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Method of payment:
Please include a cheque made payable to Kingstone Community Society Ltd.
Please send your completed application form and cheque to:
Kingstone Community Society Ltd
c/o Bill Pearson
49 The Meadows,
Kingstone, Uttoxeter.
ST14 8QE
Alternatively the application form can be completed online at:
www.kingstonecommunity.org.uk and payment can be made via bank transfer directly to our bank: Sort code 30-90-89 Account number 39398960. Please make sure that you quote the Order number generated on the website plus your surname.
All monies paid for the purchase of shares which are deposited into the Kingstone Com-munity Society’s bank account will not be used for any purpose other than the purchase of the Shrewsbury Arms.
Website: www.kingstonecommunitysociety.org.uk
email: [email protected]
Save Our Shrew
SHARE OFFER DOCUMENT
(Extended end date)
To enable the purchase of the Freehold and
refurbishment of
The Shrewsbury Arms
“more than a pub”
1st December 2018 to 30h June 2019
Min target of £100,000 — Max target of £500,000
Kingstone Community Society Ltd is a community benefit society
Registered office, 4 Kingstone Hall Barns, Church Lane, Kingstone, ST14 8QJ
Company Registration No 11643688 Financial Conduct Authority.( registration number 7896)
www.kingstonecommunitysociety.org.uk
Facebook - Kingstone Community Society Twitter - @SaveOurShrew
This is your once in a lifetime opportunity to help build a community hub
for all, please read on to discover all about this exciting venture:
About The Shrewsbury Arms
The Shrewsbury Arms used to be a thriving restaurant pub attracting regular visitors
from a wide area as well as serving the immediate local community. As recently as just
two years ago, The Shrew was ranked #1 in the Uttoxeter area on TripAdvisor. The pub
lies at the centre of what was originally a small farming community. The Shrew has
always hosted a number of village events and was a popular venue for family birthdays,
weddings, christenings and other celebrations.
Despite being a viable local pub, after several periods of closure, The Shrewsbury Arms
finally closed its’ doors on 7 May 2018. After The Shrewsbury Arms was put up for
auction as a property & development opportunity, two open meetings were held in the
Village Hall, where the community voted overwhelmingly to support the purchase of
the pub to be owned as a community asset and run as a community pub/hub to
provide for the Village needs.
About Kingstone Village
Kingstone is a small village in the heart of rural Staffordshire. It is the main settlement which includes The Blythe and Gratwich and became a village in 1862 with the building of the parish church. Village amenities include the church, primary school, village hall, tennis and all-weather multi sports courts, and of course, The Shrewsbury Arms Pub.
Application for Membership of the Kingstone Community Society Ltd
For use by individual applicants. Shares cost £1 each, minimum 250; maximum 25,000. Applicants must be 18 or over. I wish to apply for (membership/top-up of existing shareholding) of the Kingstone Community Society Ltd and would like to purchase the following shares:
Agreement • I have read the Share Offer Document, including risk factors. • I wish to become a member of Kingstone Community Society Ltd • I agree to be bound by the Terms and Conditions included in the Share Offer Document
and the Rules of the Kingstone Community Society Ltd. • I understand that the Management Committee of Kingstone Community Society Ltd
may reject my application, and are not obliged to tell me why it has been rejected. • I consent to receiving formal notices by email and links to formal documents on
Kingstone Community Society’s website. Data protection and money laundering The data provided by you on this form will be stored within a computerised database. This data will be used only for Kingstone Community Society Ltd to maintain a register of members and potential members as required by the rules of the Society, and will not be disclosed to any third party. It is a condition of the offer that to ensure compliance with the Money Laundering Regulations 2003, Kingstone Community Society Limited may, at its’ absolute discretion require verification of identity of any person seeking to invest.
Signature: Date:
Number of £1 Shares Value of Shares
Name:
Mobile No:
Address:
Home No:
E-Mail:
Post code:
Realistically, what’s the chance of us getting a Post Office?
The Post Office now offer 3 different models for Communities which they are now keen to support. Initial discussions with them have been very positive.
I’m too old to be getting involved in investments
Our aims for the “Pub is the Hub” initiative include help for the older members of the village and we are considering the operation of Meals on Wheels or Lunch Clubs in the Shrew. The provision of Post Office facilities would also be a benefit.
