Invicta's April AGM - Minutes

Minutes of a Folkestone Invicta Shareholders Meeting held 21st April 2011 at 19:30hrs
in the Stripes Club

In Attendance:

Bill Hewson - President
Lynn Woods (LW) - Executive Chairman
Jim Pellatt (JP) - Director
Brian Merryman (BM) - Director
Neil Pilcher (NP) - Club Secretary
Neil Cugley (NC) - First Team Manager
Clive Arnold (CA) - Chairman, Supporters Club
Alex McCue (AM) - Invicta Youth Section
33 Others

Apologies:

Mark Jenner, Gordon Wallis, Nigel Busbridge, Tony Brough, Phil Orris

1. Introduction. LW explained that as the Club had not minuted the previous shareholders'
meeting so there were no minutes to approve.

The timing of the meeting had been driven by the production of annual accounts to 30th June
10, the consideration of which had been subject of the formal AGM preceding this meeting and
separately minuted. It was anticipated that the club's 2010/11 accounts would be prepared
much sooner for the current accounting year, and that the next AGM could therefore be
expected to follow in about 6 months' time.

2. Apologies for Absence. As recorded above.

3. Chairman's Report. The Chairman's report is attached to these minutes (below).

4. Financial Situation. JP stressed that the accounts presented and approved at the preceding
AGM were to 30th June 2010 and that the club was now nine months further on. The current
position was satisfactory and it was anticipated that the 2010/11 accounts would show the club
trading close to break-even, although considerable Director subsidy remained necessary.

The Club had now computerised its accounts and this was enabling the management team
to keep a much better grasp of day-to-day transactions. In response to a question from the
floor, JP confirmed that although Stripes trading was necessarily isolated from the rest of
the club's turnover, it was integral to the annual accounts. Only Youth Section turnover was
excluded as the YS runs its accounts independently and is not treated as part of the Limited
Company's "trading".

LW confirmed that payments into the CVA account remained up to date and that the
administrator had issued his annual report to creditors confirming it to be compliant.

5. Commercial Initiatives. Martyn Battrick, on behalf of Embassy Management, explained the
various initiatives intended increase the take-up of boundary boards, sponsorships and web
site advertising. In current trading conditions it was challenging to attract new advertisers and
sponsors, but some headway had been made and as separately detailed on the club forum there
were several advertisers who had committed to new boundary boards for next season.

LW added that feedback from Remland about customer response to its investment in sponsoring the school-end stand had been very positive, and this emphasised the importance of supporters trying to take their business to traders who were supporting the club. Embassy would be pressing for further business investment in the club over the year ahead, including the major
stores whose interest thus far had been disappointing. It was hoped that the club could find
further substantial sponsorships including of the Stripes Club and of playing strip sponsorship
where Audio Energy have indicated they will be happy to make way and continue to sponsor the
club in other ways if a new commercial sponsor comes forward.

6. Facilities. JP suggested that a definitive list of self-help ground improvements should be drawn- up for action during the summer months. CA confirmed that the Supporters' Club would be pleased to organise the required labour and JP advised that the Club would help as necessary with materials. Concerns were expressed from the floor about the need to better organise these exercises so that duplicated effort was avoided. LW felt that a small committee would help. NC offered to liaise with Gary Towse to draw up and co-ordinate a programme, with input from JP. This was agreed.

For the longer term LW confirmed that there were still ongoing discussions with the Local
Authority, Grammar School and Bowls Club about what could emerge as a second phase of
redevelopment of the Cheriton Road sports complex, but it was too soon to make any definite
statements. Issues of club constitution and possible trusteeship were tied into the same
strategic discussion.

With these major development issues in mind LW suggested that architectural and legal services would become important and asked to be contacted by anyone who thought such services could be made available to the club on a pro bono basis.

LW explained that there were plans to make internal alterations to the Stripes Club this summer
to enlarge the area available for functions. Bryan Pearce would then approach the Local
Authority to seek the necessary changes to the Club's premises license. Questions were raised
from the floor about reviving past proposals for a more ambitious redevelopment of the Stripes
Club but LW responded that this was not considered appropriate at present because of the more
radical ground redevelopment discussion already under way with third parties.

LW outlined that the Club was evaluating proposals for the reinstatement of satellite TV in
the Stripes Club following the cancellation of the Sky contract in January. He reaffirmed that
at c£6000 a year, the Sky feed was financially unviable for Invicta. Other and much cheaper
options appeared to be available from providers within the EU, but the Board would want to be
confident of the legitimacy and endurance of such services before committing the Club.

