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Week 1 - TiL and the LTFC Ltd Board
Why is TiL not represented on the Luton Town Football Club Ltd Board?
In order to be a director of any company, the person undertaking the role has legal responsibilities that they must honour. These are known as ‘fiduciary responsibilities’ and they state, amongst other things, that the person who is a director must act in the best interests of the company at all times, they must be aware of the finances of the company at all times and that they must ensure that the company complies fully with all its legal responsibilities.
Unfortunately, at the current time TiL do not have access to any financial information and therefore the nominated TiL board representative would not be able to comply with these legal duties. In addition, without this information, the representative would not be able to ensure that the Club is fully complying with its legal responsibilities.
It must be noted that the TiL person who becomes the representative on the Club's board is named at Companies House as a director. Therefore this person becomes personally liable for any transgressions made by the Club. As all TiL representatives do their role voluntarily and without any remuneration, it is not only unfair to place any individual in this exposed position, but it is even more unacceptable if we do this knowing that the person has no access to the information needed to comply with UK company law.
Why did TiL step down from the Luton Town Football Club Ltd Board?
At the time, Liam Day was the TiL representative on the board and as we will all recall, the club was in a state of flux. The team manager, Mike Newell, had just been suddenly sacked, a number of players had been sold and Liam was not advised or consulted on any of these major decisions until after the decisions were taken. This was also true for Liam’s predecessor Kelvin Dunn. Fellow directors later apologised to Liam (and Kelvin) for these oversights but the club was then rocked again by the resignation of Luton Town Football Club board director Martin King. Mr King alleged that he had not been given access to financial details he was fully entitled to as a director, and therefore could not carry out his fiduciary duties as a director.
This financial information should also have been made available to TiL. The information that was needed for the TiL representative to comply with their fiduciary responsibilities was not forthcoming either then or since.
In addition, it was then revealed on television that prior to his dismissal Mike Newell had presented a formal letter to the Chairman and Chief Executive asking them to clarify the position on possible financial irregularities within the club. A copy of this letter should have been made available to all board directors immediately, but again Liam was not given these details.
Therefore, as Liam and TiL had no idea whether there was a potential legal and financial problem, the decision was taken for Liam to step down from the Clubs’ board, thereby not exposing Liam, or any individual from TiL, to personal liabilities that could possibly arise.
As has since been agreed by the Club, and announced by the former Chairman, there were in fact actions that were taken by officers of the Club that may be against FA rules and possibly against UK company law. At the time of writing, these are allegations only and we await the findings of the FA investigation and whether this could lead to further investigations or penalties against the Club or individuals.
With hindsight, we still firmly believe that it was right to distance both Liam and TiL from the actions of the club at that time and avoid any possibility that TiL could have been involved in any of those actions.
Have TiL lost their right to be represented on the Luton Town Football Club Ltd board?
No. Liam Day stepped down for the reasons given above and TiL therefore has to nominate a new person to take over the role of board representation. To date we have not done this as the chosen person is unable to comply with their fiduciary responsibilities and therefore would possibly be exposed personally. This is obviously an untenable position to ask anyone to fill.
Are TiL still shareholders after the recent takeover?
Yes. The takeover was for a controlling interest in Jayten Stadium Ltd, which in turn owns 90% of Luton Town Football Club Ltd. Since the takeover of the Club from John Gurney by John Mitchell and his colleagues, TiL has owned 10% of Luton Town Football Club Ltd and still does to this day. We will not sell our shares as we believe it is vital to any football club to have fans represented on the board. We have our share certificate safely locked away and our shares were in no way part of the purchase of Jayten Stadium Ltd by Mr Pinkney.
Do TiL want to take up their position on the Luton Town Football Club Ltd board?
Definitely yes. We believe that a fan's representative can add huge value to the make-up of any football club board and we are a vital link between the executive directors and the fans. As we are 10% shareholders we also have the right to have the views of our members heard at the most senior level within the club. However, the role of the TiL board representative is to be helpful and supportive to his colleagues on the Club's board, and communicate the decisions made back to the TiL board. As in any businesses boardroom, whilst we may not agree with all decisions that are proposed, we have the right to debate our views and propose solutions that are in the best interests of the club.
What can I do to help?
The best way anyone can help TiL, and indeed the football club, is to get involved. Make sure you have a voice by joining TiL. Remember this is an annual subscription and your membership may have lapsed! Encourage your friends who have yet to join to become a part of Luton Town Football Club by joining TiL. Moving forward, we will be regularly canvassing the opinion of the fans through the TiL membership so to make your views heard and join us! The more members there are, the stronger we are.
All supporters of Luton Town Football Club can join Trust in Luton whether they are adults (£10 per year) or children (£5 per year). You can also make additional donations that are very gratefully received. We use the money raised to support both activities within the football club (such as the Girls Academy) and in the community.
We also welcome anyone who can give any amount of time or expertise to the running of TiL. This could be the in the form of a few hours per month or by joining the TiL Board. If you have professional expertise (accounting, legal, IT, marketing, property/planning etc) then we would be delighted if you could offer ad-hoc help when we need specific skills, or even act as an ‘advice line’.
We are also in the process of setting up a number of sub-committees that will cover areas such as:
• Member Communications
• Stadium location
• Marketing / PR
• Membership and meetings
• Finance and funding
• Community support
• Charity support
Again, any support that can be offered, on any scale, is welcomed.
We at TiL are all unpaid and we come from a wide range of backgrounds. We do it because we love Luton Town Football Club and we want to be the fans positive and supportive voice of the club. Obviously it’s not always good times (perhaps an understatement on occasion!) but through both the good and bad days, by joining TiL and giving support you will be part of a like minded community who still find time to have fun and enjoy healthy banter on all that is Luton Town Football Club. We promise we are not a bunch of Victor Meldrews!
By offering to help out, you are under no obligation at all, so join up and come along and see what you can do make our club great again! We look forward to seeing you.
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