Sam Rush

[RamNut]

8 minutes ago, superfit said:

Not sure but wasn't one of the reasons that Rush won the tribunal hearing was because he wasn't supplied certain information from the club in relation to his sacking? Meaning Derby did not follow procedure and he was summarily dismissed?

Just a thought, could it have prejudiced Derby's civil litigation case against Rush by supplying this information? Therefore, the club made the decision to take the tribunal decision on the chin and keep their powder dry for the main case against Rush? 

I know both sides will have to follow the court disclosure protocol before the case commences so it will come out but I imagine that would take place simultaneously and therefore Rush will not find out what evidence the club has until then?

  

I think there has to be a full disclosure - statement of case. so the defendant has the opportunity to respond in full. 

[superfit]

2 minutes ago, RamNut said:

I think there has to be a full disclosure - statement of case. so the defendant has the opportunity to respond in full. 

I understand, so it's not an ambush.

I realise that the club would have to set out it's case in full on commencing proceedings but wouldn't have to provide documents in support of it's case until full disclosure, further down the line?  

I could be miles off, it just seemed to me that the club's advisors wouldn't have put the club in the position of losing the tribunal unless there was something to be gained further down the line.

Who knows, this club does my head in.    

[Stive Pesley]

10 hours ago, superfit said:

Not sure but wasn't one of the reasons that Rush won the tribunal hearing was because he wasn't supplied certain information from the club in relation to his sacking? Meaning Derby did not follow procedure and he was summarily dismissed?

Just a thought, could it have prejudiced Derby's civil litigation case against Rush by supplying this information? Therefore, the club made the decision to take the tribunal decision on the chin and keep their powder dry for the main case against Rush?

I had a similar thought process. Even a basic HR intern will know employment law. Instant dismissal requires full disclosure of the allegations for it to be legal. Then the employee can take those reasons/facts to a tribunal if he feels them unfair. To not supply the facts in the first place would leave two possibilities 1) that the club are incompetent in the ways of HR or 2) the scenario you describe. I genuinely cannot believe that 1) is the case.

 

[ramblur]

I said I wouldn't get into the nitty gritty of this, but when I stand on the sure ground of verifiable fact, it's a different matter, thus I may be able to shed some (but not total) light on the share issue. If anyone wants to check what I say, then I hope that the following link works, and if not, I'll try and get you there by other means:-

https://beta.companieshouse.gov.uk/company/06442121/filing-history

Scroll down to "Annual Return", lodged 12 Feb 2016, and then click on " View PDF" at the right. When the pdf has loaded, scroll right down to the bottom, where you'll see a listing of share transfers. The transfer of Sam Rush's ' B Ordinary' shares to Sevco 5112 is easy to see. For the Ordinary shares, however, you have to add his holding to those of Mel and North American Partners ( make sure you select ordinary, and not preference), and you'll then see that the total equates to the transfer to Sevco 5112.

The Ordinary and B Ordinary shares appear to have equal rights (as seen further up the pdf). I certainly can't see a 5% holding prior to the transfer. Prior to transfer, Global Derby (UK) held the share capital of Gellaw 101, which in turn held the club capital, thus a holding in Global Derby would give you an indirect holding in the club. After the transfer, it was ownership of Sevco 5112 stock that gave club ownership.

It's clear to see that SR relinquished his GD holding, but unfortunately I can't tell if he was allocated Sevco 5112 shares in return, as no document (last time I looked) lodged with CH gave details of shareholdings.

I can at least say that nothing I've seen so far in any way contradicts Mel's version of the current situation.

Please don't ask me any questions about what appears further up the pdf, as I already get enough headaches trying to trace things, without having to explain them as well. 

[RamNut]

18 minutes ago, ramblur said:

 can at least say that nothing I've seen so far in any way contradicts Mel's version of the current situation.

??

[ramblur]

2 minutes ago, RamNut said:

??

I believe Mel disputes Sam's current holding. If I can't tell whether Sam just relinquished his holding, or received Sevco shares in exchange, then I can't say that I've seen anything to contradict the claim. I also don't know (and correct me if I'm wrong) whether it's any holding by Sam that Mel disputes, or whether he's at odds with Sam's (reported) claim to hold 5%.

[PistoldPete2]

On 10/04/2018 at 11:52, RadioactiveWaste said:

Am I right in thinking this is civil court and decided on balance of probabilities, not beyond reasonable doubt?

 

Correct.

[G STAR RAM]

Probably completely irrelevant but I thought it was strange to see 'resigned' next to Sam Rush in the annual accounts rather than 'removed from office'.

 

[ramblur]

12 hours ago, G STAR RAM said:

Probably completely irrelevant but I thought it was strange to see 'resigned' next to Sam Rush in the annual accounts rather than 'removed from office'.

