Guest _Ibbo_ Posted September 4, 2014 Share Posted September 4, 2014 The meeting was also advertised ad a Wednesdayite members members meeting. Not that of a new company / organisation. Link to comment Share on other sites More sharing options...
Guest Deleted member Posted September 4, 2014 Share Posted September 4, 2014 The meeting was also advertised ad a Wednesdayite members members meeting. Not that of a new company / organisation. No it wasn't. In the notice of meeting it clearly stated what the objectives of the meeting were Link to comment Share on other sites More sharing options...
Guest _Ibbo_ Posted September 4, 2014 Share Posted September 4, 2014 No it wasn't. In the notice of meeting it clearly stated what the objectives of the meeting were Not a single person would have noticed the difference between the supporters group and Wednesdayite Ltd. It was sent from the same Wednesdayite email address for starters. I assumed along with probably 99% of members that it was a continuation of Wednesdayite..... Link to comment Share on other sites More sharing options...
Guest Deleted member Posted September 4, 2014 Share Posted September 4, 2014 Not a single person would have noticed the difference between the supporters group and Wednesdayite Ltd. It was sent from the same Wednesdayite email address for starters. I assumed along with probably 99% of members that it was a continuation of Wednesdayite..... Wednesdayite Limited - Company number 09140536 NOTICE OF GENERAL MEETING Notice is hereby given that a General Meeting of the Company is to be held at the Niagara Suite, Niagara Conference and Leisure, Niagara Road, Sheffield, S6 1LU.at 2:30pm on Saturday 30th August 2014 for the purposes of the following business: 1. To receive the written report on the past , the present and the future for Wednesdayite. 2. To discuss the Services to be provided by the company and to agree to the continuation of the operations of Wednesdayite by Wednesdayite Limited. 3. To ratify the appointment of the existing Directors to the Board. 4. To appoint additional Directors to the board, - any member wishing to be a director can put themselves forward either prior to or at the meeting for approval by the members. 5. Any other business - should you wish to propose any motion or other business please indicate this to us in advance in the brief questionnaire after this notice. By Order of the Board You don't think that made it clear in section 2? Link to comment Share on other sites More sharing options...
markowl Posted September 4, 2014 Share Posted September 4, 2014 Either Link to comment Share on other sites More sharing options...
Guest mkowl Posted September 4, 2014 Share Posted September 4, 2014 The crux is when the first company was dissolved I am surprised the bank account was not frozen immediately. I know in my professional capacity that occasionally annual returns for example can be overlooked by clients and where the registered office is not our office address it doesn't come to light until the bank ring up and ask why the London Gazette is showing that the company is going to be struck off. So was the bank account still being operated as an Industrial and Provident account even though that status was no longer in situ. Do the bank even know about this and if so it seems they may have to answer why funds were still permitted to be paid in and paid out Wednesdayite Ltd the new company is simply limited by guarantee, as such I don't think it could be classed as a "society" to permit the transfer of funds from old to new. In any event there has to be questions as to whether there is a huge conflict of interest and given what has come to light that this is an appropriate use of funds. My genuine fear is that legally if the funds were not transferred at the precise time of dissolution they cannot be accessed unless you seek to restore the original company to the register which incurs cost This may sound harsh but being ignorant of the rules or the responsibilities that come with being appointed a director is no defence when it comes to this. It is a collective responsibility and I promise you I have found that out the hard way in a slightly different context many moons ago when I was a partner in a business that you can't hide. Link to comment Share on other sites More sharing options...
Guest Undercover_Owl Posted September 4, 2014 Share Posted September 4, 2014 And you know your stuff MK and what you've said tallies with what I assumed, that transferring the funds would potentially be a conflict of interest and that the bank account situation and what account is in use now to store funds from this season or whenever the limited company started is essential to know what the situation is. Would you go as far as to say that it is possible that the liabilities, contracts for services, leasehold on the carpark and the membership itself is also in question? Link to comment Share on other sites More sharing options...
Guest Deleted member Posted September 4, 2014 Share Posted September 4, 2014 I'm sure that the legal advice wednesdayite are using will cover all if this Link to comment Share on other sites More sharing options...
Guest mkowl Posted September 4, 2014 Share Posted September 4, 2014 The car park is an interesting one. The lease would have effectively terminated when the old company went down, so for a period of time between the striking off and the formation of Wednesdayite Limited then unless the lease was changed I am not sure who had the right to take the money The one major question raised above which I think absolutely needs answered is what happens to Trev's painting money because that is a travesty The WTID monies were also / should be part of those funds as well. I have to admit I was slow in sorting this but in many ways I am because I don't think there was any right to obtain these once the original Wednesdayite was struck off and that could have left me personally in an awkward position. Given there is a vested interest by both me and Trev in the use of said funds then I think this legal opinion once obtained has to be made public. WTID is a creditor of the old company and why wasn't I duly informed of the dissolution ? Final point - in my capacity as director of the Sheffield Wednesday Supporters Club limited then I concur with Grandad the funds should all go to the SWFC Community Programme Link to comment Share on other sites More sharing options...