I have never used the Pub so I’m not interested.
Statistics show that house prices can be deflated by as much as 10% by the lack of amenities in a village. Even if this were not the case, the presence of a Pub Hub must make the sale of your property more attractive to more potential purchasers. 33% of people considering buying a village property regard a pub within walking distance to be essential. Not having a pub in the village can seriously damage your wealth. Pubs are closing at an alarming rate. Why would a Community Pub be any better? The first Community Pub was opened in 2004 and there are now 85 in the UK. To date, none of them have closed. Publicans are keen to take on Community Pubs because the rent is reasonable and unlikely to be hiked up by large percentages. The Pubs are usually free of tie to a brewery allowing the tenant to buy beer from wherever they get the best deal. Contrary to some rumours around the Village, we would not be offering cheap beer. The decision on prices would be at the sole discretion of the tenant. And, of course, there is help from the Community in organizing events such as Quizzes
What support has been received to date? Lots, including – 80+ people attending each of our 4 public meetings. We have over 250 followers on our Facebook page. Over £3,500 has been raised by fund raisers such as our pop up pub. ESBC have agreed to £20,000 of matched funding. Commercial loans are being progressed. Our MP Mr Fabricant has pledged his full support to our project. And over 150 people have bought shares to the tune of £105,000.
So, let’s make this idea a reality.
Buy or pledge your support for the purchase of shares today.
Visit www.kingstonecommunitysociety.org.uk
or
Ring Bill Pearson on 01889 500367
About Our Bid
The Shrewsbury Arms was registered with East Staffordshire Borough Council as an
Asset of Community Value (AVC), which protects the building from being used for any
other purpose for a period of 5 years. Under the AVC legislation, the Kingstone
Community Society has until 19th March 2019 to raise enough funds to present a fair
bid for the property. The Society would like to conclude this before the end of this
Moratorium Period.
The Society was formed in November 2018, and is registered with both the Financial Conduct Authority and the Plunkett Foundation. The latter is an organisation whose aim is to assist community-based projects. A small committee has been formed to carry out the mandate of the village to purchase the pub and to create a community owned asset in the heart of the village. It is envisaged that it will incorporate a pub, a restaurant, a café and a place for other community activities. In the first two weeks after the open meetings an amount of £85,000 was received in pledges from the community, and The Society has received tremendous support for the re-opening of the pub and community hub.
How much money do we need to raise?
Based on expert advice and informed estimates the purchase of the freehold and
associated costs and renovations are around £280,000. The funding to purchase the
pub is to be made up from a combination of Community Shares, Loans and Grants.
We had set a minimum investment target of £100,000 for the initial Share Offer which
would require Loans of £150,000 and Grants of £30,000. We raised £105,000 by the
target date and have received many more offers of support since that date. This
extension to the timing of the Share Offer is in response to that potential demand and
allows for a contingency of £25,000, giving a new share target of £125,000. Any
savings on the anticipated costs or shares sold above this target could reduce the
amount of interest bearing loans required.
What is a Community Share Offer?
Community Shares are a new way of raising investment capital which encourages local
people to buy shares in the enterprise and become part-owners. As shareholders they
are more likely to do everything they can to ensure the success of the business by
becoming loyal customers, volunteers and supporters of the enterprise.
Community shares have been used to finance shops, pubs, community buildings, local
food schemes, football clubs and even renewable energy initiatives.
Kingstone Community Society Ltd is a Community Benefit Society and was setup to
purchase The Shrew and run it as a community asset. The Society is registered with
the FCA (registration number 7896). If you buy shares you will become a member of
the Society, with equal voting rights regardless of your shareholding.
Your involvement can be as much or as little as you wish. You can vote at Annual
General Meetings, stand for election to the Committee, volunteer skills for any
refurbishment work - or just give The Shrew and the Community Hub your custom.
You will have zero liability from any future costs or claims e.g. electricity bills or
Health & safety considerations.
Current Fundraising position?
What is in it for me?
This is not just about a pub; this is about preserving the history of our village and
investing in the future of Kingstone. This community-run asset will be for the good of
the village, for us now, and for future generations.
