The Court has today published its judgment from the hearing of 15.06.21. The Trust’s
summary of that hearing appears here.
Today judgment is here
The outcome
The legal arguments are complicated but, as expected, the outcome is as follows:
● The Court rejected Power’s attempts to delay a decision.
● Power is not entitled to sell STFC to Able without first offering it for sale to Axis, as
Axis is a minority shareholder in Swinton Reds, a company which indirectly owns the
club.
● Power commenced a legally binding process to sell all of his shares in Swinton Reds,
with the intention of selling the bulk of them to Able and a small number to Axis.
● There are 85 shares and Power proposed selling them for £2,5000 each, totalling
£212,500, and valuing the club at £250,000.
● Axis was entitled to serve a notice saying it would buy all of Power’s shares, and it
did so.
● The Acceptance Notice created a binding contract under which Power has to sell his
shares to Axis for £212,500.
Unless Power does so voluntarily, Axis will now need to ask the Court to order Power to transfer the shares. The Court has not yet decided whether it was open to Power to try and withdraw the Acceptance Notice after the contract has been formed, and whether the directors of Swinton Reds could approve a withdrawal. This will need to be decided if Power refuses to transfer the shares. The Trust believes it is unlikely Power could win on those points.
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The Judge declined for the moment to require Power to transfer the shares immediately before these issues are decided. Axis had asked the Court to do so under exceptional powers on the basis it was needed to save the club. The Judge agreed that Power’s evidence on his intention and financial means remains unsatisfactory but was not yet willing to exercise this power and has required Power to produce suitable financial information confirming his willingness and means to support the club.
The injunctions preventing Power from selling the club to Able, or putting it into administration, remain in place.
Power is entitled to seek the Court’s permission to appeal the decisions.
The Trust urges Power to transfer ownership and control of STFC to Axis without any further delay.