Guest _Ibbo_ Posted September 4, 2014 Share Posted September 4, 2014 You don't think that made it clear in section 2? The 'continuation' of services. That makes it sound like a technical formality. No where was it communicated BEFORE the event, that 'Wednesdayite' had been struck off. £30K was stuck in a bank account etc etc. I take it this was mentioned after the election. Your in a right legal minefield now. Have you done any transfer of assets etc? The owners of the Niagra and the Car Park might have a differing view now your not a supporters society and are now a Ltd company. Have you informed either of this change in status ? Link to comment Share on other sites More sharing options...
Guest _Ibbo_ Posted September 4, 2014 Share Posted September 4, 2014 You don't think that made it clear in section 2? The continued operations of Wednesdayite makes it sounds like Wednesdayite still existed legally as a supporters society This quite clearly isn't the case. Link to comment Share on other sites More sharing options...
Guest mkowl Posted September 4, 2014 Share Posted September 4, 2014 You don't think that made it clear in section 2? Come on Nigel you are saying to folk to cut the directors some slack about the legalities of the company being struck off etc etc because they are volunteers and then expecting the membership to understand the detailed resolutions and put 2+2 together without it being explained in detail. I think its called pushing it under the carpet Link to comment Share on other sites More sharing options...
markowl Posted September 4, 2014 Share Posted September 4, 2014 The 'continuation' of services. That makes it sound like a technical formality. No where was it communicated BEFORE the event, that 'Wednesdayite' had been struck off. £30K was stuck in a bank account etc etc. I take it this was mentioned after the election. Your in a right legal minefield now. Have you done any transfer of assets etc? The owners of the Niagra and the Car Park might have a differing view now your not a supporters society and are now a Ltd company. Have you informed either of this change in status ? Why is grandad in a legal minefield? Link to comment Share on other sites More sharing options...
Guest mkowl Posted September 4, 2014 Share Posted September 4, 2014 Why is grandad in a legal minefield? He's not - use of "your" to refer to Wednesdayite collectively Link to comment Share on other sites More sharing options...
Guest _Ibbo_ Posted September 4, 2014 Share Posted September 4, 2014 (edited) Why is grandad in a legal minefield? wednesdayite collectively are. They are now operating as a limited company rather than a supporters group. completely differing rules apply now obviously. There might be formal rules for example that prohibits ltd companies taking on assets of socities etc. The £30K raised for community causes might well not be recoverable...... One thought that has just popped into my head..... ltd companies are covered by minimum wage laws. unlike socs or charities for example If wednesdayite ltd needs "volunteers" for example they might have to pay them the minimum wage. You can't donate money to a limitied company. Will Wednesday ltd have a P/L account etc. etv. Instead of a ltd company Wednesdayite could have set its self up as a charity. which might have made life a LOT easier for everyone... If the directors had been open about this and asked for advise on how to proceed. Edited September 4, 2014 by _Ibbo_ Link to comment Share on other sites More sharing options...
Guest _Ibbo_ Posted September 4, 2014 Share Posted September 4, 2014 (edited) The people on the car park are now effectively employees of wednesdayite ltd. Wednesdayite might start legally having to pay employers NI contributions etc. etc. As i said its a minefield legally....... If Wednesdayite had set themselves up as a formally registered charity, people could donate money with tax benefits etc. etc via just giving for example. Which IMHO would have been a MUCH MUCH better route rather than a ltd company. Edited September 4, 2014 by _Ibbo_ Link to comment Share on other sites More sharing options...
Guest mkowl Posted September 4, 2014 Share Posted September 4, 2014 Just to raise a point - you can "work" on a voluntary basis for a ltd co in the same way as you could for the old one. The question of whether national minimum wage applies is irrespective of the legal status Equally there is nothing stopping donations to a ltd co but there would be no tax benefits of doing so Link to comment Share on other sites More sharing options...
Guest Deleted member Posted September 4, 2014 Share Posted September 4, 2014 Can someone explain to ibbo the difference between a limited company and the wednesdayite structure Link to comment Share on other sites More sharing options...
Guest Deleted member Posted September 4, 2014 Share Posted September 4, 2014 Why is grandad in a legal minefield? Again?? Ffs. I hate this bloody club. I'd get less hassle in the ocs Link to comment Share on other sites More sharing options...
Guest Undercover_Owl Posted September 4, 2014 Share Posted September 4, 2014 Give Grandad the credit that he is at least trying to explain what has happened during his period as a director which is more than other people have done. Link to comment Share on other sites More sharing options...
Recommended Posts
Create an account or sign in to comment
You need to be a member in order to leave a comment
Create an account
Sign up for a new account in our community. It's easy!
Register a new accountSign in
Already have an account? Sign in here.
Sign In Now