This share offer is a once in a generation chance to safeguard our local services. In an
increasingly isolated world, it is about bringing the community together. This project
was never just about saving The Shrew; it is about creating a community asset to be
available to all members of the community. Investing in this business is mainly about
the social rewards rather than any financial gains.
House prices in Kingstone are likely to be affected by the presence, or absence, of a pub in the village. Potential house purchasers may be more likely to choose Kingstone
-
20,000
40,000
60,000
80,000
100,000
120,000
140,000
160,000
LOANS GRANTS SHARES
TARGET
ACTUAL
Frequently asked questions What happens to my money until the shares are issued?
Your money will be held in our bank account and will not be available for spend until we are in a position to buy the building or issue shares after the minimum target of this offer has been reached.
As a shareholder, would I be responsible for any Health and Safety issues – i.e. someone being electrocuted by faulty wiring in our building?
No. Kingstone Community Society Limited shareholders enjoy limited liability. This means that there can never be any question of you being responsible.
Can I make a profit on my investment?
Subject to our Rules, we also intend to pay interest each year on the value of your shares. So if we paid interest at 3%, on £1,000 of shares you would receive £30.
Would a coffee shop be viable? How many people would use it?
The intention is to have a small Café, perhaps situated in the old Pool Room/Snug with limited opening hours between 9 and 12 pm. It would be run separately from the Pub and Restaurant and we would pay any costs for the use of this facility. If we assume a very modest footfall of only 10 customers per day with an average spend of £5, our turnover would be £18,250. (Other community pubs with similar facilities are achieving turnovers in excess of £30,000). Even after paying a manager the venture would yield a small profit. We would also hope to have a limited shop with essentials and newspapers which would attract people to visit.
What happens if we can’t pay for the rates, electricity and other charges?
We intend to rent the Pub and Restaurant business to a community-minded tenant. They would have responsibility for the running costs of the building as part of their lease.
Will the KCS fundraising cause a reduction in other village organisations income?
Initially, we need to raise some monies to pay for surveys and legal costs before we can use any funds raised by selling shares. Once, we have agreed a purchase price and have issued shares the need for separate fund raisers will diminish if not disappear altogether. We would also allow clubs and societies to advertise their events on our digital platforms enabling them to reach a larger audience, and we would like to build a database of willing volunteers who will help other Village organisations.
Realistically, what’s the chance of us getting a Post Office?
The Post Office now offer 3 different models for Communities which they are now keen to support. Initial discussions with them have been very positive.
How do I buy shares?
Anyone who is over 18 years of age can invest. You do not have to be from the village or
local area. Shares are £1 each with a minimum investment of £250, but you may buy any
amount of additional shares up to a maximum of £25,000. Please fill in the application
form at the back of this offer document and follow the instructions. Existing Shareholders
may add to their initial investment via this Share Offer.
I would like some more information
Please telephone Bill Pearson, our Treasurer, on 01889 500367 and he will be happy to
discuss any queries that you may have.
We would like to issue regular bulletins on our progress to interested parties. If you would like to receive these messages, you can register your interest by emailing us at [email protected] Perhaps you would like to volunteer your time to help this project when we start repairs and renovations. If so please email the above address to let us know.
as a location if we can re-open the Pub. Research from Tepilo (the Sarah Beeny on-line estate agents) states that:
• 23% of people rate having a local pub is an important factor when buying a house
• 33% of people in the Midlands say it is essential
What guarantees do I have when buying shares?
This is a long-term investment for the benefit of the community. Shares cannot go up in value. Therefore if you wish to withdraw shares at any point they can only be withdrawn at face value. In the event of having to wind up the Society, should the value of the Society’s assets exceed the value of the share capital, the shareholders will still only have their original investment returned. Any excess value would be transferred to another community organisation having similar community benefit aims. This is known as an “asset lock” and is to prevent private gain if the organisation dissolves. However as the shares are issued by a corporate body, shareholders have no liability
beyond the value of the shares they have purchased. When the business is in profit,
The Society aims to pay interest on the shares. The proposed interest rate is set at
2% above the base rate of the Bank of England up to a maximum of 5% per annum.
Interest would be paid gross and is taxable. Shares are not a loan or a deposit and
the payment of interest is not guaranteed.
