PARTICK THISTLE'S move to fan ownership has been a controversial process. Here, chairman Jacqui Low gives her side of the story to Herald and Times Sport. You can read Part I here.
Let’s talk about the Memorandum of Understanding. This is a document that’s not legally binding, is that fair to say?
It’s not legally binding but actually we have all signed up to it.
Sorry, what’s the distinction there?
The distinction is that again, as people of our word, we have said we will work with them. And that’s what we will do. We thought about it carefully because there are things in there that are over and above our own Articles. Sharing the forecast – in our Articles, we are not obliged to give any financial information to any shareholder, majority or otherwise. But we’re doing it. So the Memorandum of Understanding takes us beyond what they have got by way of rights in law, beyond what the Articles then add on to those rights. And the MoU is more about how you work on a day-to-day basis. You are sort of going from the overarching legal thing, which brings you closer into the Thistle sphere, down to the day-to-day basis of ‘how will this practically work?’. Now, if we were to go off-piste with any of those – they are the majority shareholder. All they need to do is remove us. The MoU, it was us that actually suggested that it’s reviewed annually or as and when they want to. So if we get a new group of Trustees in and they look at the MoU and go ‘we want that added, this toughened up, that removed’ then that’s what will happen.
So from your perspective it allows more flexibility?
It does. It does.
Isn’t there a concern that there should be something more robust in place?
There is – there’s the law and the Articles.
If everyone signed up to the MoU and did so saying ‘we’re going to do it because we all agree to play by the rules’…
But then surely that must play a part? I’m really sorry but in business life – and in life – if you say you’re going to do something, you shouldn’t ned to have a contract or a legal obligation. There should be a thing where we look at that MoU and we say ‘that’s in the best interests of Partick Thistle’. Now, as directors of the club, we in law have signed up to act always in the best interests of the club. There is a sort of circle there. It’s not just because we are good people, we are required to always act in the best interests of the club. So there is a belt and braces there that might not be obvious to other people but I would put it to everybody – were does this lack of trust come from? That it’s not good enough that people say ‘this is what we’re going to do’ and if they don’t do it then they are held to account? There needs to be some trust somewhere in this because everything else is being nailed down through the law and everything else. There have got to be human relationships in it. With TJF, that was where there was a sort of breakdown. It did get to being less pleasant dealing with them. Some of it was sort of passive-aggressive. We would say things like ‘we think you are being a bit aggressive’ and then being told ‘you’re mistaken’ – but I know what I saw and what I heard. I understand why people would be saying that but I would also ask them to think – if every single thing, every single i is dotted and t is crossed, to create a relationship of certainty then there is something wrong with the people that you have chosen to have a relationship with.
Would the argument not be that the individuals that serve as Trustees and on the club board change over time, and so there should be a legally binding agreement in place between the two bodies? People will come and go but these institutions are here to stay.
There is the law and the Articles. The MoU goes beyond the Articles. Yes, it might look like it’s not nailed down but it creates a flexibility that should the club or should the majority shareholder want to reflect something else in the MoU, it can be brought in easily. Something else can be removed easily. If you want to change the Articles, you have to go through a legal process. The law is the law and we can’t change that. But the MoU is the working document that is needed to allow us to flex, and the authority still falls with our majority shareholders – because they are the majority shareholders. We can negotiate on the MoU but actually, we negotiated on the basis that they were to be given as much as we can give them. And if we have got things to add that maybe they hadn’t thought about then that’s what we did – work in that spirit of cooperation because they represent our fans. We are not going to do anything that’s going to damage the club.
I was also wanting to talk about the board-to-board meetings. When the model was announced, you described it as ‘innovative’. Why did you seek innovation?
I think, in part, because of our experience of having one director on the board from TJF. They hear everything and then they can go back and they can tell a lot of it.
So that was a success as far as you’re concerned?
I think it worked – until I got all the criticism afterwards about ‘TJF didn’t know anything about what was going on at the club’ when we actually had a body in there. The bottom line is having one person in, there is a potential for conflict – especially where we have signed an NDA with a commercial sponsor. They can’t go back and reveal the name or the amount. They might be able to indicate that there is a new sponsor coming on but because they have signed that, we can’t let them know. There is also the thing that in this kind of relationship, you want people to get to know each other. You want them to look each other in the eye. You want everybody to be face-to-face because that’s the smallest space you can create. There is no room for not looking somebody in the eye or trying to keep things back in different ways. For us, yes, we are happy to have one director on, happy to have whatever they want to put on the board. But we felt in terms of our education and their education if we could meet face-to-face so the whole board heard what the Trust was saying on behalf of fans and it didn’t get filtered through us; so we were all equally aware of what was wanted, what was needed, what was important, what was being talked about; and vice-versa: that we then as a board took the responsibility for knowing how far we could go in terms of giving them the information. And being as open as we could be. So giving them more than they probably need to know or want to know, but having that relationship where we feel like two parts of one entity. It’s sort of like the fans meeting the board.
