GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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Like it or not, there is no possibility of postal voting or electronic voting. The only way for an absent Trust member to vote is via a proxy.
It may be that there are some Trust members, who will be unable to attend the meeting on the 28th. However, they can still register a proxy to vote on their behalf. However, it may be a problem that some of the absentees will not be able to find a suitable proxy, who is able to attend and are therefore at risk of being completely without a vote.

In order to avoid that possibility, I am suggesting that I act as a 'go between' for those members who wish to attend and anyone who is prepared to act as a proxy for someone. I say "anyone" because it need not be a Trust member. So, it could be a fan or not even that. Please note that a proxy can only act for a maximum of 3 TRUST MEMBERS and strictly in accordance with the Trust members instructions (it is not a way for NON TRUST MEMBERS to vote).
Also, please remember that you can appoint the Chairman of the Meeting to be your proxy and that has to be done by the same procedure. There is no limit on how many proxy votes the Chairman can cast.

At first thought, This is what I think needs to happen in order for it to work.

1 A Trust member, who is unable to attend, PM's me to say that they are seeking a proxy.

2 Any person, who can attend the meeting, similarly PM's me to say that they are prepared to act as a proxy. However, it is very important for a prospective proxy to note that unless they have been given discretion they MUST vote in accordance with the wishes of the person giving the proxy.

But can I draw peoples attention to one thing on this. The email sent out by the BOD says that in the written notice informing the club of the proxy you must include "whether you are instructing the proxy to vote for or against the resolution or will leave the decision on how to vote to their discretion". As far as I can see in Trust Rules 53-56, which cover proxy voting, there is absolutely no requirement to do this. Further, I cannot see any obvious reason why the BOD has done this. So, to my mind, and I am not necessarily advising you to do this, you need not state that in the proxy notification. However, if you do not, there must be a possibility that the BOD will disqualify your proxy. I think that this would be unlawful but I'm not sure anyone wants to go to court about it.

Irrespective of that and this is a general point, no matter if a Trust member gives an indication in the notice of proxy of how the member requires the proxy to vote, there is nothing in the Rules that I can see to prevent the Trust member changing his/her instruction to the proxy right up to the moment of the vote.
So, for me, Trust members should not think that they are bound by their first indication. Consequently, when the full details of the preferred bidder and their proposal is received, which we are told will happen at least 3 days before the meeting, a Trust member, following their scrutiny of the disclosed information, may, in my opinion, instruct their proxy differently to that indicated in the proxy notice given to the BOD.

3. I shall create a register of 'Trust members seeking proxies' (TMSP) and 'Prospective proxies willing to act' (PPWA)

4. The PPWA MUST CONFIRM in their PM to me, that, in voting, they will act entirely in accordance with the instruction of the TMSP.

5. I shall create the list of PPWAs in the time and date order that I received them.

6 I shall then allocate 3 TMSPs to a proxy starting from the top of the list of PPWAs and then moving on down.

7. Both TMSP and PPWA, by contacting me, give me their permission to put them in touch with each other. The PPWA should give the preferred method of contact by the TMSP.

8. I shall contact the TMSP with the preferred contact details of the PPWA. It is then the responsibility of the TMSP to make contact with the PPWA.

9. The purpose of the registers is simply to link people together in order to arrange the proxy between them. IT IS STILL NECESSARY FOR THE TMSP to register the proxy in the way set out in the mail about the meeting.

9. I am doing this on a voluntary basis and although I shall make every effort to do it efficiently and effectively, I accept no responsibility for any errors I might make and both parties should accept this or not participate in the registers. In particular, I cannot guarantee that every TMSP will be allocated a PPWA and vice versa.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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I believe absentees can also use the chair of the meeting as their proxy.

From my email.....