Tax Relief
Social Investment Tax Relief (SITR) is a government scheme to give investors a
financial incentive to invest in social ventures. The Society has been refused
Approval under this Scheme because we are being defined as a Property Developer
due to the majority of our income coming from Rental of the pub and restaurant.
We will investigate this further, but it is unlikely that we will be successful in our
application.
What are my risks?
You do need to consider the risks of this share offer. In the event that the business
fails, it may be placed into liquidation, in which case a liquidator would be appointed
who would realise the assets and distribute them to creditors.
Effectively, this would mean selling the freehold of The Shrewsbury Arms, on the
basis that the pub would be the main asset of The Society, and the creditors would
be paid from the proceeds. After the payment of the creditors and the costs of the
liquidator, any remaining surplus would be returned to the Members. In these
circumstances, you may not recover the full amount of your investment. Your liability
as a Member is limited to the value paid for your shares, so you cannot be asked for a
contribution to any shortfall.
The issue of withdrawable shares, which are not transferable to anyone else but the
Society, exempts this document from the requirements of an approved prospectus for
the public issue of Company shares.
Any money you pay for shares is not safeguarded by any depositor protection or
dispute resolution scheme. In particular, you will have no right of complaint to the
Financial OmbudsmanSevice nor any access or entitlement to the Financial Services
Compensation Scheme.
Can I sell my shares?
Shares cannot be sold or transferred to another person, although investors are invited
to nominate a person who will inherit their shares in the event of their death or
bankruptcy. Shares can, however be withdrawn after an initial period of three years.
This time period is to ensure that the business is guaranteed an initial period of
financial stability. After this time, you can get your money back, with three months’
notice if you want to encash your shares. The withdrawal of shares is limited to the
liquidity of the business, the need to maintain prudent reserves, and the Society’s
commitment to community benefit. There is also a total Society annual withdrawal
limit amount of £10,000.
How will we use the Share Capital?
This share offer is an opportunity for you to support the continued development and
integration of The Shrewsbury Arms with the local community. Share income will be
used in accordance with the Rules of the Society and in line with the Business Plan,
including the acquisition of the freehold, development and alteration to the premises
and to allow for ongoing repairs. The scope of the work undertaken will be dependent
on the funds raised.
How is the business managed?
The Society is managed by a Management Committee of up to 12 members. They are
accountable to the membership and will report to them via Members Meetings and an
Annual General Meeting (AGM).
Currently the Management Committee consists of 12 volunteers who are passionate
about securing The Shrew as a community asset. They are the Founding Members of
the Kingstone Community Society and collectively offer a wealth of business, financial
and community experience. Support from the Plunkett Foundation has also been
secured, together with lessons learnt and best practice through liaison with other
community benefit societies.
The business model proposed is to have a tenant who will be responsible for running
the pub and restaurant. The Management Committee will decide on the overall
direction of the community hub and would meet regularly to monitor the growth and
direction of the business. After the first year, all of the Management Committee
members will stand down and may be re-elected or replaced by new members.
The objective of the Management Committee is to recruit and support the tenant by
keeping the lease payments as favourable as possible, encouraging a more profitable
business. This support will encourage a range of community activates which may
initially not be profitable (e.g. café, community luncheons – a full list of potential
services are included in the Business Plan). An incentive scheme with the tenant could
help to align the community and business aspects of the facility. Further details about
the financial projections are included in the Business Plan which can be found on the
website.
What happens if we do not raise enough money
or our bid is unsuccessful?
If the share investments do not reach the minimum share target by the end of the share offer period, the founding members have two options: • The period of the share offer could be extended. In this event existing investors
would have the option to withdraw their investment:
• Or the share offer could close and all of the share investment money would be
refunded.
If enough shares are purchased, but the acquisition of The Shrew is not successful, then the share money will need to be repaid to the shareholders. The rules operated under the ACV legislation give The Society the right to bid for the asset - it does not give The Society the right to buy the asset.
Management Committee
Member Role Member Role
Jonny Grey Chairman Caron Hall Funding and Grants
Mark Bellenie Vice Chairman Alison Grocott Fundraising
Donna Timmis Secretary Alisdair Cummings Member
Bill Pearson Treasurer Jane Lane Member
Siobain Mathie Assistant Treasurer John Miller Member
Steve Anderson Media Colin Smith Member