So it’s done in the name of open, clear communication as far as you’re concerned?
Yes – and that doesn’t happen, as far as we know, anywhere else. I think it’s important that people get to know each other because you can then assess whether you think that person is as good as their word. You can assess whether you think you are being told the truth. If you have a follow-up question – you personally – you don’t have to feed that through somebody else, you can ask that question directly. We have had some informal meetings so far and there have been moments of challenge and I think that’s healthy. I think it is good for the board to get that face-to-face challenge but I also think it’s good for their experience to hear what we can and can’t talk about. And then things that we can tell them and we are saying ‘you can’t explain this fully to fans but as their representatives we are making you aware of this, and by the next meeting we will be in a position that you can share with fans’. So, to me, it felt like when we talked about it as a board, it was a no-brainer. Somebody on the board is great and we welcome it, we have nothing at all to hide, but why not broaden it out?
One of the criticisms of having one fan representative on the board and having these board-to-board meetings is that it is a diluted form of fan ownership. What would you say to that?
Not at all. I don’t understand why it would be. It is more people talking to the board and hearing directly from the board, and being able to put all their questions – not filtered questions – to the board. I’m not sure how that’s not fan ownership. I actually think that’s an enhancement on having one person.
So do you think this model is an improvement on what they do at Hearts or Motherwell?
I don’t know because I don’t know how they work. I only have a broad-brush idea. I know there are models where they are being held up as examples that work really well but they didn’t to begin with and the version of fan ownership is maybe on its second iteration or its third iteration. I think we set out to work out what would work best for Partick Thistle. Are we 100 per cent there yet? No. But is the intention good, has the thought gone into it? Absolutely. Are we trying to do it differently – because Partick Thistle isn’t necessarily always the follower of a straight line. In the past we used to allow managers to stay for the duration of board meetings and hear everything because how can too much information be too much? We have to be aware of the commercial sensitivities but beyond that, why can’t we just have open discussions?
There are some fans looking at this going ‘hold on a minute, we own 74 per cent of the club and we have got one seat on the board’.
And that’s up to the Trust.
We only get a look at the accounts twice a year. There are fans going ‘that looks unusual, that looks different’.
But they didn’t challenge previous boards. The Articles, as I’ve said to you, we don’t give financial information to anybody, even the majority shareholders. We have chosen to step beyond that in the interests of trying to make this a better fan shareholding experience – because I wouldn’t have felt comfortable sticking with what’s prescribed. We would have had some bodies on the board, we wouldn’t be sharing any information with them, financially or otherwise, outwith what this person on the board gets. I was told that legally I didn’t have to do any of this but then I was like ‘but that’s not a reason for not doing it’. It has got to be in a spirit of cooperation and openness. Will we get it all right? No. Will we find as we go that there are things we change, add to, enhance? Absolutely – and that will become clearer when we are more aware of what the fans want from it. But it’s not not fan ownership. The fans now own 74 per cent of Partick Thistle and the majority shareholders do have rights that come with that. Despite all the chat, nobody has interfered with any of it – none of us have asked for any exceptions. Me as chairman, the directors in general, we absolutely understand the nature of it. We are there at the invitation of the majority shareholders. When they remove that invitation, we’re out. And that’s reality when you’re on a board. That doesn’t frighten any of us. It is not anything we asked for from anybody. TJF put it out before they were refused the shareholding that they weren’t going to remove me but honestly, that wasn’t on the table or asked for. Thank you, but it wasn’t important. It wasn’t important because a majority shareholder cannot give away their rights.
Something I found strange was that when the share transfer went through in September, there wasn’t much fanfare. This was supposed to be one of the most significant days in the history of a 146-year-old club. There was literally nothing.
I think for Three Black Cats I was a done deal so they were making a factual announcement about ‘that’s it’. Especially from Three Black Cats, there were mixed emotions around that time. The club… can I speak for them, because I don’t think it was even a conversation. There was a sense of business as usual. There had been so much talk and disruption and the football was having to be the focus. There was a sense that it was getting in the way. I don’t even remember what the club actually said.
There was a club statement that went out and it was three sentences long. The first sentence said the share transfer had gone through, the second said that everyone was thrilled that the process was finished, and the third said ‘now let’s get back to matters on the park’. It’s a bit unusual, no?
