REPORT ON THE AGM HELD ON 2nd MAY 2003

The AGM took place at 3.30 in the afternoon at Bush Hall on the Uxbridge Road. There were perhaps 120 shareholders in attendance, and known faces in the audience included Lyndon Fuller, Brian Melzack, Maurice Fitzgerald, Haleem Kherallah and the Winton boys.

On the stage were Kevin McGrath, Harold Winton, Nick Blackburn, Ross Jones, David Davies and Paul English (the PLC's Finance Director). Billy Rice was filming the proceedings.

There was a lot of business to get through - 13 resolutions - and Ross Jones the chairman took questions on each resolution before it was voted on, so it was fairly easy to follow what was going on.

Jones was holding over 19,000,000 proxy votes in favour of each resolution, presumably from Chris Wright and QPR Nominees, so they were all passed.

Resolutions 1 and 2 asked shareholders to approve the accounts for the years 2000-2001 and 2001-2002.

In answer to questions Ross Jones confirmed that the loan interest rate is 10% per annum.

Nick Blackburn said that at the time they negotiated with the Bank of Scotland for an 8% interest rate, but the bank pulled out in the end and wouldn't lend to a football club secured against its ground. There is a break clause in our loan after 5 years and they are talking to the lender now about more favourable terms but he is under no obligation to change a thing.

The Fulham groundshare has brought us about £1m gross in the first year but costs of staging their matches have eaten up £500,000. Wasps have a right to return to Loftus Road after Fulham leave, at their previous rental which works out at £5,000 per match for us after we've taken off our costs - and they only play about 14 games a season.

Another shareholder asked why Anaid Holdings, of which Harold Winton is a director, owes the PLC £110,000 according to the accounts. Ross Jones replied that it related to the purchase of Danny Shittu, and to DouDou's wages.

About half of the amount in question had been paid up just after the accounts were signed off, and a schedule of repayments had been agreed for the rest and was being kept to.

There was some confusion about Wasps' former "golden preference share" suddenly appearing as a 6.2% holding of ordinary shares. No-one could explain this and an answer is to be posted on the official website as soon as possible.

David Davies said that matchday receipts in 2001-2 had averaged about £10 per head but is up this season to about £12. To round off the discussion about the accounts, a shareholder called Mr Harris stood up and said he thought the Board had done a marvellous job in reducing the annual deficit in the accounts. He was booed, with calls of "They've mortgaged the ground!"

Then we moved on to Resolutions 3,4,5,6 and 7 which were all about the appointment of directors McGrath and Winton and the re-election of directors Blackburn, Davies, and Jones. They were all passed although one shareholder asked how we were supposed to know how to vote when we had so little information about the new directors.

Resolution 8 agreed the appointment of the auditors.

Resolution 9 was passed, approving the sale of a piece of land at Sudbury to Sudbury Holdings whose directors include Kevin McGrath and Harold Winton.

Resolution 10 approved an increase in share capital from £750,000 to £1m. This means an extra 25,000,000 shares can be issued to potential investors. The shares held in trust by QPR Nominees will attract a tax liability for the club if issued at the present time, and that's basically why the new shares are being issued instead.

Resolution 11 was passed with an amendment giving the directors power to allot shares without referring back to the shareholders but only for 1 year, not the 5 years originally proposed.

In answer to questions about Resolution 12 Ross Jones said the extra shares would not have to be offered to existing shareholders via a rights issue, but anyone who wants to buy some can contact the club.

The going rate is about 6.5p at the moment. He was asked what criteria the Board will use when deciding whether to sell shares to major investors and said "Basically, a business plan that can take the club forward."

Anyone buying over 29.9% of the shares will have to make an offer to all the other shareholders as well under Stock Market rules. But of the people they are talking to at the moment no-one is looking to take a majority stake in the club. One potential investor has connections with the Australian and New Zealand national teams and might be able to bring them to play at Loftus Road, with some possibility also of individual player exchanges and a more lucrative sponsorship deal.

We have not yet signed a shirt sponsorship deal for next season. Blackburn said there are more people interested than there were two years ago, but it's still seen as a very poor time to invest in any football club.

Resolution 13 approved changing the name of Loftus Road PLC to QPR Holdings. The Board want to dump the "baggage of failure" that goes with the Loftus Road PLC name.

That was the end of the resolutions, and the Board then took more general questions about non-footballing matters.

Q: What were the circumstances in which Philip Englefield, the lender's representative, joined and then resigned from the Board?

A: (from David Davies) Certain matters came to light which should have been brought to our attention before he joined the Board and after we discussed these with him he decided to stand down. We are still in regular contact with him as the lender's representative.

Q: The accounts only cover the period up to May 2002. What is the current trading position?

A: (DD) We are forecasting losses of about £2.5m this year. The play-offs might generate an extra £250k of income, and obviously there will be more if we reach the final. I have a 3-5 year plan to turn the club round. We have sold 4,700 season tickets for next season and a further 1500 applications are waiting to be processed. I expect the final number of season ticket holders to be about 7,000. The market for sponsorship is very deflated at the moment but we are talking in earnest to two parties. We make a £350k loss on youth football each year and have now lost further youth funding from central government and Sport England.

Q: Can Premiership football really not be played at Loftus Road?

A: (Nick Blackburn, quite dismissively) Some of our facilities such as the away dressing room do not meet the current Premiership criteria but I do not believe they would actually stop us staging Premiership games at Loftus Road.

Q: What's the score on groundsharing?

A: (Nick Blackburn) Fulham told us in January this year they wanted to go to Chelsea. They have major problems there with Bates and the residents. Their reserve position is to return to Craven Cottage. Wasps have a right to return to Loftus Road but want to stay at Wycombe.

Q: In the run-up to the play-offs, why is there not a single blue and white hooped shirt in the club shop?

A: (DD) It takes four months from ordering shirts to getting them delivered. We will be doing our best to maximise the other merchandising opportunities that the play-offs bring.

Q: Why is the catering still so poor? Where I sit in Ellerslie Road people prefer to spend their money outside the ground rather than queue.

A: (DD) The catering has improved in some respects. They are generally quicker and the products are better. There are not enough points of sale. The caterers are in the last year of their contract and I would expect the new caterers to build extra facilities.

Q: Might we really have points deducted after last Saturday?

A: (DD) No, I never mentioned that to the press and it will not happen this season or next. I expect a direct or a suspended fine, and my biggest fear is that we might have to play a match behind closed doors.

Q: What happened to the regular Shareholders Forums that you promised at the EGM?

A: (DD) Sorry. They will start next season.

Q: Do you agree that out youth set-up is appalling and the training ground is an absolute toilet?

A: (NB) I accept that the youth arrangements need a thorough review and the Board will be looking at this soon.


This report first appeared on Dave's Unofficial QPR Website http://www.queensparkrangersfc.com/

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