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ANNUAL GENERAL MEETING 13 th FEBRUARY 2013

ANNUAL GENERAL MEETING 13 th FEBRUARY 2013. Agenda. WELCOME & INTRODUCTIONS MINUTES FROM AGM 2012 CHAIRMAN’S REPORT TREASURER’S REPORT   RE-ELECTION OF DIRECTORS AUTHORISATION FOR APPOINTMENT AND REMUNERATION OF AUDITORS

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ANNUAL GENERAL MEETING 13 th FEBRUARY 2013

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  1. ANNUAL GENERAL MEETING13th FEBRUARY 2013

  2. Agenda WELCOME & INTRODUCTIONS MINUTES FROM AGM 2012 CHAIRMAN’S REPORT TREASURER’S REPORT   RE-ELECTION OF DIRECTORS AUTHORISATION FOR APPOINTMENT AND REMUNERATION OF AUDITORS APPROVAL AND ADOPTION OF TRUST STRUCTURE ADOPTION OF NEW ARTICLES AND MEMORANDUM OF ASSOCIATION APPROVAL OF NEW RULES 15 MINUTE BREAK Q&A

  3. CHAIRMAN’S REPORT

  4. TREASURER’S REPORT

  5. 2011/12 ACCOUNTS 2011/12 2010/11 £ £ Turnover 2,543 1,930 Administration expenses 11,291 3,815 Operating (loss)/ profit (8,748) (1,885) Interest receivable 2 3 Loss before taxation (8,746) (1,882) Tax on loss on ordinary activities - - Loss for the financial period (8,746) (1,882)

  6. 2011/12 ACCOUNTS Administrative expenses 2011/12 2010/11£ £ Printing, stationary and postage 529 440 Subscriptions: Supporters Direct 50 50 Promotional costs 362 563 Website Development 530 316 Legal and Professional fees 9,610 2,236 Accountancy Fees 210 210 Total £ 11,291 £3,815

  7. ELECTION OF DIRECTORS

  8. APPT OF AUDITORS

  9. TRUST STRUCTURE

  10. FUTURE STRUCTURE OBJECTIVES To manage the three companies, in a way that gives stability, but allows members a route to joining the Trust board and then the subsidiary boards (after 12 months) To prevent the hijacking of either subsidiary board To ensure that AP and TG are not sold unless a significant percentage of supporters agree

  11. FUTURE STRUCTURE PROPOSAL Trust board elected as current (annual 33% retirement) Subsidiary boards appointed by Trust Board, with a majority of Trust Directors Trust Directors to qualify for subsidiary boards after 1 year Other non Trust Directors to be co-opted on to subsidiary boards based on skills and experience.

  12. PROTECTING AP BACKGROUND Founder Shareholders were given “enshrined rights” Founder Shares were in WWFC Enshrined rights did not specifically prevent sale of AP As Founder members die or lapse, Trust takes control of shares

  13. PROTECTING AP BACKGROUND Over time, Trust will own a majority of Founder shares Therefore in theory, if Trust hijacked then subsidiaries and therefore AP become vulnerable.

  14. PROTECTING AP PROPOSAL New category of Trust membership (Legacy Membership) to be established Qualification will be as for founder shareholders (season ticket holder for more than 3 seasons) For a very short period, any season ticket holder or any supporter who has held a gold membership for the last two seasons will also qualify “Hard rights” will be granted to Legacy members and will need approval of 75% of all Legacy members

  15. PROTECTING AP PROPOSAL Hard rights to include sale of AP or TG, allowing majority stake holding in WWFC Additional “soft rights” will be granted to all Trust members Soft rights to include:- changing of the quarters, changing strip more frequently, naming rights to Stadium etc (suggestions very welcome)

  16. PROTECTING AP PLANNED OUTCOME Veto of key issues spread across significant number of supporters Route for Trust members to join Trust Board and then subsidiary boards (subject to 12 month qualification) Stable management team for all 3 entities Right of veto for Trust members on key “emotional” issues EGM calling clause if majority of members request

  17. MEM & ARTS

  18. NEW RULES

  19. 15 MINUTE BREAK

  20. Q & A

  21. ANNUAL GENERAL MEETING13th FEBRUARY 2013

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