THE Jags Foundation (TJF) were involved in negotiations for over two-and-a-half years with Three Black Cats to receive the late Euromillons winner’s 55-per-cent stake in the club before talks were concluded in August and the PTFC Trust was named as 3BC’s preferred bidder.

Last month, the share transfer was finalised, bringing the Trust’s total shareholding to 74 per cent. Here, two TJF directors – Sandy Fyfe and Graeme Cowie – discuss what comes next for the fans’ organisation in an exclusive interview with Herald and Times Sport.

The share transfer has gone through and The Jags Foundation wasn’t chosen. Why do you still exist at this stage?

GC The fundamental issue is that what has been delivered is not fan ownership; it is not the end goal that this process was set up to deliver. For as long as Thistle is not meaningfully fan-owned there is a continuing role for TJF. We are the ones who developed the model that was in line with industry practice. We are the ones who built a membership organisation of now more than 860 members from having been significantly lower than that. We are the ones who are engaged with the fans, who have a sense and understanding of what it is they prioritise at their club. And until they are given a proper voice in how our club is run, there is very much still a reason to be here.

SF I would add to that that we are a members’ organisation and we take the feedback from our members very seriously. The last members’ input on this issue that we had was a survey that we sent them about what they thought about the share transfer, whether they approved of it or not. And we got an overwhelming response to that – that they did not approve of it. We have taken that really as a mandate to carry on for the time being. In the longer term we will consult our members to see what the future of TJF is – that’s what good membership organisations should do and we completely align to that vision. But at the moment we feel we have got a mandate to carry on. In fact, your interview with the Trustees highlighted that they said we should judge them in six months or a year – I’m paraphrasing here – but in six months or a year there needs to be someone to hold a light up to them and have that scrutiny. And I believe that our members trust us to do that. We have shown that we can challenge constructively, I hope, to date and we will continue to do so. And just one final thing – we did say when we were informed that we wouldn’t receive the shares in the final meeting with Three Black Cats that we don’t expect to be going anywhere – because we still think there is a role for a supporters’ organisation at Partick Thistle.

There are some fans who are looking at this and saying you are acting like sore losers because you didn’t get the shares. What would you say to that?

GC There is genuine frustration there that we didn’t get the shares. We are not going to deny that. But we have real concerns that this process was not a fair one and that it has not delivered on the aspirations of the fans or the aspirations of those involved when the club was first acquired back in 2019. The whole process of fan ownership is an iterative thing; it involves you constantly challenging the way your club is run. Good clubs respond to that criticism, reflect those responses and try to do better. Those that are not engaged with their fanbase will try to shout that down. Now, if the PTFC Trust had come up with something that had meaningful representation on the club board; that was raising funds to strengthen us on and off the park and make us more financially stable; if it was genuinely democratic and accountable to its members – if all those things had been the case and we were still there and there was still bitterness… someone like me, I’d probably have a little bit of sympathy and say, “let’s pull the two organisations together and get on with what’s in the best interests of Partick Thistle”. But at the moment that vehicle is not aligned with the interests of the fans – and so long as that is the case, they need an alternative there to represent them.

SF Our membership continues to grow. If our members were saying to us, “you’re acting like sore losers” then I would listen to that. They are the ones who elected us and they are the ones who are paying into the coffers every month. I think that the people making those accusations are not members – most of them never have been members – and whilst we are cognisant of the views of all Partick Thistle fans, obviously we prioritise the views of our members.

Presumably the Scottish FA have given the Trust’s proposal the green light and don’t see any problem with it.

GC As best we understand it, the documentation has gone to the SFA recently. We have written to the SFA – I think we had indicated that we were going to do that – and other fans have written to the SFA to raise concerns about this process. Now, obviously, the thing about the SFA role in this is that their job is essentially to assess whether the club board did a fit and proper persons test. It is not something that deals with the merits of one fan organisation over another, one ownership vehicle over another. It is about the suitability of the vehicle that has been selected and has been given the shares. We raised concerns – you will be aware we have concerns about the involvement of certain parties and potential conflicts of interest. Not just in the case of Stewart Macgregor with his involvement in football agency work, but there are also other concerns about individual Trustees and the relationship that was previously there with club board members. We think there is something that justifies more investigation there that involves a little bit more scrutiny. The SFA might not come to be our saviour and we are ready to deal with the consequences of that but this is a story that has to be properly aired in that forum – and I think some difficult questions do need to be asked by the governing authorities.