No. I think it was until the SFA had opined then nothing was certain, nothing was a foregone conclusion. I think there probably was a hesitancy around that.
But then the SFA did give the green light a couple of weeks ago. Still no big announcement, still no fanfare?
We did put an announcement out. We definitely put an announcement out.
Yes, but no press conferences? No TV? Do you not want to be singing about this from the rafters and talking about how this wonderful thing has just happened? It has been the opposite, there has been nothing.
I don’t even think there has been nothing. I think there was, especially when we get to a few weeks ago, there was a need that we need to focus on the football and just put things to one side. That’s done. Really, it’s over to the Trust to be making progress rather than shouting loudly about ‘woohoo’. Prove yourself first.
I’m talking purely about the club. Surely the club itself should be massively proud and super excited by all this, but it was put out as if it was something you were embarrassed by. I’m not going to lie, that’s what it looks like.
I’m sorry if it came across like that and I apologise to fans if it came across like that. I think it’s more to do with being caught up in the whole football side of things, where there were issues, and not wanting to distract from that. The important thing for us is what has happening with the football, and winning, and doing what we need to do this season. I know from in the past that it could have looked tone-deaf if we had gone ‘woohoo’. Whereas on the other side, we are dealing with a situation where we need to get our performance back on track. I think it’s one of these situations where we would have been damned if we did and we are being damned because we didn’t. I think we were trying to aim for a middle line that acknowledged what has happened. It is important, the club are pleased, but I think everybody almost had a bit of fatigue around it all. But I know the balance between going ‘whoopie doo’ when actually there is a situation there. That’s a really difficult one. And a hard one especially when you talk to fans – who, at that point, were very concerned and very upset at what was happening.
Surely it is a lack communication that has led to this unrest. Barring the occasional snippet from Alan Rough on PLZ Soccer, nobody at the club has spoken about this situation at any point. That’s strange, no?
I don’t think so because again, it was part of this thing of making sure everyone stayed in their lane. Until the board made its decision about the Trust, the matters that all went on before that really were not for the club to get involved in. If they had then they could have been accused of seeking to influence – for or against. So they took a decision, and I agreed with it, that they were not going to get involved or say anything because it wouldn’t have been right.
I genuinely find it baffling. I just don’t understand it. You come from a PR background, you know this is a good news story and you want to get it out there.
But also out of respect for the fact that we weren’t doing well. You know how hard that was and how much that was hurting everybody, including the fans. There was this balance of ‘yes, this is important. Yes, we want to get this information out there but we need to focus on that and not look like we are tone-deaf’.
Up until the share transfer is completed, the club don’t have anything to do with it – I understand that. From the moment you made the announcement that the share transfer had gone through, subject to SFA approval…
Well, the club wouldn’t say anything until it was approved by the SFA anyway.
But it did. The statement I am referring to said it was subject to SFA approval and at that time things were going well on the park. Thistle were top of the league. They still needed the green light, absolutely.
So we were always going to be cautious.
Was there a feeling that it might be rejected?
No, no. You have got to remember that our chief executive is a lawyer. Maybe with hindsight we should have jumped up and down and made a big fuss but we are cautious people, sorry.
What media events have there been concerning fan ownership? Do you see what I mean? Why have you not been inviting the press? Why have you not been saying ‘come along and see how wonderful this all is?’
If we go to Three Black Cats’ position – that was a discussion that was supposed to be held in private. When the shares were sold by the previous majority shareholders there was nothing in the media about it, zero. Absolutely nothing.
Yes, but those are two completely different situations.
Yes and no. There should have been a confidentiality about it and TJF have chosen to come out and talk all about it and made it public, whereas I didn’t want to do that because I didn’t want to get into a tit-for-tat in the media. That’s maybe a failing. That’s maybe the wrong thing to have done.
I understand if Three Black Cats needs to keep the media at arm’s length but purely in terms of the club…
But then you are talking about literally the last couple of weeks where they could have done something.
I suppose, yes. Either from the point that the club announced it was done, or when it got the green light from the SFA. It seems remarkable to me that there has been nothing.
It did put out a comment when the SFA decision was made but it was against a backdrop of things not being good. We have accused in the past by fans of being tone-deaf when things aren’t looking so good, so maybe we are too cautious. You might have put your finger on it, that we have been too cautious and not been out there enough saying ‘this is what’s happening, that’s this and that’s that’. It is a criticism I’ll take on board and we will reflect on. Because there will be things that we need to learn from this.
Do you have any regrets about the way this has panned out? Would you do anything differently?
