Two days before the second EGM, a legal document was hand-delivered to me at home. It was a notice of intended action issued by Shooter, supported by an affidavit from Broadhurst.
It sought to restrain me, and fellow directors Sean Gallagher and Jim Rowley, from voting at the EGM at which we were seeking to oust Shooter from the club. Critically, the injunction also sought to restrain us from exercising any powers as directors of Nuneaton Borough FC.
I didn’t realise the extent to which my rival was determined to go. I immediately phoned my solicitor at Varley Hibbs, and sent them the notice with instructions to sort it out. I was confident that Shooter had no case against me, and that he was merely trying to block the EGM. I was concerned, but could not see that I had done anything that merited such an extreme reaction.
Barring me from acting as a director was just one of 13 points in the injunction. The key restrictions were:
- That allotments to Jim Rowley of 5,000 shares and to Coventry Industrial Pipework (CIP: my company) of 22,000 shares should be declared void
- That I forthwith return to the office of Nuneaton Borough FC its register of members and directors and record of minutes of general meetings and board meetings and all other books, records and vouchers of the club
- That Shooter be permitted, with or without independent accountants, to inspect all such documents
The document ended: “The respondents are at liberty to move to vary or discharge this order on 24 hours’ notice to the solicitors for the said Joseph Frederick Shooter of intention to do so.”
The thought of court action had never entered my head. I saw this as a boardroom dispute; a divorce of two people who couldn’t work together. I could see the underhand way he was operating, but not for one minute did I grasp the seriousness of the situation.
I honestly believed that common sense would prevail, and people who I thought had the Boro at heart would see through Shooter. But I was wrong.
The First Lawyers – Varley Hibbs
I was dazed. The unreasonable nature of the demands and the potential consequences were certainly not obvious to me. But of course, this is where solicitors, clear-headed, experienced, professional solicitors, should step in. They should spot the relevant points, and they should act.
Mine did neither.
What is blindingly obvious, especially now I’m no longer a rabbit in the headlights, is that my solicitor’s focus should have begun with the last paragraph in the document.
“The respondents are at liberty to move to vary or discharge this order…”
This means that they could have challenged the injunction, with just 24 hours’ notice. We could have challenged some of it (“vary”), or all of it (“discharge”).
I didn’t know this. Why should I? I’m not a lawyer. The injunction was never challenged. I was simply told by my lawyer to blindly obey.
And here lies my second issue with Varley Hibb’s conduct.
The injunction gave Shooter the right to inspect the books and records at the club’s registered office. But my solicitors ordered me to hand him the lot to take away, unsupervised. I was not even advised to copy the documents, I was just told to get them to him, and get them to him fast.
I did that within a week, and this made everything that followed a farce. Nothing and no-one prevented Shooter and Broadhurst from perusing the records, at liberty to alter an entry here, or ‘lose’ a document there… These “missing” books and records were later critical in the evidence presented against me.
Without a challenge, the injunction stood and the news was splashed across the front pages of that night’s Coventry Telegraph and Nuneaton Tribune, the latter saying:
“Kelly Suspended After High Court Move – Shooter Takes Charge as Boro Board Battle Goes Before Judge”
The story stated that Shooter had taken over as acting chairman. I was quoted: “This row is dragging the club to its knees. Mr. Shooter should have gone after the last EGM but he has been allowed to carry on and cause more problems. I am not concerned about Mr Shooter. I am concerned about Nuneaton Borough FC. One day people will wake up to find the club gone, but they will not be able to blame me. I can see the club getting into serious trouble.”
Prophetic words, published just hours before the team was due to embark on an important FA Trophy replay at Blyth Spartans.
My wife Joan and I had spent the morning organising packed lunches for the players. We often did this for away games. I had even paid for the players’ bus. I arrived at the ground to be confronted by Shooter. He stepped in front of me – with a camera-clicking Tribune photographer at the ready – and said: “Sorry, Noel, you can’t get on.” I said: “Try and stop me” and brushed past him onto the coach. I spent the journey fuming in my seat. The atmosphere on the bus was tense, hardly the best way to get the players and manager in the right frame of mind for a cup match.
It was a 2-2 draw, but my mind was occupied by other matters.
The Second Meeting
The following morning’s EGM lasted just a few minutes. It was adjourned, with both myself and Shooter claiming to be chairman. I was suffocated by the injunction. After spending so much time, effort and money all for the good of Nuneaton Borough, I was now forced to take a back seat. I was told I could no longer act in the club’s interests or even sit in the directors’ box.
On 23 February I was in the High Court in London. It was the start of three years of regular trips through those famous Strand portals. The court case, in front of Mr Justice Vinelott, was adjourned until 16 March 1987, with both myself and Shooter giving assurances about the running of the Boro. We agreed to share responsibility for paying creditors and players, and to allow director Ted Kay to supervise the club’s finances. This situation was ludicrous – my lawyer should have insisted on me continuing to fulfil my position as chairman, but he allowed Shooter to get his feet under the table.
The legal merry go round had started, and common sense and fairness were out of the window.
Challenging The Injunction
In May 1987 I finally had a chance to challenge the injunction in court before Judge Wheeler. The case brought by Shooter and Broadhurst accused me of failing to hold company meetings, keep company records or issue shares properly. All based on the company records they’d been free to doctor for some time.
In court, Shooter and Broadhurst suddenly introduced a serious of accusations against me including fraud, robbing gaming machines, manipulating shares, and acting against the interests of shareholders. They spent days – and many thousands of pounds – presenting a list of spurious allegations against me to a judge on the highest court in the land.
A clever tactic. Before I had chance to defend the allegations, they were reported to my town, my friends and family, in headlines with photos, on the front and back pages of every local newspaper.
Then, as suddenly as they were invented and thrown at me, these allegations were withdrawn, just like that. Where the allegations had made headline news, their withdrawal was reported as a minor footnote.
After this ridiculous parade of nothing, Judge Wheeler stated that the club was “in a hopeless mess”. In my opinion, it was certainly not in a mess until Shooter appeared! In October 1986 we had a four-man board, annual returns had been completed, balance sheets were up to date, there was nothing wrong with the way the club was being run.
I fail to see why Varley Hibbs could not get across, through counsel, that everything was done honestly and above board.
Judge Wheeler’s decision was that the injunction against me would stand for the time being and that an interim board be appointed to ensure proper running of the company, with Shooter and I both able to make recommendations for appointees.