SF Just to confirm – the response we got from the SFA indicates that the matter will be considered at the next board meeting, which is due to take place on a date yet to be confirmed but during October. So I don’t think the rubber-stamping will happen before that meeting.

[Editor’s note: a spokesperson for the club confirmed to Herald and Times Sport that the share transfer will be considered by the Scottish FA at its next board meeting.]

The Trust say they have supporters of their proposal but they are afraid of being shouted down on social media by either TJF members or proponents of TJF. Do you have a response to that?

SF I think that the social media arena is probably not the one to necessarily have all this debate. They [the PTFC Trust] had promised a public meeting – and that would have been a great arena to hold such discussion – but obviously that has not come to pass. With respect to social media conduct – just as Partick Thistle Football Club can’t control the conduct of all its fans online, we can’t control the conduct of all our members online. We are very grateful to our members for their support, I should add, but if people feel that there is a bit of a swamping of people when they put something online, that might just be because the weight of feeling against what’s being said is considerable. We have said before that this is a battle for the soul of our club and we don’t really make apologies for really trying to take that battle forward. We really believe that our members believe this is a battle worth fighting.

GC It’s worth adding as well – we have had plenty of robust criticism thrown our way. Often, the motives of TJF board members have been impugned by fellow fans. We are all pretty thick-skinned, it’s water off a duck’s back for us in the grand scheme of things. We know that people are not always going to agree with us. But I suppose one of the important differences about our organisation is that when people get in touch and make criticisms or observations, we actually respond to their emails. If anything, we spend more time thinking carefully about how to respond to fans who aren’t yet onside with our vision for the club than those who already agree with us. Those who agree with us – we are grateful for their support but they are not the people that we need to convince to keep growing the organisation. There are times in this process where we have found things frustrating and we have made that pretty clear pretty publicly – and some of our members have not always felt comfortable with that. They have raised concerns and we have tried to adapt our own public messaging and behaviour to compensate for that. We would like nothing more than to have a meaningful dialogue with the PTFC Trust but it is quite difficult to have that dialogue when they won’t give us substantive responses to our emails. We have literally only had acknowledgement emails, I think, in response to anything we have tried to communicate with them. It is almost as though they are not interested in talking to us. We would love nothing more than to take the heat out of the situation. At one point in this process, one of my colleagues got in touch with Jacqui Low after we were receiving quite a bit of grief on social media and said, “look, we know this is going in both directions, let’s make a joint statement and take the heat out the situation”. The response we got was that how we decided to deal with our own statements was a matter for us. It was almost like Pontius Pilate, washing his hands of the situation. The only way to bring Thistle fans together on this is for all the leaders to take a bit of responsibility and to acknowledge the need to take the heat out of that situation.

I was going to ask about that – the prospect of TJF working alongside the PTFC Trust. What has that communication process been like in your experience?

SF We believe the communication process ought to have been better. We have contacted Trustees on several occasions – sometimes before we made a statement so we would have the opportunity to discuss it with them before we did so. When I was on holiday I gave them my mobile number and windows where they could call me, and they never called. We have engaged through them via email without getting substantive replies. We would get in a room with them and discuss things at any time. It is worth noting that TJF at its current membership numbers is the biggest fan membership organisation that Partick Thistle has ever had – even more than the Jags Trust at its peak. And so, whilst we were ultimately not the destination for the shares, we do think we represent a number of members. Those members trust us: they democratically elected us. Our doors are open to the PTFC Trust and the ball is in their court to say “yeah, okay” and to accept one of these invitations for discussion. We will gladly speak with them. Obviously we don’t share the same vision for fan ownership that they have arrived at – and ours has been done after loads of research into other clubs and speaking to other clubs. We have spoken to clubs in England and we have read about it. we have read reports about engagement and we have become much more knowledgeable about fan ownership throughout this process. We know what we are talking about and we can share that knowledge that we have gathered over a long period of time with them, and see whether there is common ground – and see whether we can go back to our membership and say, “we’ve now met these guys, there is this positive thing or that positive thing”. But if they won’t engage with us then we can’t move that forward. And we can’t help them out. That’s the key thing.