 

He may have been given the chance to resign, or he may have resigned in the knowledge that if he didn't, he'd be voted out anyway (is my guess).

[rammieib]

@ramblur I remember in March 16 (I think that's when it was) when we had the 'breakfast club' at Moor Farm, at that point Sam definitely had 5% holding and I specifically asked this question and it was confirmed. I also checked the shares issued in the companies prior to this meeting and also found the 5%. (MM had the other 95%). What I can't remember it specifically which company name this was in. Both Gellaw and Sevco are on my mind.

[ilkleyram]

1 hour ago, ramblur said:

He may have been given the chance to resign, or he may have resigned in the knowledge that if he didn't, he'd be voted out anyway (is my guess).

I think it may be simpler than that. 

I suspect that resigned refers to his position as a Director of the company and I think there are only two options - current or resigned, the latter once you cease being a Director. It doesn’t describe the manner of your leaving  

You can still be resigned and hold shares though 

[G STAR RAM]

4 hours ago, ramblur said:

He may have been given the chance to resign, or he may have resigned in the knowledge that if he didn't, he'd be voted out anyway (is my guess).

But the claimed unfair dismissal

[ramblur]

14 minutes ago, G STAR RAM said:

But the claimed unfair dismissal

I  thought the unfair dismissal related to his sacking as CEO?

[ramblur]

9 hours ago, rammieib said:

@ramblur I remember in March 16 (I think that's when it was) when we had the 'breakfast club' at Moor Farm, at that point Sam definitely had 5% holding and I specifically asked this question and it was confirmed. I also checked the shares issued in the companies prior to this meeting and also found the 5%. (MM had the other 95%). What I can't remember it specifically which company name this was in. Both Gellaw and Sevco are on my mind.

When I put the recent document up, I knew that I'd had an exchange of views with a member years ago, and it must have been you. Your breakfast was in early Feb 16, and the thread "Breakfast With Mel etc" is the next to last thread, on page 147 of this forum. My day got off to a brilliant start in the morning because I had a quick recheck of a reconciliation I mentioned on the accounts thread, and saw 2 mistakes straight away, due to my quickly scrawled figures ( I misread a 7 for 9, and 1 for 7, in a couple of columns), which now means the thing reconciles exactly. Unfortunately it went gradually downhill, with the first half of the game - I was so hacked off I went searching for the thread at half time, and even missed the first 10 minutes of the second half, tbtg . To put the tin hat on it, I've just scrolled through 73 pages of the thread, only to find I never posted, and remembered Feb is always a very bad month for me, so we must have ' locked horns' on a later finance thread.

Anyway, I've some bad news for you, and I quote from your post on the first page:- "Sam stated he does have an ownership of the club (Me -I think it's in the region of 3-5%). Mel later said that he has given more ownership to Sam since his takeover" Now the problem I have here is that if you had found the 5%, with Mel owning the other 95%, it should have been a pretty straightforward calculation, so I don't really understand the 3-5% range?

Now to the other easy part of the day, as I knew I'd scribbled down shareholdings years ago in an old desk diary, and sure enough  I found ordinary shareholdings  from the Annual return dated 30/11/14, as follows:- NAP 11,087,667, MM 799,664, SR 101,622 ( and I'd scribbled  0 .85% alongside SR's name) . This was in Global Derby, at a time when Mel had a minority stake. You're quite right that Mel did give Sam further shares, but these were in Global Derby, in an allotment of shares dated 2/9/15, as follows:- Ordinary 201,072 , B ordinary 99,449 and 101,622 ( giving 201,071) , with these 2 figures tallying with those in the document linked, thus Sam owned 402,143 out of a total of 14,726,108 (Ord & B Ord), which I make to be 2.73%. However,as I pointed out, these were transferred to Sevco 5112, with anything later unknown.

You couldn't have been looking at Gellaw, because Global Derby were the only shareholder there, and unless you're seeing something I'm not, you couldn't have identified anything in Sevco, because there were only 2 Allotment of shares documents. From memory, the first related to preference shares, but I Know for a fact that the second was in exchange for Mel's 3,236,298 in GD. Now I think about it, the prospect of Sam owning Sevco shares looks a bit bleak, because there was a big capital reduction in Global Derby to 1,000, which meant effectively that the transferred  NAP and SR shares were cancelled, along with all but 1000 of the 3,236,298 (Doesn't matter to Mel, as he still owns the whole of the remaining GD shares via Sevco 5112 )

I was feeling pretty pleased with myself, until I noticed one glaring problem - what happened to SR's other 101622 shares from earlier? You wouldn't believe the grief this gave me, as I went through every fecking share document for the period ( and there were several), with pages of calculations trying to locate the fate of those shares..........and you know what, halfway through posting this I suddenly realized that I'd assumed the 3 allocations were Sam's, as no names were given - 101,622 of those Ordinary shares could have gone to someone else ( I feel sick at the thought). Anyway, I've gone through that document I linked twice, reconciling the bottom part of the pdf with the top.

