2015 AGM

Bow, bow, ye lower middle classes! 
Bow, bow, ye tradesmen, bow, ye masses! 
. . . We are peers of highest station, 
Paragons of legislation . . .



A couple of years ago, as I gave my excuses for not being in the office the next day until lunchtime due to the Celtic AGM, my colleague rolled his eyes and asked if there would be fists flying. I told him it would be pretty dull with the questions about team matters, signing policy and the odd question about the temperature of the pies, oh and a lady who’d verbally abuse the board and then ask to be on it. All valid questions if they were important to the person asking, but all pretty mundane. He, in a former career, had worked for the company secretary of West Ham Utd. At the time they had required a string of stewards linked arm in arm between the board table and the masses. Our experiences could not have been more different.


Much of Friday’s AGM passed off as usual, but there was a little grumpiness in the air and this came to a head over the re-election of Ian Livingston, the Lord on our board who had voted in favour of the budget and consequently in favour of tax credit cuts. It was at this point that the problem arose. At the time (and still) my perception was that a heated defence of Livingston by Bankier became emotional in the to and fro of argument and as the language escalated Bankier overstepped the mark. I’m not defending; just suggesting what occurred is something we will all have done in the heat of an argument. The problem for Bankier is, we are not all the Chairman of Celtic accusing paying customers of being racists.


Anyone who spends time on social media would have been surprised if the essence of Bankiers point were NOT true. The facelessness of social media has allowed the worst of human nature to be exposed with the types of vile opinions that had disappeared from public view through the latter part of the last century coming back out into the public domain. Indeed we now know that there were some vile individuals who directed racists and sectarian abuse at Iain Livingston however the way this was dealt with at the AGM and the subsequent press coverage and Celtic Trust statement was avoidable and reflects well on no-one. To make the comments in the nature of general criticism, in an open meeting was wrong, but having done it and realising the error Bankier should have fully withdrawn his remarks before the meeting closed and refocused his ire on the vile individuals. By the demeanor and the tone of much of the rest of the meeting he knew he’d overstepped and when the original questioner rose again later to say he felt Bankier had aimed the comments at him he did withdraw the comments IF they appeared to be directed at anyone other than the people who had made the postings, but the damage was done.


This arose around the resolution on the re-election of Ian Livingston. This was a resolution as part of the normal business of the company and was in place prior to the Tax Credit vote. This was always likely to be a resolution with objections as there have been many online who objected to his presence on the board simply for being a member of a Conservative Government. Following the Lords vote the chorus of voices against his place on our board became louder and more dissonant. With his re-election on the agenda and the online petition it was obvious that this would be an area of contention at the AGM and the club/board handled it poorly.


Ian Livingston has held senior positions in business and is a member of the government. He will have experienced robust debate in the past. As it came to his resolution the chairman should have passed over to Livingston for a statement where he could have explained his position which (those of you who will recall anything from your O Grade History) I understand to be along the following lines;


Following the 1910 budget we had a constitutional crisis as the Lords rejected a budget for the first time in 200 years. This resulted in the 1911 Parliament Act. Consequently the Lords CANNOT vote down a budget


You may or may not have agreed with that position, but at least it would have established his rationale. The next question from that is why didn’t he abstain (probably the party whip system) and why does the UK has an unelected 2nd chamber. Now patently these are not within the remit of our AGM but the initial statement would have provided an explanation and would have enabled Bankier to deflect any further debate by stating that the matter had been explained. Bankier (one of our least able chairman at handling an AGM) could have then stated that the board understood Livingston’s rational and not put himself in the position he did. Unfortunately that did not happen and what happened next was the consequence of having unsuitable personnel in a senior position.


Bankier was wrong on Friday. It is NEVER advisable to criticise your paying customers – just ask Gerald Ratner and whilst regular visitors to the anonymous world of twitter will not be surprised that Livingston has received abuse beyond the pale, but any accusations of racism should have been substantiated on the day and aimed at the individuals. Instead it appeared as though it was a blanket criticism of those Celtic supporters who opposed Livingston. Within the mistakes Bankier was entitled to robustly defend his colleague, was right to call out any vile online abuse and did make valid comment when he stated that the online debate should not have been personalised. The biggest problem was the manner in which this was done.


As stated earlier, criticism of Livingston on our board commenced the moment he became part of a Conservative government. For some supporters it appears you can be a Catholic, Protestant, Muslim, Jew, Atheist…but don’t dare be a Tory. As Bankier stated our club is open to all. It cannot be only for those whose beliefs conform to the narrow interpretation of the intentions of our founding fathers set out by self-appointed moral guardians. That is not to say that there is not a moral core to Celtic, one that makes it different to other clubs, of course there is, but interpreting history is like nailing jelly to a wall. We can all have an opinion as to how the founding fathers would apply specifics of the moral compass of our club but none can know. Equally whilst we may all have agreement on the principle of a good social outcome, the economics of how that is delivered can often be vastly different and party political allegiances are never conducive to bridging such a divide. Which brings us to why the debate on Livingston should not be a personalised one but be opened into a wider debate on the corporate governance of our club.