Covid really got in the way of it. That initial group at TJF had plans for engagement and going places and doing things that fell apart. It ended up that there was a long time where nothing happened and so when it did happen, we probably should have went back out there and almost reminded everybody of what was happening, where we were going with it, and talked more about it. And we didn’t. It then made it look like this whole process had been immense when actually there had been a huge lull in it. People then got a bit fed up with it and it was all ‘there must be reasons for this happening’. I think, probably – personally I let things go on too long when I should have stopped them quicker. So when it looked like progress wasn’t being made, rather than giving people more time or benefit of the doubt – for fear of looking like I wasn’t interfering in the process – I should have just said ‘this isn’t going anywhere’. Because when I did it in April, it felt better. It was almost like drawing a line and saying ‘we’ve tried all of this, it’s not working. Let’s go for it now, let’s be purposeful and say this process has to have a successful resolution in line with what we are looking for’. So, probably I have been guilty of not having the courage of my own convictions at times to not put a stop to things. Maybe the people that you said felt like they were being led on – maybe what they were feeling was me not putting a stop to it, allowing it to carry on in the hope that something else was going to come out of it. But I should have learned that when you keep banging your head against a wall and you keep getting a pain, stop doing it. So yeah, I think – could I have helped with that? Yes, definitely.
I need to ask about the match against Arbroath and the last 10 minutes [when fans directed chants at Low, demanding her removal]. That can’t have been nice.
I was more disappointed for the manager and the team.
To be fair, they weren’t singing about the manager or the team.
Yes, but it is a group of people in one bit of the ground. They are entitled to an opinion. I may not like the way it was done because I do think it causes a distraction at an important time when we are trying to get performance back on track. It should have been a really happy day for everybody, including the team and the management. It was a distraction. What happens when something like that happens, sponsors notice. Everybody who puts money in the club notices it. The good thing is that we have got strong sponsors who I end up getting messages from saying ‘we are with you, if you want anything else just let us know’.
You received these messages of support after the match?
Yes. As I get from fans. As I got from other people in football who look on and go ‘you’re a good club, why on a day when you’re winning would anyone want to take away from that?’. But I respect the fact that people have the right to do that. We live in a democracy. I might not agree with them and I may not like it but I will defend their right to be able to do it. But what I would say is there is a Trust there that’s going to be talking to us in the next couple of weeks, so why don’t they direct their concerns – because there must be concerns if you’re shouting for the board and me to go. So what are they? Is it just ‘we are going to shout this for the sake of it?’ What are the concerns that they believe? What damage is it that they think we are doing? What is it we have done, that they can evidence, that says they want us out? You can use the Trust to bring it straight to the front door of the board, because doing that publicly spoils it for everybody. Everybody else doesn’t deserve that. But if they want to challenge, come through the Trust and challenge.
Some fans have called for a boycott of the Kelty game [this interview was conducted prior to the Scottish Cup tie]. How does that make you feel?
That makes me sad because what it does is it takes money away from the club. And it damages the club. I don’t think even the loudest critic in the fanbase wants to damage the club. But by calling for a boycott, it means money comes out the budget. The way we have been going in the last couple of years is that we have given our money to the playing budget – so I would be sad and disappointed if that were the case. I think fans have to make up their own minds. We still had a really good attendance against Arbroath and the Kelty game is in the cup and we have a really good chance. Would you want to miss out on that?
Some people do, yes.
It’s up to them. If damaging the club is what you want to do then it’s sad. It’s disappointing.
There has been dissatisfaction over the past few weeks and it is difficult to gauge the scale of it.
Social media amplifies and it gives voices. It can create this sort of rolling noise where the same people talk to each other again and again.
When you encounter that unrest, do you ever consider your position? Do you ever think ‘maybe it would be easier to chuck it’?
I’m sure I’ve thought that. If people know me, they know if I was asked to leave by the board or the majority shareholders, of course I would. This is not about clinging on for grim death. I did give the option to the board when the share transfer went through to consider my position and they did. They asked me to come back and continue. Now it will be up to the majority shareholders. Once they see how everything works and what’s going on, they may want to make a decision or reconsider that. That would be their right. I would ask people to look back at the club’s performance and how we got through Covid, how we got through the previous few years where the board and I were in positions of leadership. I don’t think that we let the club down. I don’t think we could have done that any better. I was really proud of being part of that team and I know you can’t rest on your laurels but when my time is up my time will be up.
To clarify, when the share transfer went through, you offered to resign? Or is that putting it too strongly?