GC A dialogue requires two parties.

You made reference to the motivations of TJF directors. There are some who have criticised the club board on social media before this process began. Do you think those comments undermined TJF’s proposal when in negotiations with Three Black Cats?

SF This is the second TJF board where talks have ended without the shares coming to TJF. I don’t think that accusation could be levelled at the first board – it was a very broad church from amongst the supporter base but they ultimately did not get the shares. The second board – we put ourselves up for election and we were elected. We all have pasts. During the process, you would have seen a reduction in social media activity from anyone who was a board member of TJF in terms of thoughts about the club because we imposed that on each other as a board. We were disciplined and we stuck to that. We had a strategy, I suppose, which was to narrow the road for Three Black Cats and not do anything wrong so that they could object to us, stick to the plan and try to bring back an offering to our membership. Who knows whether that would have ultimately worked or not, given the personalities of the people involved that you refer to, but what we didn’t bank on was another group of fans coming in from left-field secretly whilst we were conducting our negotiations in public and with expectation from our members; another group coming in secretly and undermining our strategy of narrowing the road until there was nowhere for Three Black Cats to go than to deliver the shares on a basis that our members would accept.

GC The other thing about social media is that if you dig back far enough, almost everybody has said something stupid or something they wish they could take back. That will not be confined to TJF members and I expect that would be true of pretty much anyone involved in Partick Thistle. That’s the nature of social media and that’s the nature of online communications. The bottom line is that when you are an ordinary fan, you will have strong opinions about the way your club is run. You will have strong opinions on the individuals involved from time to time if you don’t see their motives being entirely aligned with the interests of the wider club. But what we all did was try to put that to one side. I personally was very sceptical of the alternative bid back in 2019 and was quite vocal about it. A couple of TJF board members actually argued with me on social media about it because they had concerns about what the fan ownership offering would actually mean in practice. People are allowed to change their minds about these things when they see what’s happened in the process. And I can probably speak for all of us – if Jacqui Low and Peter Shand had said at any point in this process “we are happy to proceed with TJF but we won’t work with that director or that director” we would have stepped down on the spot to allow our colleagues to move forward with that. That conversation never took place. That wasn’t the reason we weren’t given the shares.

SF It’s also a missed opportunity because if you have people that challenge, if you bring them in to a structure and you bring everyone together, you have got a much better opportunity of uniting the fanbase – with all the voices. This was an opportunity to unite the fanbase, that was one of the benefits we put forward of true fan ownership.

We know of at least three conditions that were made public: the safety of the shareholding was of paramount importance and it had to be impossible for the shares to be sold; there was a need for stability; and there was an enthusiasm required to represent the fans. Which of these points did your proposal not meet?

