SHARES

OWNERSHIP DETAILS

Share Ownership Rights

Class A Shares

Purchasers of the Class A Shares will hold voting memberships in The Saskatchewan Roughrider Football Club Inc. This class of membership entitles the owner of the Shares to the following rights:

  • To receive notice of and to attend at all meetings of members of the Club;
  • To receive the Club's annual report and audited financial statements;
  • To one vote, in person or by proxy, for every Share held;
  • To elect the Board of Directors of the Club; and,
  • To transfer the Share to immediate family persons (father, mother, brother, sister, son or daughter), or in the case of Shares held by corporations or other non-individuals, the right to transfer the Share to an affiliated party.

The Class A Shares will be subject to the following limitations and restrictions.

  • No member may own more than 20 Shares. By virtue of The Non-profit Corporations Act, no dividends can or will be paid to holders of the Shares.
  • Shares may not be transferred to a third party, except to the holder's immediate family or an affiliated business entity.
  • If the registered holder of a Share cannot be located by the Club for a period of five years or more, the Club may cancel such membership.

Class B Shares:

The Club also created a new class of convertible memberships designated as Class B non-voting memberships, which may be issued to persons or corporations willing to purchase more than the maximum allowable number of Class A memberships (i.e., 20 Shares) that may be owned by any one holder. The Class B memberships are permanently non-voting, but may be converted into Shares when transferred to other eligible holders designated by the Class B member. Class B memberships will be sold for the same price as the Class A memberships. In this way, the Club anticipates that it will be able to interest corporate and other larger supporters to purchase more substantial numbers of memberships than they could otherwise purchase in their own names, and hold the Class B non-voting memberships for conversion into Shares by transferring Class B memberships to employees or other eligible holders, each of whom would own not more than the maximum allowed number of Class A Shares.

Risk Factors Relating to the Shares

Purchasers should understand the following features and risks associated with a purchase of Shares.

  • The Shares do not constitute an investment in “shares” in the ordinary sense of the term, since the Club is a non-profit membership corporation. Shares do not provide purchasers with the opportunity to participate in the financial performance of the Club since it cannot pay dividends to any member. Purchasers should not buy Shares with the purpose of making a profit or recovering the purchase price of the Shares.
  • There is no government guarantee or insurance covering or associated with the Shares.
  • A purchase of Shares does not qualify as a charitable donation for income tax purposes.
  • The Shares will not be listed for trading on any stock exchange and certain restrictions apply on the transfer of the Shares (see above).
  • The Share Certificates do not come framed.
  • The Football Club does not accept requests to have Share Certificates autographed.

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