7. Playing Side. NC echoed the remarks already made in the Chairman's report. Despite having a predominantly young and inexperienced side, the Club had competed with great spirit in the Ryman Premier and its final position was as much as anything a reflection of the limited budget that could be made available. Most of the current squad were likely to stay with Invicta and would form the heart of the 2011/12 squad, augmented by players coming through from this
season's u18 side.

NC confirmed that because of the Club's limited senior player resources and the prospects for
the better u18 players to migrate directly to the first-team squad, it was not intended to field a
reserve side next season. [Secretary's Note: this decision has since been reversed and the Club
will now field a reserve side next season]

After a brief discussion it was agreed that by clear majority opinion the club should revert to
stripes for the coming season. NC confirmed that would be the players' preference too. The
current black & amber kit is worn out and needs replacement. Away strips were expected to
endure for another season and would therefore remain the same.

It was also agreed that the club would opt to play its home midweek fixtures next season on
Wednesdays as this seemed likely to clash less with televised football and other local clubs
playing at home on the same evening.

8. Youth Section. AM gave a brief presentation of the youth set-up, now comprising 14 teams
in the 7-18 age range. Whilst it was welcomed that improving facilities for youth football were
being fostered in Hythe and Hawkinge, interest in Invicta youth remained strong and it was
pleasing that the senior u18 squad had again produced a crop of players who would press for
first-team places over the next couple of seasons. With work now under way on the lower site
to replace the old ATP there was some uncertainty about the availability of facilities for the
middle age ranges next season, and the club was therefore aiming to use the enclosure adjacent
to the Stripes Club. LW stressed that the second hockey ATP being made available for football
was sand based and therefore not appropriate to FA charter-standard schools and clubs in the
longer term. It remained the club's objective to work with the grammar school to secure at least
one rubber-crumb ATP on the lower site dedicated to football, and with Football Federation
support for such a development now on the table it seemed reasonable to expect such a facility
to be in place in time for the season after next.

It was agreed in response to a suggestion from the floor that the Club should do more to
associate the younger Invicta teams with the senior side and LW suggested that the YS should
aim to introduce the younger teams at home games – especially the better attended games
against local sides – and subject to pitch condition to stage some mini-soccer games immediately before or after first team games.

On behalf of the Club as a whole, Bill Hewson expressed the great appreciation of all attending
for the enthusiasm and professionalism exhibited by everyone involved in youth and disability
football at Invicta.

9. Fundraising. LW advised that there was currently some uncertainty about the planned pop
concert as the promoter had not reacted as quickly as expected. If the concert was to go ahead
this year it now seemed likely that it would be deferred until after the start of the new season.

Geoff Senior reported that lottery subscriptions were beginning to pick-up. LW had heard from
Cliff Egan that another canvasser had been recruited and it remained very important to the
club that this impetus was sustained. Of all the club's fundraising exploits, the lottery should be
the one seen as having the greatest potential in boosting revenue that can be dedicated to the
playing budget.

It was confirmed that the Matt Le Tissier evening on 6th May was being well supported and only
20 tickets remained available.

CA confirmed that plans were in hand for a series of boot sales to be staged through the
summer. An end of season raffle was also under way though more effort was needed to sell
tickets. A more ambitious Christmas draw would also be considered.

10. Treasurer. LW asked for a volunteer to act as Club Treasurer to help support the Directors with day-to-day book-keeping. He stressed that this would not involve exposure to decision-making or debt management, nor would it involve being concerned with Stripes Club trading which is administered via the Stripes Committee; but it would be a vitally important supporting role which would allow the Directors to concentrate on the more strategic aspects of sustaining and developing the Club.

11. Other Business. Andy Ingleston suggested that the increased gate prices for the current
season had depressed attendances and that the Club should revert to its 2009/10 prices for
next season. LW responded that whilst it was considered unlikely that gates had been seriously
affected by the price rise per se, it was generally felt that in the current economic climate the
Club should reduce its admission prices. This would be followed up by the Board in due course.

LW advised that professional security staff had been engaged for the weekend's game against
Sutton, where it was hoped that there would be a good away following. Looking beyond, there
was a need for volunteers to act as matchday assistants at all home games and offers of help
would be welcomed in that regard.