GC I’ve absolutely no idea. Let’s take the first one: the safety of the shareholding. Under the current arrangement, it would be legally possibly for the Trustees – those five men – to dispose of the full 74-per-cent shareholding in the club having had no vote of any subsection of fans whatsoever, just those five people. At most, with a Trust vehicle there would be a duty to consult beneficiaries. Consult, but with no binding say. In our negotiations we were told that our original proposal – the requirement for a special resolution of 75-per-cent of the vote of our members before any shares could be sold – was not a strong enough protection. We went away, we went back to our lawyers and said, “how can we provide them with additional assurances that these shares will not be sold against the fans’ wishes?”. We said, “let’s give special rights to all season ticket holders”. By our calculations, at the moment that would probably mean maybe 1800 to 2000 people eligible to vote on whether we would get rid of the shares. That’s 2000 – not just five. It clearly can’t have been that criteria. The second criteria was the need for stability. The best way to deliver on stability is with a model that is tried and tested, that genuinely pulls everyone together, that raises money for the club and provides financial security, and one which is well understood by the fans, that they can respect and understand. Our model tried to emulate Motherwell, St Mirren and Hearts. Their model, by their own admission… I think the word they use is ‘innovative’. There is no fan representation, no established fundraising mechanism to support the club and they aren’t even elected. So the fans are going to constantly pick over that model. They have not got a legally-binding agreement with the club; it’s just a memorandum of understanding. People are going to pick over this. If and when they have elections, and more fan-orientated people are there, they’re going to say, “this memorandum isn’t good enough, we want another arrangement”. If you are squabbling over governance for three to four years, that doesn’t provide stability for the club. So it can’t have been the second one. The third one was an enthusiasm for engagement. Now, Sandy was in the room when Jacqui was asked, “what’s the one thing you want to see more from us?” and the answer was “engagement”. That was the one word she used.

SF It was a single-word answer: engagement.

GC We have done everything in our power to try and engage the fanbase. Open communication, building excitement about being part of that community – think about the Thistle pins. We have the Jackie Husband pin that has recently launched that’s available for £10 to all members, it would be remiss of me not to mention it. We held our barbecue event, which was for members and non-members, to try and get people involved in the movement. That’s engagement and the results speak for themselves. When we took over, less than 500 members. We have now got more than 860. That is a significant achievement in a short space of time. And just imagine what we could have done if we hadn’t been undercut by another group, if fans had been all able to swing behind this and the club board were able to swing behind this. We could have done so much more – and instead, that engagement thing has been foregone for a group that does not even answer emails that are remotely critical or asking for accountability. As far as I’m concerned, none of those three areas were ones on which we delivered less well than the PTFC Trust. That suggests that wasn’t what the criteria really was.

SF When we were told that we were not to get the shares – after a very frustrating week of being messed around, I have to say – but when we were told we weren’t getting the shares, the summary given to us was effectively that the other group, the preferred bidder if you like, was more closely aligned to Colin Weir’s wishes and that there was privileged information that showed that to be the case, but obviously that was not shared with us. I think it was very difficult to draw out what was wanted, other than these strands we have talked about, and if someone won’t tell you what they want it becomes very difficult to give them what they want.

Three Black Cats’ statement on 8 August said that there was nothing fundamentally different from your proposal to your predecessors’. How do you feel about that?

GC The reasons for rejecting the initial TJF board had nothing to do with the model. We have read the letter they sent to them. The things they identified were about governance, they were about certainty of the composition of the directors, they were about a perceived lack of enthusiasm about getting involved with the future of the club. Notice we now have a fan ownership ‘model’ that is one where they basically sit back and leave the club board to get on with that. The other thing that they mentioned was due diligence. Now, we tried to compromise on due diligence. We worked out within a space of a working week of the first meeting that we had accepted there would be no due diligence exercise going forward. It was very interesting to see something that looked very, very similar to what Sandy and Andrew had drawn up as a due diligence proposal, apparently now having been given to the PTFC Trust when we were told by Three Black Cats directors in no uncertain terms that it would not be afforded to us. That suggests that our two proposals were perhaps not competing on an even playing field.

[Editor’s note: Three Black Cats rebuked Cowie’s suggestion that the negotiating did not take place ‘on an even playing field’ and insists that TJF and the PTFC Trust’s proposals were not compared to each other.]

SF What’s forgotten is that it was announced in October 2021 that TJF were to receive the shares. At that point a model had been put in front of Three Black Cats and I would say if our model wasn’t sufficiently different to the model that was then rejected, neither was the model that was accepted in October 2021 any different to the one that was rejected in April 2022 or subsequently in August 2022. That just reinforces the point Graeme has made. I don’t think it was about the model as such because that had not been the reasons given to the original TJF board – and the model had been accepted in October 2021.

You can read part II of the interview here.