There were ten resolutions put to shareholders at today's General Meeting, as follows:
Resolution 1 proposed to receive and adopt the Company's annual accounts for the financial year ended 31 July 2012.
Resolution 2 proposed the re-election of Steve Frankham as a director of CPO.
Resolution 3 proposed the re-election of Rick Glanvill as a director.
Resolution 4 proposed the re-election of Gray Smith as a director.
Resolution 5 proposed the re-election of Charles Rose as a director.
Resolution 6 proposed the re-election of Sean Jones as a director.
Resolution 7 was to reappoint Hannaways as auditors until the next AGM.
Resolution 8 was to allow the Board to fix Hannaways' remuneration.
Resolution 9 proposed to authorise the Directors to issue further CPO Shares.
Resolution 10 proposed that the Directors be authorised to issue new shares for cash without having to offer them first to existing shareholders.
All Resolutions were passed. A full breakdown of voting can be viewed by clicking here.
The Chairman's speech for the General Meeting held at the Harris Suite, Stamford Bridge on 30 January 2013 is reproduced here as a courtesy to shareholders unable to attend.
Chairman: Good morning ladies and gentlemen.Welcome to the General Meeting of Chelsea Pitch Owners PLC. The required quorum is present and the meeting is open.
I am Steve Frankham, the Chairman of CPO.
I would also like to introduce the other Board members present. This is Gray Smith, Rick Glanvill, and can I also take this opportunity to introduce Charles Rose and Sean Jones who have recently joined the board.
Before we start with the business of today's meeting, I would like to ask you to switch off your mobile telephones.
I am aware that many of our shareholders are not present today, so this statement will be posted in full on our website later.
Everybody should have a copy of the notice convening the meeting that was sent out last month.
I would like to remind everyone that only a shareholder or the holder of a proxy for a shareholder has the right to speak and vote at this meeting, unless granted the right to speak by the Board.
We have decided on a slightly different structure for this meeting. Firstly, I propose to talk through and update you on various issues. We will then we will take questions from shareholders and afterwards proceed to the voting.
When we do take the questions, please wait for the microphone and then give your name before asking a question. Please keep the questions relevant to the business of the meeting and be concise and civil.
So that we can get through the meeting in reasonable time, I would ask everyone not to repeat points others have made and generally hear people out and be respectful of those who are expressing views different from your own.
I would also like to update you on various issues that the board have addressed over the last eight months and since the EGM.
So, firstly a word or two on share sales. As a result ofthe last EGM we were able to put shares back on sale and to date we have sold the following: Shares issued and shown on the share register - 403; sales with all ID etc received but awaiting signed shares - 24; applications awaiting ID etc - 19.
This represents a good but not outstanding start to broadening the number of shareholders in CPO. We have looked back at sales over the past decade and this in fact surpasses any barring the exceptional amount sold around the time of the EGM in 2011.
These shares were sold under new vetting procedures applied by the board to prevent large quantity sales that might affect the voting structure of the company.
This figure still falls far short of the quota of 1,000 shares we were allowed to sell at the last meeting and the Board is very focused on the making more Chelsea fans and season ticket holders become CPO shareholders.
Since we resumed the selling of shares the club has helped us advertise sales in the matchday programme and - most successfully - at the Annual Lunch. Flyers encouraging people to buy a share will also be enclose with all season ticket renewals the club sends out this year.
These are difficult days financially, and Gray and Sean are also looking into the company again selling shares through the "the pay as you can" scheme in light of recent consumer credit legislation.
I hope these initiatives demonstrate to you that we are proactive in seeking to widen our shareholding to as many Chelsea supporters as possible.
I would now like to turn to the matter of shares sold prior to that meeting in 2011.
Themain reasons theBoard is very keen to sell our quota are that share sales are our biggest revenue generator and are, indeed, fundamental to the company's existence.