12. Meeting closed. This concluded the meeting, at 21:30hrs. The Chairman thanked all attending for their interest and support.

Folkestone Invicta Football Club – Chairman's Report to Shareholders' Meeting 21 Apr 11

It is obviously disappointing that in presenting my first report to shareholders and supporters
as Chairman, the club should just have suffered relegation from the Ryman Premier league. We
all knew when we won promotion via the play-offs at this time last year that we would face a
challenging season at the higher level, and as things have transpired we did not quite have the
strength in depth to keep out of the relegation zone. However I believe we can take a lot of pride
in the way our young team have acquitted themselves against consistently stronger and more
experienced opposition; and we will launch again in the southern division in just a few months' time much better placed for having this season's journey under our belts.

There has been a general understanding and acceptance of the Board's preoccupation in recent
times with the Club's business affairs and it is of course as a business that we convene tonight in
holding the AGM. I am greatly indebted to Jim Pellatt for his help behind the scenes in getting the
club's finances computerised, and it is through that effort that we now have a much better grip on
our income and expenditure from one week to the next. I must be clear that the situation remains
critical. Allowing for its commitment to the CVA, the Club must raise a good £60,000 annually just to meet its fixed overheads before it pays anyone, and in times of economic downturn that is a challenge in itself before we start to think about investing in first team footballers and other paid staff. The good news is that the Board feels it has the measure of the Club's business commitments and can operate in financial balance. The bad news is that this will mean continuing with a pretty miserly cap on the playing budget, requiring that we continue to look to our own youth section and to the local area for playing talent.

For all the financial caution there are some reasons for optimism. Since the introduction of a
dedicated management committee a year ago the Stripes Club's trading has steadily improved, and we are now planning further changes to enlarge the function space so that we can accept higher numbers; and to bring catering in-house to maximise revenue to the club. I would like to place on record my thanks to Don Linkin, John Wise and their colleagues for all the effort expended on getting the Stripes Club better organised, and also to Jane and Sarah for standing by us through the great uncertainties of the 2009/10 winter and for being a central part of the club's recovery.

It is also encouraging that we are winning some new advertising support from traders in the town,
and we hope that out of our new relationship with Embassy Management we will see a renewal of sponsorship interest over the next few months. On that note I should pay tribute to Nigel Busbridge, who has continued to provide invaluable help to the club with coach travel when his industry has been under severe recessionary pressure. Nigel has stepped down from the Board so that he can concentrate on his own business, but he continues to support us via the away coaches and I am delighted to confirm that we therefore remain the Buzzlines Stadium.

Bob Dix has also stepped down from the Board in recent months and I must not let this moment
pass without paying tribute to all he has done for the Club. Bob's involvement with football at
Cheriton Road goes back to his days as a player and as a boyhood supporter before that, but over the last 20 years he more than anyone else has been central to keeping senior football going in the town following the demise of the old club. His investment in both time and money over that period is of staggering proportions. I think it speaks volumes of Bob that despite coming off the Board he has not backed away from any of the work he and Willie do behind the scenes, and he remains a wise and willing source of help and advice to the Board. He deserves our warmest appreciation.

Thanks are of course due to very many people who have helped to keep the club going through
such gloomy times, and the danger in mentioning anyone specifically is that someone else feels
overlooked. So I will avoid personal thanks other than to say that the very many contributions to the club's function are all greatly valued and appreciated, and that with renewed belief and energy we really can look forward to better times for our club.

The agenda for the shareholders' meeting will offer the chance to discuss ideas on the club's
direction of travel so I will not try to best-guess that discussion by commenting further in this report, suffice to say that my own priority remains to consider where we want the club to be in terms of facilities and community engagement in 5-10 years time and therefore to focus on the strategic issues, like club constitution, stadium renewal, artificial pitches etc, that will be at the heart of future strategic planning.

Finally, may I use this opportunity to emphasise how much the club still needs people to step
forward and help share the responsibility of making it a success. This applies not just to those with the skills and resource to be able to strengthen the Board, it also invites hands-on involvement on the part of those who can contribute in some way to matchday management, supporters club fundraising, youth team coaching and lots besides. There is as always no shortage of well intentioned people who have ideas and opinions on the way the club should be run; but if you're one of them just ask yourself whether instead of being the one who raises the questions you could instead be one of those who answers them.

Many thanks to one and all for your support of Folkestone Invicta.

Lynn Woods
Club Chairman