One consolation for me is that I've at least avoided looking at the match thread - that would have been worse than keying in this gigantic post.

Anyway, I might have done you a favour, cos if you continue with the 5% you could end up in the box, facing a cross grilling from what do they call him (The Bruiser?) 

That's the accounts finished for me now, and hopefully any more involvement in this thread ( cheers all round).

[rammieib]

Thanks Ramblur. I don't think I was the person you had a discussion with on this though. I don't think at the time I stated an accurate number because the share allocations were not to a precise number but it was after the Americans because there was only MM and SR listed on there. I think I did a quick ratio split and it was close to 5%. Number always stayed with me.

I use the Riskdisk tool (Experian) and that's where I looked up the accounts.

However, who and where shares were allocated to is beyond me. I didn't know you could legally take shares (and thus ownership) from someone? How does that work for instance?

[ramblur]

16 hours ago, rammieib said:

Thanks Ramblur. I don't think I was the person you had a discussion with on this though. I don't think at the time I stated an accurate number because the share allocations were not to a precise number but it was after the Americans because there was only MM and SR listed on there. I think I did a quick ratio split and it was close to 5%. Number always stayed with me.

I use the Riskdisk tool (Experian) and that's where I looked up the accounts.

However, who and where shares were allocated to is beyond me. I didn't know you could legally take shares (and thus ownership) from someone? How does that work for instance?

Still don't understand what 'not to a precise number means' - do you mean a range of numbers were given (which would seem a bit odd), or did your report say something like 'about x shares' ? Anyway, it doesn't really matter, because I've located a document lodged by Sevco 5112 to CH on 26/8/16 titled "Confirmation Statement". Such documents usually just quote the number of shares in issue, but I noticed the pdf relating to this one was a couple of pages longer than the norm. Sure enough it portrays Mel Morris as the sole owner of 1000 Preference Shares and 3,236,299 Ordinary Shares. I also had a look at the Sevco 5112 15/16 Accounts and found the following :-

At 31/8/16 (the then year end) the company's ultimate controlling party was Melvyn Morris by virtue of owning 100% of the share capital of the company.

That all seems pretty conclusive to me.

In reply to your last paragraph, you can buy shares, which 'takes' shares from the vendor, and you could transfer them to a buying party in a takeover. When I first looked at the document I linked, my first thought was that the transfers listed merely reflected the takeover by Mel Morris , using the vehicles of Sevco 5112/5113. It's only Sam's claim to continuing part ownership that muddies the water, but it appears he can't own Sevco shares, and I don't see any other way that he could do it, other than by continuing to hold Global Derby stock. If this were the case, why did the annual return show all his holdings transferred to Sevco 5112?

[rammieib]

16 hours ago, ramblur said:

Still don't understand what 'not to a precise number means' - do you mean a range of numbers were given (which would seem a bit odd), or did your report say something like 'about x shares' ? Anyway, it doesn't really matter, because I've located a document lodged by Sevco 5112 to CH on 26/8/16 titled "Confirmation Statement". Such documents usually just quote the number of shares in issue, but I noticed the pdf relating to this one was a couple of pages longer than the norm. Sure enough it portrays Mel Morris as the sole owner of 1000 Preference Shares and 3,236,299 Ordinary Shares. I also had a look at the Sevco 5112 15/16 Accounts and found the following :-

At 31/8/16 (the then year end) the company's ultimate controlling party was Melvyn Morris by virtue of owning 100% of the share capital of the company.

That all seems pretty conclusive to me.

In reply to your last paragraph, you can buy shares, which 'takes' shares from the vendor, and you could transfer them to a buying party in a takeover. When I first looked at the document I linked, my first thought was that the transfers listed merely reflected the takeover by Mel Morris , using the vehicles of Sevco 5112/5113. It's only Sam's claim to continuing part ownership that muddies the water, but it appears he can't own Sevco shares, and I don't see any other way that he could do it, other than by continuing to hold Global Derby stock. If this were the case, why did the annual return show all his holdings transferred to Sevco 5112?

I never precisely calculated - that's what I meant.

 

[swadieram]

Any updates ? 

[Woodley Ram]

7 hours ago, swadieram said:

Any updates ? 

Yep lots of numbers that are either right or wrong and could belong to anyone ( in summery of course ) lol