Bees United - the Brentford FC Supporters Trust

Bees United - the Brentford FC Supporters Trust

Bees United Stats

Total Members: 2012
Adult Members: 1308
Other Members*: 704

(as of 17th May 2010)

* includes Life, Senior, Junior and Student members

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Ownership Structure

Below is a summary of Bees United’s shareholdings in Brentford FC Ltd and other subsidiaries. This structure outlines the position immediately after completion of the partnership deal with Matthew Benham completed in March 2010.

 

Brentford FC Limited (“BFC”)
 

Created in 1998 this company is the main trading subsidiary. It holds the beneficial ownership of Griffin Park and the Football League's membership share.

The principal ordinary shareholders (200,000 issued) as at 31st March 2010 are:
 
Bees United 120,662
60.3%
Matthew Benham 71,800 35.9%
Brentford Supporters Association 1,040 
0.5%
Dan Tana 1,010
0.5%
Ron Blindell
550 
0.3%
Others (215 shareholders) 4,938 
2.5%

In addition there are two special ordinary shares issued as follows:
 
Martin Lange special share – this gives Martin Lange the right to block any sale of Griffin Park under certain circumstances. This share converts into an ordinary share (and therefore loses this right) upon the earlier of his death, bankruptcy or 31st May 2014.
 
 Bees United Special Share – this share gives BU the right to veto the sale of Griffin Park or any successor stadium unless the proposed sale will enable a bona fide move to a new stadium that meets all reasonable requirements for the football club. A copy of these requirements is outlined in the articles of BFC. The rights only apply once the Martin Lange special share has converted into an ordinary share.
 
The Directors of BFC are:
  • Alan Bird
  • Greg Dyke (Chairman)
  • Phil Whall
  • Donald Kerr
  • David Heath
  • John Herting
  • David Merritt
  • Eddie Rogers

 

Lisa Hall is company Secretary but does not have a board seat.
 
This structure together with BU’s shareholdings in other subsidiary companies is outlined in the diagram right.
 
Bees United has the controlling interest in the following companies:
 

Brentford Holdings Limited

Created in 1997 as a vehicle for a consortium consisting of David Webb, John Herting and Tony Swaisland to purchase the controlling interest in the then "Brentford Football & Sports Club PLC" (Brentford FC) from previous owner Martin Lange.
 
Bees United holds all 54,000 ordinary shares, i.e. it is a 100% subsidiary of Bees United. The company does not currently trade and its only major asset is a shareholding in Griffin Park Stadium Ltd (see below).
 
Its directors are:
 
  • John Herting
  • Stephen Callen
  • Andre Sawyer
  • All of whom are unpaid. 

 

Griffin Park Stadium Limited

The orginal limited company of Brentford FC, created in 1901 and originally titled Brentford Football & Sports Club Limited. Made a PLC in 1982, its name was changed to Griffin Park Stadium Limited in February 1999, at the same time reverting back to a private limited company. Currently it is not trading and its key asset is an inter-company loan in favour of BFC. It owns the legal title to Griffin Park (the beneficial title and the significant value is owned by BFC).
 
The principal shareholders (200,000 issued) as at 1 June 2008 are: 
 
Brentford Holdings Limited* 101,895 50.95%
Matthew Benham
70,874 35.44%
Reconciliation Control a/c 4 717 2.4%
Bees United* 4,482 2.2%
Brentford Supporters Association 1,040 0.5%
Dan Tana 
1,010 0.5%
Others (746 shareholders) 15,982 8.0%
 
Bees United controlling shareholding is via its ownership of Brentford Holdings Ltd and its smaller direct shareholding.
 
Its directors are:
 
  • Stephen Callen
  • Mark Chapman
  • John Herting
  • Eddie Rogers (Secretary)
  • Andre Sawyer

 

All of whom are unpaid. 
 

Brentford FC (Lionel Road) Limited 

On 28 June 2007, Brentford FC Limited created a subsidiary company called Brentford FC (Lionel Road) Limited. This company was formed to pursue the development of a new stadium for BFC. As at 31st March 2010 the company has two shareholders:
 
  • Brentford FC Limited with 99 shares (99% shareholding).
     
  • Brentford Football Community Society Ltd (Bees United) with 1 'golden' share, giving certain veto rights over the actions of Brentford FC (Lionel Road) Limited. In particular this golden share, which represents 1% of the issued share capital, gives Bees United the right to a veto over any issue or transfer of shares, the disposal of assets over a material level, the use of land for any purpose other than that of a sports stadium, the charging of assets, the implementation of any liquidation proceedings and the payment of any dividends. In addition Bees United have the right to appoint a minimum of one director to the board of Brentford FC (Lionel Road) Limited.

 

Its directors are:
 
  • Greg Dyke (Chairman)
  • Brian Burgess
  • Chris Gammon (Secretary)
  • Mike Power
  • Donald Kerr

 

Mike Power, Donald Kerr and Greg Dyke are unpaid.
 

Partnership with Matthew Benham

 

Although the above structure and shareholdings outlines the current position (March 2010), the partnership deal approved by the BU membership in August 2009 and concluded with Matthew Benham in March 2010 contains a number of key conditions and options which could result in changes to the above structure over the course of the next 4 to 5 years. A short summary of the main terms of the deal with Matthew is as follows:
 
  • The partnership will see Matthew Benham invest at least £1 million a year into Brentford Football Club until the end of the 2013/2014 season in return for preference shares, and without increasing the Club's debt.
     
  • Bees United will continue to hold a majority stake of around 60% in the Club, at least until the end of the 2013/2014 season, and can maintain the number of its representatives on the Club board. Matthew Benham will have operational control of the Club and a minority stake of about 35%. Meanwhile, he will be building up a holding of non-voting preference shares in return for the money invested into the Club.
     
  • At the end of the five-year period, Bees United will have the option to repay Matthew's existing £4.5 million in loans to the Club and buy his preference shares according to an agreed valuation formula.
     
  • However, if Bees United does not do so, Matthew Benham has the option to take majority control of Brentford Football Club by buying most of Bees United's shareholding and converting all of his debt into more preference shares, thereby significantly reducing the Club’s debts.
     
  • If neither Bees United nor Matthew Benham exercise their options, then Bees United will continue as majority shareholder, Matthew Benham will continue as minority shareholder and significant creditor – he would still be owed £4.5m by Brentford Football Club – and would have no further obligation to provide the Club with additional funding.
     
  • Bees United will, in any event, maintain at least a minority shareholding and retain its special share. giving protection against the sale of Griffin Park or any future home ground, unless Bees United agrees that a sale would be in the best interests of the Club.