Alternatively, you can appoint the Chair of the Meeting to vote on your behalf by following the same appointment process, again with an instruction to vote for or against the resolution or to use their discretion.
Last edited by excessbee on September 17th, 2023, 1:31 pm, edited 1 time in total.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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My view is that to have a meaningful vote you need to know what you are voting for or against. My hope would be that both Mr Pratt and Mr Jenkins be allowed to present exactly what it is they want to do and for those entitled to vote make their decision. To decide before you know what you're voting for is folly. Think Brexit. And regardless of how you voted on that, back in 2016 how many of you knew exactly what the Customs Union and or the Single Market was?

So to choose beforehand how to vote is daft. So leave your proxy vote to the discretion of the Chair of the meeting appointed by the board of directors of Newport County?

In the Kremlin I'm sure Vladimir Putin would be shaking his head and thinking, good idea but I'd never get away with that.
Last edited by Stan A. Einstein on September 17th, 2023, 3:24 pm, edited 1 time in total.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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Who is Mr Evans?

Members will be given details of the preferred bid at least three days in advance of the meeting. So they will know what is being offered even if they can't attend.
There will only be a vote for or against accepting the preferred bid. There won't be a choice between two bids. If there was there is a high chance that neither bid would succeed since a 75% vote in favour would be needed.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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G Guest wrote: September 17th, 2023, 3:14 pm Who is Mr Evans?

Members will be given details of the preferred bid at least three days in advance of the meeting. So they will know what is being offered even if they can't attend.
There will only be a vote for or against accepting the preferred bid. There won't be a choice between two bids. If there was there is a high chance that neither bid would succeed since a 75% vote in favour would be needed.
My mistake George. Mr Jenkins.

You are correct George that supporters won't be able to choose from all the options. You are wrong about why. There is a simple solution which should be used.

All vote on the three options. Mr Jenkins, Mr Pratt or reject both.

The option least favoured is removed. All vote on the two remaining options. If the winner does not receive 75% have a third vote. With only the winner of the second vote standing. If that person doesn't get 75% nobody will or could.

George no matter how much you don't like it, this is a stitch up. I know it, most posters know it, the dogs in the street know it.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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This is from the Notice of the meeting "At the meeting Trust members ...... will receive a presentation from the bidder who is preferred and recommended by the Board of Directors, before being invited to vote on the extraordinary resolutions". Further and again from the Notice "Trust members will be notified of the identity of the preferred bidder, with a summary of their proposal, not less than three days in advance of the meeting." Unless someone had had a direct communication from an unimpeachable source on the Board, no one knows yet who the preferred bidder will be. However, unless there is an 'enveloped joint bid', as I have described it previously, there will only be one summary of the proposal and one presentation from the one preferred bidder. So to that extent, Trust members will know what they are voting for.

There is zero prospect of any other non preferred bidder being formally involved. That is absolutely clear - like it or not. So, as it is, you are voting for or against the preferred bidder and his/her proposal.

The sole purpose of the meeting is either to vote for or against the proposed resolutions set out in the Notice. You do not have to chose how to vote in advance. You vote on whom you have seen and what you have heard on the night. The only unnecessary confusion with that is the BOD saying that in the instruction for the proxy some indication of how that proxy is to vote must be indicated. I believe I gave my opinion on that in my original post.

It is not necessary to solely give your proxy to the Chaiman to vote. Anyone who qualifies can be a proxy. And to help a Trustee member who cannot find such a proxy is why I suggested my scheme.

As far the proposed resolutions are concerned, in 1 you either vote for or against it exactly as written Therefore, if you vote against there is no transfer of shares agreed so there will be no new majority shareholder. The Trust will retain it's 78% majority holding and we go from there. If 1 fails, proposed resolution 2 becomes redundant. If proposed resolution 1 passes then there is a seperate vote on proposal 2. viz "THAT authority be delegated to the Board to agree the detailed terms of the transfer with the preferred bidder, provided that such terms are materially consistent with the investment proposal.". Now this can be passed or not. The only problem then if it is not passed is that you will have a vacuum as to who is to agree the detailed terms.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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I think it is fairly common for parties bidding for contracts, or other business agreements, to remain anonymous unless they achieve preferred bidder status. It is possible that the second group in this case will not want their names publicly known. Since knowing who the persons are will be fundamental to our consideration of the worthiness of any bid, revealing details but keeping the persons anonymous would not be satisfactory.

