Supporters are being asked to back the document to ensure the very essence of their club remains forever in their control.
FoH have emailed nearly 8,000 members detailing plans which will take effect when the fan-led organisation gain control of Hearts in spring 2020. They want four major matters “reserved” for a fans’ vote should anyone propose to change them: Selling Tynecastle, transferring FoH shares, changing the club name and changing the club colours. FoH have spent 18 months drafting their governance plan and hope for a strong majority when votes to adopt it are cast at their AGM on December 19.
Speaking exclusively to the Evening News, Foundation chairman Stuart Wallace explained why the group want to safeguard and protect Hearts’ future.
FoH initially formed in 2010 aiming to gain control of the club at a time when then-owner Vladimir Romanov was mismanaging the finances. Having watched the Romanov era end in administration in 2013, FoH are proposing to ensure future generations of Hearts supporters are consulted on all key club decisions. “We feel there are four special issues which should be given to the Foundation,” explained Wallace.
“If there is ever a proposal to sell Tynecastle Park, that is a reserved matter in our governance structure. So that issue would be referred back to the majority shareholder – Foundation of Hearts, and then put to a vote among our members.
“If somebody decides to change the colours of the football club, that would also come straight back to FoH. Likewise in the event of somebody suggesting we change the team name.
“The fourth reserved issue is on any future disposal of the FoH shares. That has been a very emotive topic. Once you get that 75.1 per cent majority shareholding into the hands of the fans, what happens to it in future?
“That is the one matter which we have said would require a super-majority in a vote. So, it would require 90 per cent approval for any of the FoH shares to be sold.
“We could have blocked it totally and stated that, once that shareholding belongs to the fans, it should never ever change. My view was: Is it really up to a small group of us sitting in a room to decide what should happen to that shareholding in the future?
“We have decided to make it as difficult as possible for the shares to change hands. What was in my mind was that, if the club was ever in financial difficulty again and we had blocked disposal of the shares, it might be the worst thing imaginable. There would no way out. This way, 90 per cent of the vote from members would provide a way out.
“Our governance states that, as the majority shareholder, FoH are expected to consult members and take members’ views. On these four matters, we would do that by a vote. The legal effect is to put decisions on club ownership, club name, club colours and Tynecastle Park into the hands of supporters.”
Killing off any chance of leaving Tynecastle without fans’ wishes will be seen as critical. Former chairman Chris Robinson signed a deal to sell Hearts’ home in 2004 before Romanov took charge.
“The 15-year journey on the Tynecastle debate closes when people vote for this FoH governance model,” Wallace pointed out. “At that stage, you are saying there is no prospect of Tynecastle ever being sold unless Foundation members give their blessing.”
The Foundation’s membership is just shy of 8,000 people who contribute monthly cash. That provides Hearts with £1.4m each year. FoH are due to take control from current owner Ann Budge in 18 months’ time and want a stable structure in place when that time comes.
“Our governance has been put together by our board, the club executive and some external experts,” said Wallace. “This is what the working arrangements should be between the club and Foundation once the majority shareholding transfers to FoH.
“The front page of the governance document uses the words ‘joined’, ‘aligned’ and ‘together’. We feel the day-to-day operation of the football club should be left to the executive team at Hearts, with the Foundation in an overseeing governing role with representation on the board. Also, we would have 75.1 per cent of the shares from the handover in spring 2020.
“We have consulted members twice before now with drafts of the governance. We’ve shown them what we are thinking, they’ve given us feedback and we’ve had lots of emails. We’re working to a refined version which has now gone to members.”
Supporters can cast their vote on the FoH proposals online, or do so at the group’s AGM. “When our AGM finishes next month we will go into a general meeting where we will look to adopt the governance model,” said Wallace. “That will be done by a show of hands in the room and with an online vote. We’re giving members the ability to vote online because we want as strong a mandate as possible.
“The email sent out gives a link for people to vote on this because we want as strong an endorsement of this governance model. We think it should be capable of change but it should also stand the test of time.
“In 25 years’ time, when none of us are involved any more, we want to have put in place governance which will be robust.”