That’s putting it too strongly. I said to the board that it would be an appropriate moment, if they no longer wished to have me as chairman, for them to consider. I didn’t play any part in what followed thereafter. You have to remember that when I came back as chairman, I didn’t want to come back as chairman. I got invited back in because Covid was knocking on the door and I had a background in crisis. I had been involved in civil emergency planning so I had good contacts, and just a sense of how to deal with planning and crises and emergencies and things. That was the point when the board invited me back. It was probably three months after the share transfer had gone through. People will tell you that’s not true but I am telling you that was not true. That was one of those moments where I could have thought of other things to do, like sit in the stand – which I used to do when I wasn’t chairman. I remember a few fans asking me why I had bought a ticket, and I said it’s what you’re meant to do. I didn’t take free tickets, I didn’t take anything, and I went on my own. I don’t mind admitting to you – the first few times I went on my own I was apprehensive I would get thrown out. I got a couple of chippy comments, usually more in jest than anything else, but I was allowed to just sit there and watch football. When the day comes when either I have chosen to go, which is always an option open to me, or when I am asked to go, and I hope it would never come to that. That has not been my way of dealing with being chairman anywhere. I will go and go buy my season ticket, and I will sit in the Lambie and I’ll shout, ‘sack the board’ and ‘sack the manager’ – and all sorts of other things that the fans have the luxury of doing – and I don’t currently have the luxury of shouting back. There are good days and there are bad days, and I would be lying if I said otherwise. But I have a purpose and I was charged with doing things that I am delivering to the best of my ability. And I do love the club.
Do you have any red lines? Is there anything where you have said ‘if that were to happen, I would step back’?
I suppose if there was something that went against my legal responsibilities – if I was asked to do something that put me into conflict with those or with the Articles. If I was asked to do something which I believed would damage the club, I wouldn’t do it.
So it would be something purely internal? Not in terms of ‘outside noise’?
Outside noise comes and goes in the same way that people have views about the manager. At any given point, there will be a group that want us to sack the manager. That goes without saying. And I accept that since I arrived, that has been the case with me. I have never said this before but I am going to say it now – for some people, women in football are not where they should be. Some of it – some of it – has focused on that.
You think some of the criticism aimed at you is misogynistic?
Yeah, I do. I do. And I don’t like saying that because the majority of fans aren’t. I have been made so welcome by so many people at different points and different stages. When I got thrown out and I ended up sitting with fans, there was great banter and good chat. They just accepted me as I was. The majority base what they think of me either on their experience of me or my competence, which I’m always happy to be judged on. That’s why I say to people who are screaming to get me out – give the evidence of where I lack competence rather than what you’ve been told about what other people think about me, and make that judgement.
The Jags Foundation were contacted for a response to some of the claims made in this article, and issued the following response.
"A lot of what Jacqui Low says here is disprovable (and we are happy to provide evidence to do so) but for the avoidance of doubt:
"There would have been either a massive £500k plus loss in the 2020-21 accounts but for one-off support from Three Black Cats, or a much lower expenditure budget - this is public record information
"There is a black hole of £215k in the 2021-22 accounts, even taking into account non-recurring income like the Queen’s Park groundshare. At the recent AGM the publicly given reasons for this loss were contradicted in answers given by Gerry Britton, only after some detailed questions. We think this can accurately be termed a “black hole” in that in February it was not expected to exist, but by May in fact it did exist.
"The stadium and pitch do have major problems which are expensive to fix - there was even recently a problem with floodlights compliance.
"We have emails disproving Jacqui’s account about the timeline and approach on due diligence (a condition we dropped within one week of meeting 3BC, not two months).
"We have documentary evidence showing that we immediately dropped the plan to have a share purchase agreement when 3BC said they wouldn’t contemplate it. We explicitly stated we understood it was to be a gift with all the characteristics of a gift after they strongly made the point that was their preference.
"Our Vision document is in the public domain and we have doubled the organisation’s membership in less than 6 months - to say we showed no excitement at the prospect of getting involved is ludicrous
"Our proposed model for fan-owned but not fan-run was entirely in-keeping with the Motherwell model, which 3BC had actually accepted with TJF1 back in October 2021. At no stage did we make any suggestion not meeting conventional notions of “fan- owned, not fan-run”.
"Having sight of audited accounts, whether in draft or final form, falls well short of what any accountant would recognise as an adequate due diligence exercise. The information contained in such a document provides nowhere near the necessary detail to provide basic reassurances to (prospective) shareholders even assuming the information in them is accurate. This was aptly demonstrated at the Club’s AGM, when several minority shareholders identified inconsistencies between statements by Club officials and auditors, which are contradicted by public record information. These accounts were of course seen in draft by PTFC Trust, and they raised no concerns about them whatsoever either publicly or at the AGM."
