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Cifuentes on gardening leave on 11:39 - May 1 by EastR
I wouldn’t waste my breath, as my old dad used to say ‘a little knowledge is a dangerous thing’ At some point the section in Corporate Governance for Dummies will be unearthed describing the concept of Persons with Significant Control - PSC (official designation) and Mug Supplying the Cash - MSC (voluntary position). The light bulb moment being if I hold either, or both, of those positions and I’m subbing £20m a year for the privilege then I’m calling the shots. We can debate whether he’s surrounded by the right people or getting the best advice for his £, but that’s a different story.
Can’t work out if you’re agreeing with me or taking the mick! 😂
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Cifuentes on gardening leave on 11:49 - May 1 with 2781 views
Cifuentes on gardening leave on 10:37 - May 1 by lassel
They’re doing a decent job of insulating Nourry at the expense of Cifuentes, which is what they’re paid for. The club is just collateral damage of the egos involved.
What is the PR company doing other than create fake social media accounts posting pro Nourry messages?
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Cifuentes on gardening leave on 11:51 - May 1 with 2770 views
Cifuentes on gardening leave on 11:18 - May 1 by KensalT
"Look at the voting of the board. That’s the key point. 60% of voting is via Reuben. So he has control through the Director or Directors he appoints. It’s not 1 vote per Director."
Do you have access to the minutes of board meetings?
I don't. So I have no idea how the board has voted on any decision.
At directors meetings it is one vote per director. I already covered this on a previous post on page 17.
And if you still don't believe me but you're that bothered about it then Google is your friend. You can look it up for yourself. Unless you're really modern and prefer AI to do that for you.
But to give a simple example. Lee Hoos is a QPR director but to the best of my knowledge he is not a shareholder.
If Lee Hoos doesn't own any shares then by your logic Lee Hoos has zero power at board meetings.
I know Lee Hoos can be a good talker but I doubt QPR are keeping him around the place just to keep the other directors entertained.
In simple English:
- Shareholders generally have less power than people assume.
- Directors generally have more power than people assume.
[Post edited 1 May 11:20]
Simply, you're wrong. Do you have any professional expertise in this area? It sounds as though you've just googled stuff and don't really know what you're talking about.
I have a limited company. It's just me, owner and sole director. I do what I want. If I had employees, they would do what I want or I would dismiss them. There is no legal requirement for a board.
Ruben as the major shareholder can do what he wants.
In practice there is a board because Ruben is a remote owner and wants the business to be run by the people to whom he has delegated the decision making. But they are his appointments and he can hire and fire them at will.
So no, the other board members have no power other than the strength and wisdom of their advice.
Cifuentes on gardening leave on 11:26 - May 1 by JamesB1979
Look at clause 7 of the articles. Voting number for the Director or Directors corresponds to the shareholding % for the Director appointed by that shareholder. That’s the key point.
Yes the Reuben appointed Director or Directors may just ignore him but they’d be removed immediately.
Article 7 covers the appointment of directors - it says nothing at all about voting.
Article 7 has been drafted in such a way as to ensure the major shareholders are represented on the board. It is essentially looking to establish a balance of power to guarantee that no one person can do as they please.
If you continue to Article 8.3 it says that to be a quorum all board meetings have to have at least four directors present with at least one director representing each of the major shareholders.
The fact that Tony Fernandes is no longer involved means three directors is now the minimum for a quorum.
In truth most of this discussion is redundant. Recent reports say that Ruben now owns 75% of the shares so he does potentially have the power to do as he pleases. But he would still need to follow the legal formalities:
- Call a General Meeting - Pass a resolution changing the constitution regarding how directors are appointed or can vote - Register the amended constitution at Companies House
To date he hasn't done that.
So as things stand Ruben does not have complete control of the board. He could have if he wanted it, but that would send a negative signal to potential new investors (which the club are reported to want) so he probably won't try to exercise that level of control.
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Cifuentes on gardening leave on 11:56 - May 1 with 2667 views
Cifuentes on gardening leave on 11:52 - May 1 by kensalriser
Simply, you're wrong. Do you have any professional expertise in this area? It sounds as though you've just googled stuff and don't really know what you're talking about.
I have a limited company. It's just me, owner and sole director. I do what I want. If I had employees, they would do what I want or I would dismiss them. There is no legal requirement for a board.
Ruben as the major shareholder can do what he wants.
In practice there is a board because Ruben is a remote owner and wants the business to be run by the people to whom he has delegated the decision making. But they are his appointments and he can hire and fire them at will.
So no, the other board members have no power other than the strength and wisdom of their advice.
You're a sole trader. So yes you can do as you please.
That doesn't mean all companies are run that way.
Let's just assume I'm not a novice in these matters and do have some idea what I'm talking about.
Cifuentes on gardening leave on 11:51 - May 1 by Northernr
Just saying guys, it's a beautiful day outside today. I think we're all losing our minds in here.
My mind is ok. Disappointed that Marti left but it's not a Sexton or Venables moment. Most likely it's best for Marti that he leaves now with his reputation intact.
The club has been a mess since Paladini walked through the door, Fernandes just took it to a much higher level.
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Cifuentes on gardening leave on 12:07 - May 1 with 2570 views
Cifuentes on gardening leave on 11:55 - May 1 by KensalT
Article 7 covers the appointment of directors - it says nothing at all about voting.