In the last 10 years the two board members who have divided opinion most are John Reid and Ian Livingston – both active in the Houses of Parliament. We can all have a view on whether there was genuine criticism of these individuals across the wider support or just from a vocal few but the fact is having a serving politician on the board of Celtic where a sizeable part of the fan base sees the club as having a political, left leaning ethos will always create debate and headlines. The policy may not have been in place prior to John Reid, but in view of the adverse publicity and divide opinion among the support that occurred whilst Reid was at Celtic, the club should have agreed that anyone active in Parliament could not have a role at Celtic.


If Livingston makes us look at the specifics of board responsibilities then we must turn our attention to the personnel who make up that board. Our board is stale. McDonald, Keane, Allison, Wilson and Desmond have all been there over 15 years. Over the years I have attended I have seen resolutions about supporter representation with heated debate following, or on the living wage which the club adopted for full-time staff yet I have been surprised by The Trusts acceptance of the stagnation at the top table going unquestioned. I have seen and read for a few years now people bemoaning the salary of Lawwell yet when it came to the re-election of the head of the remuneration committee, the guy who sets his salary, only one person out of about 600 there on Friday voted against him.


The role of a Non-executive Director is to “bring an independent judgement to bear on issues of strategy, performance and resources including key appointments and standards of conduct.” The executive directors are undertaking the day-to-day running of the business and the Non-executives (NEDs) “independent of the management and free from any business or other relationships which could materially interfere with the exercise of the independent judgment.”  There is a balance to be had on their tenure too. Too much turnover of NEDs and they will fail to get a full understanding of the business. In situ too long and they become part of the furniture. They will no longer add any real value and certainly will lose their independence.


Putting aside the debate over his politics and Ian Livingston is exactly the type of NED Celtic need. Relatively young, his career progression has been excellent and he operates in the very business sector that is making the difference of £98m between the winners of the SPL and the bottom side of the EPL. Keane, McDonald, Wilson and Allison don’t. I would keep John Keane because without him there would be no Celtic and I would argue that business can have sentiment. I also have no issue with Dermot’s board role. His large shareholding and the comfort his presence brings to investors knowing that Dermot stands behind Celtic gives him a right to that role however he should have the manners to attend more AGMs. As for the others…all have been on the board too long and should be looking in the mirror and asking themselves if they can really say that they are adding more value to Celtic than new fresh faces could bring. The recommendation that NED’s should move on after 4-7 years were not created on a whim.


I would suggest that at least 3 of the 5 of Livingston, Bankier, Allison,Wilson and McDonald should move on. I don’t know any of them personally and I am not saying that they were not at some time appropriate members of our board but I would suggest as NEDs they have overstayed their usefulness. Livingston should consider his position purely because of his active role in politics and not for his political allegiances and I am concerned that the motivation from some who want him removed was the latter well before the consequences of the former. Bankier has been in post for 4 years and never looked comfortable. As I say, I do not know him and he may be a safe corporate pair of hands, strong on governance but he has never looked suited to the public profile of Celtic. McDonald, Allison and Wilson… they should know that the time long passed when they should be moving on.


There have been calls by The Trust for Bankier to go due to racism accusation at the AGM. I found the statement odd as it acknowledges that there is now evidence of racist abuse yet they want Bankier gone for highlighting it a public forum. That seems incongruous to me especially when Bankier withdrew the comments later in the meeting in relation to any implication that it impacted upon individuals other than those doing the abuse.


The vociferous within our support criticise the board and often it appears would say night is day just to contradict those running our club. I have also seen many (rightly) point out that Dermot will always get his way due to his large shareholding and the relationship he has with some of the other large stakeholders but plcs do not ignore democracy. There may be only circa 25% of our club owned by the rank and file supporters, but those rank and file muster approximately 28,000. Plc boards do not ignore such numbers yet where are the attendees or proxy votes at the AGM? Fans complain about Lawwell’s salalry yet I was the only person out of roughly 600 who voted against the man who sets it! And then there is the Trust who criticise various (all?) aspects of the club and yet attend AGM after AGM without comment on the make up, structure or tenure of the board beyond the old resolution to have a fan on their board. It is that behavior which makes me suspicious the statement asking for Bankier’s resignation was some form of attention grabbing opportunism.


So if I set out my concerns I’ll be as bad as those I criticise if I don’t make some form of constructive proposals.


There will be change on the board this year regardless. Eric Reilly is stepping down as CFO and will be replaced. Replacing Bankier, Allison, Reilly, McDonald and Livingston in one period would be dramatic and sometimes revolution can be better than evolution but in the precarious world of Scottish football and the conservative word of Celtic I would find that type of change highly unlikely. As I say, Riley is leaving and Bankier, who has never looked comfortable in the role has probably been irreparably damaged this past week. I don’t think he should bow to rabble-rousers but perhaps make a dignified exit over the next few months, maybe even give the new guy a champions flag to unfurl. Livingston is a difficult one, as I say, his CV fits but active politicians and Celtic patently don’t mix. As for McDonald, Allison and Wilson? Wilson and Allison now come up for election every year and perhaps they should take the opportunity to bow out gracefully next November. What do I expect? It all comes down to Dermot really and he seems to like a steady ship, but even he must see the need for some youth in the boardroom.


The first new blood will be the replacement of Eric Reilly and I would not be surprised to see an announcement on Ian Bankier this side of Easter. As for the rest, it may well come down to that look in the mirror.