However, we believe our strategy of selling small amounts of shares to many genuine Chelsea fans will dilute the block of shares that is in dispute.We remain very concerned about this issueand many of you will be aware that Gray Smith provided a report to the board before the EGM.
This matter is of the utmost importance to us and I am going to askGray will give you an overview of where we are and our proposal going forward a little later on.
You all have had a copy of the accounts, and they obviously make uncomfortable reading. The loss of £134,279 is for the period that ended in July 2012, including a period of eight months when share sales were suspended.
Almost all of the loss is attributable to the enormous legal and administrative expenses surrounding the club's proposal in October 2011 to purchase the freehold land owned by CPO and the fallout from it, including a further EGM.
Our meetings costs were £39,237 (up from £11,423 in 2010/11) and legal expenditure £71,674 (previously £2,214).
The legal costs have been looked at in detail by Gray and if any of you have questions regarding these or the handling or related issues, I'm sure, again, Gray would be happy to deal with them.
There are a number of outstanding questions that we have regarding these figures.
Now I would like to turn to the matter of the Loan Extension. As many of you are aware our original agreement with the club was due to expire on 12 December 2012. Following astraightforward renegotiation with the clubthat began on 5 October, we completed the extension of the Loan Agreement on the 23rdof November, several weeks before deadline, on the same terms as before.
As is common practice the new agreement was signed on the date the old one was due to end. I personally came to Stamford Bridge in order to ensure all parties signed on the dotted line as promised.
We obviously wanted to resolve this matter prior to the posting of proxies for today's meeting and we achieved that goal.
On a related matter, the CPO board, including the two new directors met with Bruce Buck and Alan Shaw of Chelsea FC on Monday 21 January.
Sean and Charles were given the opportunity to ask questions and make points and the club officials were open and informative.
Much was discussed and shareholders will no doubt be interested to hear that Bruce Buck reiterated to us that, while dialogue continues in both areas, there are no significant updates regarding the redevelopment of Stamford Bridge or alternative stadium sites since we last convened.
He also told us to tell you that there will be 'no proposal from the Club to CPO shareholders any time soon.'
I will now turn to the process of appointing the two new directors.
At the last AGM I requested anyone interested in contributing more to CPO, either to act as director or assist in fundraising, should contact me.
In selecting directors the aims of the existing board were to bring in people who could review and improve our company processes and administration, and to reduce legal costs to the company.
Shareholders may be aware that while, under the terms of our agreement, Chelsea have to assist us with any reasonable expenditure, ultimately these are added on to the amount loaned from the club.
And like anyone lending a large amount of money the club would like to see that we are serious about reducing what is owed.
We received applications and CVs from eight individuals who wished to be considered for the two positions of director. All were very passionate about CPO and the club and the selection process was not easy.
Bearing in mind the areas of the Company board in which we wished to strengthen, we eventually drew up a shortlist of three candidates. Following further discussion and talks the board appointed Charles and Sean, on a split vote.
We all feel they bring great expertise and experience to the board.
Sean is a QC and judge who obviously brings great legal acumen to the board. He also sat through and gave evidence in favour of Chelsea's stadium redevelopment applications in the 1990s.
Charles has experience in industry as well in national bodies such as British Chambers of Commerce. His ability to examine and improve the company's processing of shares and accounts will be put to good use.
Of course both of them, like the rest of us, are subject to the democratic vote of the shareholders, but if re-elected I am confident our team can quickly start to make a significant and immediate improvement to a unified CPO.
We also kicked off fundraising meetings a few months ago. We have identified various events and discussed these with the Club, who are very supportive and have given us a single point of contact to liaise with.
However the actual organisation of any events is down to us and I will say again that if anyone can help us in that regard please do come and talk to me.
Thank you for your patience, and I am sure there are a number of matters you wish to discuss. As you are aware since we fixed this meeting, the Reading away game has been switched to tonight, so in fairness to all we are setting a time limit on the meeting to end in one hour's time so we will allow until 1.10pm.
(Chairman's statement ends.)