Article 7 has been drafted in such a way as to ensure the major shareholders are represented on the board. It is essentially looking to establish a balance of power to guarantee that no one person can do as they please.
If you continue to Article 8.3 it says that to be a quorum all board meetings have to have at least four directors present with at least one director representing each of the major shareholders.
The fact that Tony Fernandes is no longer involved means three directors is now the minimum for a quorum.
In truth most of this discussion is redundant. Recent reports say that Ruben now owns 75% of the shares so he does potentially have the power to do as he pleases. But he would still need to follow the legal formalities:
- Call a General Meeting - Pass a resolution changing the constitution regarding how directors are appointed or can vote - Register the amended constitution at Companies House
To date he hasn't done that.
So as things stand Ruben does not have complete control of the board. He could have if he wanted it, but that would send a negative signal to potential new investors (which the club are reported to want) so he probably won't try to exercise that level of control.
Clause 7 talks in detail about the voting powers for each Director appointed by each shareholder. Maybe read it again.
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Cifuentes on gardening leave on 12:12 - May 1 with 2532 views
I would suppose, allegedly, the method in QPR's madness is that they probably wanted to get him gone earlier, but had to wait a few games after safety to be sure he was offering himself around (get the evidence for HR you see) and also especially after a 5-0 drubbing as the last home game.
Really, they should have waited until after Sunderland and then said something like he wanted to keep all the old players (which would be true for some of them, like Cook), but QPR cannot afford that, and he was offering himself around and made out it was a disagreement over players. Which is sort of true, but not in the way they could have played it to save some face.
Then start afresh with Tindell, some new quality signings that keep fans happy, Cook, Saito and some others. Now they have a problem if someone like Sheff U gets promoted and Wilder starts bidding monies for Chair (which he will do if they go up). And of course, Dunne is off. That's if they wanted to do it this way. I would not do it this way.
This Garden leave thing may protect monies, but it looks bad for the next manager coming in. Really silly approach.
I would have instead have waited until Marti found a new job. QPR may have then got get some compo and also get to blame him as a Beale traitor. Also, imagine if no one wanted him and then he came back into the fold. He would then really make it work to show up all the other clubs and also be way more careful in talking to anyone in the future. The club and him could make it all out as some loyalty to the badge and all that nonsense. Players would sign seeing that there was a long term approach here.
Think why would any player sign now, when you have zero idea who the manager is and if he really wants you. I remember Ollie freezing out Evatt when he took over QPR just because it was not his player, and then later he apologised to Evatt when he took over Blackpool and got them in the Prem. Remember that? Blackpool in the Prem!
No player will risk a move without knowing who the manager is and that is why its a mess as its is creating chaos right throughout the whole club and risking next season as well!
zzzzzzzzzz
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Cifuentes on gardening leave on 17:19 - May 1 with 1890 views
I also quit twitter today, sad to leave people I like conversing with on there, but 'ChairSzn' and accounts like that have just taken over the QPR twittersphere and I only really stayed for QPR news and chat.
Calippo and a pint of light ale please.
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Cifuentes on gardening leave on 17:24 - May 1 with 1847 views
Cifuentes on gardening leave on 17:19 - May 1 by Markofthegrove
Clive is right about getting outside.
I also quit twitter today, sad to leave people I like conversing with on there, but 'ChairSzn' and accounts like that have just taken over the QPR twittersphere and I only really stayed for QPR news and chat.
Calippo and a pint of light ale please.
Always anonymous aren’t they.
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Cifuentes on gardening leave on 17:25 - May 1 with 1848 views
Cifuentes on gardening leave on 11:51 - May 1 by Northernr
Just saying guys, it's a beautiful day outside today. I think we're all losing our minds in here.
Mate I spent my bank holiday Thursday at a Swedish christening ceremony. Hopping on here and seeing pedants arguing over the finer points of UK business law is a blessed relief.
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Cifuentes on gardening leave on 17:58 - May 1 with 1693 views
Cifuentes on gardening leave on 17:19 - May 1 by Markofthegrove
Clive is right about getting outside.
I also quit twitter today, sad to leave people I like conversing with on there, but 'ChairSzn' and accounts like that have just taken over the QPR twittersphere and I only really stayed for QPR news and chat.
Calippo and a pint of light ale please.
That's badly timed, how are you going to know who's "cooking" and what they're "cooking" over the next few months?
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Cifuentes on gardening leave on 20:14 - May 1 with 1309 views
Cifuentes on gardening leave on 10:05 - May 1 by lassel
100%. That’s ego driving decisions though and an insecure and inexperienced leader being led by a PR consultant paid to make him look best, not the club look best.
[Post edited 2 May 12:54]
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Cifuentes on gardening leave on 22:27 - May 1 with 682 views
However then real.life took over and had a day of days at work today
So many things going wrong and a day when you think what next and then you just sit there gobsmacked!!!
Glad to be home....
And sometimes I admit I have got entangled in stuff on here too but it really isn't worth it, and in the scheme.of things it's just football and.we.all.know the world.of football is totally bonkers
And QPR are consistently nuts
Somehow we will move forwards once again
And contrary to popular opinion Nourry isn't the anti Christ and.Cifuentes wasn't.ever Mother Theresa
Tomorrow's another day
Life.goes on and we go again
And one day QPR won't lose five nil at home !!!
One day even Nicolas Madsen will score a stunning hat trick
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