the change, but somehow forgot to file it? Well, it wouldn't be IMpossible, would it? So The FL too remains a suspect.

Until the administrator makes his statement about this, we should accept both the club and FL are innocent till proven guilty.

Good job by OSB and I am sure the administrator already have that information.
It woldn't be unthinkable that when he speaks of missing information from 'certain parties' he is actually looking at 'when', 'who' and 'what' in relation to the change of article.

Wouldn't he have sent such an important document via special delivery?

Only costs £6.

 

[Jack Griffin]

Just to be clearer still a Board of Directors has joint and several liability for the actions of the company including filing documents on time ...... so all serving directors at the time are responsible not just one

Oh dear John Clarke is culpable to, running away isn't going to help him.. its his bed & he can lie in it.

Did he think the directorship was all prestige and no responsibilty?

 

[Bill Glazier]

A question OSB. Is the administrator's sole task to get as much money for creditors, effectively SISU? Or, does he also have a wider more nebulous responsibilities such as keeping people in jobs or saving our famous old club? If he should only answer to creditors, then there's no point criticising him for doing just that.