After the introduction of Anthony Collins Solicitors to Shareholders at Thursday evening’s meeting and having listened to the points made by various shareholders, the majority of Board Members have agreed to respond to the Resolutions put forward by the requisitioners on the following basis, which we are now sharing more widely for the benefit of those not able to attend the meeting.

Resolution 1

The majority of the Board are keen to invite new investment into the Club and would welcome an uplift in the Capital limit on individual shareholdings. However, the rest of the Resolution makes provision for shares to be allocated at nil cost, in other words for free, which would dilute the current value of any current shareholdings and so would have a detrimental effect on existing shareholder value. It would also mean that much needed cash would not be raised from the provision of such shares as they would be made available at nil cost. The majority of directors do not feel therefore they can support this Resolution.

Resolution 2

This Resolution seeks to remove the requirement to offer any new shares to existing shareholders first, before offering them to new shareholders. The majority of directors do not feel that this is in shareholders’ best interests and they therefore cannot support this Resolution.

Resolution 3

This resolution would allow the Club to allot any existing, unsold shares in the Company to the Supporters’ Trust. When combined with Resolutions 1 and 2, this effectively means that any existing shares that the Club have in issue that are unallocated could be gifted to the Supporters' Trust at nil cost, thus making them a majority shareholder in the Club. There is currently £140,000 worth of such shares. The majority of directors remain concerned about any Tax implications that this may attract to the Club and the effect that it would have on value of the existing shareholders’ holdings. The Club has consistently asked for clarification on this point and, to date, clarity has not been given. The majority of Board members consider this to be a very significant risk and have not been persuaded by the argument that they should simply be gifted for no capital advantage to the Club. The majority of directors felt that a gift of this nature is not in the best interests of the existing shareholders and therefore cannot support this Resolution.

Resolution 4

This resolution would allow existing shareholders to gift their shares to the Trust. There is nothing to prevent fully paid up shares from being gifted at the moment, subject to the maximum holding rule in the Articles, and therefore it is the majority of the Board’s view that this doesn't need to be categorised as a special Resolution. There may be cost implications, however, on any transaction such as this and individual shareholders may need to take specialist advice according to their own personal circumstances.

The Board has consistently agreed that a change to its ownership structure may be beneficial in the longer term. However, the majority of directors are convinced that this consideration can only be given once the Club has clarity about its future options for the development of a stadium in Worcester. It remains committed to the joint planning application with the Trust for the development of a community stadium at Perdiswell. However, the ongoing delays in getting the planning application heard and the challenges the City Council would have in delivering the land (regardless of the ownership structure of the Club) are a very real concern.

The Board has committed to looking at future ownership structures in its current business plan and it will continue to do this. However, the majority of directors believe that the time to do this is once there is certainty about future locations and the cost implications of any scheme put in place to deliver this. In addition to the current structures, there are a variety of community ownership models available. These can only realistically be fully considered once there is clarity about a number of other issues, location being one of the key factors. Future consideration will be undertaken in conjunction with all interested parties and with specialist support from Anthony Collins Solicitors who are vastly experienced in this type of work. The majority of Board members feel that rather than simply gifting ownership of the Club to a third party, this is the way in which the Club should proceed.

The Board is consistently being accused of not having a plan. This is factually incorrect. It is continuing to evaluate all possible options to bring the Club back to the City as quickly as possible. It wishes to continue to build a Club that is vibrant and viable in the future and is at the heart of the community of the City which is its rightful home. Shareholders must understand that unlike the Trust, the majority of directors refuse to conduct the club’s business in public and via the media. Over recent weeks the Club has been misquoted resulting in scaremongering tactics to discredit Board Members. However, Shareholders should be assured that the majority of Board members remain committed to securing the longer term interests of the Club and will continue to work tirelessly to bring the Club home to its rightful place, playing a major part in the sporting heritage of the City.