I presume that the second group will be free to reveal themselves if they wish. I also presume that the two groups are known to one another since Colin Everett was trying to get them to co-operate with each another.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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G Guest wrote: September 17th, 2023, 4:02 pm I think it is fairly common for parties bidding for contracts, or other business agreements, to remain anonymous unless they achieve preferred bidder status. It is possible that the second group in this case will not want their names publicly known. Since knowing who the persons are will be fundamental to our consideration of the worthiness of any bid, revealing details but keeping the persons anonymous would not be satisfactory.

I presume that the second group will be free to reveal themselves if they wish. I also presume that the two groups are known to one another since Colin Everett was trying to get them to co-operate with each another.
It is possible and I presume. Your words.

It is possible that I am an alien from the Planet Fireball XL5 and I presume it I said it everyone would believe me.

George, regardless of what you think of me, when I think of you I definitely put you not in the camp of those for whom I feel contempt. But certainly of a fellow devoted Newport County fan who just can't face up to the reality of how our club has been administered.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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At the moment no bidder's name is known, for certain. The preferred biddder will only become known at least 3 days before the meeting date. Presumably, the names of the not preferred bidder or bidders will not be disclosed unless they choose to do so themselves. It does not matter an iota, if they do, because they are out of the frame, anyway. There will be no choice, no discussions of any other bid - it will be take it or leave it from a choice of one.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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Colin Everett made it clear at the August meeting that this process of transfer of ownership is not just about money. If it was just about money, comparison of the competing bids would be straight forward. Who is offering the most money? But the Trust is looking for a majority shareholder who shares our values and love of the game and has a track record of successful management of football clubs in the past. Strong rumours have it that one of the bidding groups falls into this category. It may be that the other group does not but may have other non-financial attributes that appeal to some members. We just don't know.
As it is, for the avoidance of endless and possibly futile debate which may prove fatal to the club, I am willing to trust the board with this process and exercise my duty as a trust member to make my mind up based on the preferred bid.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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Chris Davis wrote: September 17th, 2023, 4:17 pm At the moment no bidder's name is known, for certain. The preferred biddder will only become known at least 3 days before the meeting date. Presumably, the names of the not preferred bidder or bidders will not be disclosed unless they choose to do so themselves. It does not matter an iota, if they do, because they are out of the frame, anyway. There will be no choice, no discussions of any other bid - it will be take it or leave it from a choice of one.
Precisely and talking to fans, that’s what’s upsetting a lot of fans. It would have been simple enough to arrange an elimination vote at the meeting to secure the most popular bidder.

Re: GIVING TRUST MEMBERS UNABLE TO ATTEND THE MEETING AN OPPORTUNITY TO VOTE

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lowandhard wrote: September 17th, 2023, 4:34 pm
Chris Davis wrote: September 17th, 2023, 4:17 pm At the moment no bidder's name is known, for certain. The preferred biddder will only become known at least 3 days before the meeting date. Presumably, the names of the not preferred bidder or bidders will not be disclosed unless they choose to do so themselves. It does not matter an iota, if they do, because they are out of the frame, anyway. There will be no choice, no discussions of any other bid - it will be take it or leave it from a choice of one.
Precisely and talking to fans, that’s what’s upsetting a lot of fans. It would have been simple enough to arrange an elimination vote at the meeting to secure the most popular bidder.
Taking aside the point that the most popular bid might not have been the best one, whilst it might have been simple, that is not going to happen. However, it seems to me that the BOD are playing a high stakes game. They are only presenting one preferred biddder and they are asking for a 75% vote in favour.

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