A big thanks for the support so far!
We wanted to provide you with a further, and final, update....
We have now finished receiving extensive legal advice from our lawyers and have subsequently spoken to second legal firm to get a further regulatory guidance. The following are a summary of the findings and results of these discussions:
At the beginning of this process, in Autumn 2018, we were advised by a number of organisations that a Community Interest Company (CIC) was the appropriate vehicle for this type of enterprise due to all of the reasons and benefits that we have previously outlined. However what has become clear is that offering and issuing shares within a CIC (or any company) is not a simple process from both a legal and regulatory perspective.
The offering of shares of a company to the public (as any share offering by the Green Phoenix CIC would be) is heavily regulated by the Financial Conduct Authority (FCA). As such it takes considerable time and also incurs significant costs to have schemes authorised to sell such shares.
We now know there are exemptions from being regulated by the FCA for such a share offering, one of them being that if all potential investors are financial professionals, or 'high net worth' individuals. This is because such people are believed by the FCA to understand the risk of what they are investing in. Anyone outside of such groups who wishes to invest in any type of company formed through a share offering has to do so through a scheme approved by the FCA, or through a Community Benefit Society (CBS). A CBS is exempt from FCA regulations but does not have same features as a CIC such as the asset lock, distribution of profits to the community or qualifying for social investment tax relief etc. A CBS can be the parent company of the CIC and then the CBS can issue shares (which don’t require FCA oversight) and then can lend the shares to the CIC which can then purchase the asset with all the benefits of a CIC.
As you can hopefully see these routes are complicated and time consuming but, more importantly, will incur further legal costs of between £8,000 and £12,000. There is also another option, whereby you use a law firm pre-approved by the FCA to manage your share issue. This could potentially, just, be completed in the time available but the cost would be circa £25,000 - £30,000. We would still have conveyancing and accountancy costs in addition.
We are aware we have received many donations so far and do not feel it would be appropriate to seek further funds from the community that are purely speculative and will be unrecoverable should we have reached our funding goal but still not been able to purchase the pub (ie being out bid).
Given the cost of these alternative processes, and our understanding that the selling agent is likely to be ready to complete a sale quickly after the moratorium expires in early May, we have decided, obviously with a very heavy heart, that The Green Phoenix CIC should withdraw from any further engagement in the sale of The Green Dragon.
However, the positive news that we have heard along the way is that there are a number of parties interested in purchasing the Green Dragon and preserving it as a public house serving good quality food along the lines that our recent survey clearly indicated the community wants. We understand that some of these parties are members of our community. We believe we have common goals and now keenly invite them to engage with us, and therefore the community, so that where appropriate we can help facilitate any support the community may be wish to give.
We have received our legal advice so far at minimal cost and we therefore have some funds remaining from your generous donations. There may be some further small costs to incur but we would like to propose that the remaining funds are donated to the Haddenham Beer Festival charity who will then disburse to local charities www.haddenham-beer-festival.co.uk/about-the-charity. The Beer Festival supported us financially at the beginning of our project so feels natural for us to return that support. If anyone strongly disagrees with this course of action please do get in touch with us.
We do not propose to hold another public meeting but if anyone wishes to discuss any of these matters with us, then we as a group would be happy to engage in any way we feel we can. We are aware that many people will be asking how have other villages managed it when we haven’t, quite simply our view is that we have not come across an enterprise similar to ours that completed a purchase in six months, all of them took much longer and were lucky to not be in competitive bidding situations.
We have not managed to achieve our objective and for that we are deeply disappointed, however we are hugely encouraged by the passion, engagement and interest the community has shown in the project. It is very encouraging that goodwill and community spirit is so alive and well in Haddenham.
That just leaves us to say a huge thank you to everyone for you engagement, support and assistance.
The GP Team.
The Green Phoenix Team.
Jamie, Nick, Alex W, Paul, Alex G, Chris, Gareth, Johnny & John
In November 2018, Aylesbury Vale District Council has informed the parish council that Enterprise Inns, owners of the Green Dragon in Churchway, intends to proceed with the sale of the pub.
Some months ago CAMRA's Aylesbury and Wycombe Branch took the initiative to have the Green Dragon listed as a community asset.
As a consequence of this listing, the proposed sale of the building triggers an Interim Moratorium Period lasting six weeks during which time Community Interest Groups with a local connection may register an expression of interest in purchasing the property.
The six week period commenced on Tuesday 6th November 2018 and will expire on Tuesday 18th December 2018.
Any Community Interest Group with a local connection that wishes to express an interest to bid for the purchase of this property must notify AVDC in time,
The Green Dragon has been part of village life for well over 200 years and was the home of the Court Leet (it was named after the Earl of Pembroke's emblem when he was lord of the Haddenham and Thame area). Many would feel it a sad loss to see a new owner apply for change of use, and turn the building and its land into dwellings.
As residents of Haddenham, we are aware that the management of the pub has been erratic for some time now with multiple tenant/managers and prolonged periods of it being closed and unoccupied.
It is even more frustrating that we finally have a member of our community in Abi Armstrong running the Green Dragon and, given that she has made such a success of The Kings Head she no doubt would do the same for the Green Dragon, it is frustrating for all that her management of the pub should be jeopardised by this decision.
Wisely, the pub has been listed as a Community Asset by CAMRA's Aylesbury and Wycombe Branch and this gives the community a period of time to raise funds to buy the property if commercial terms can be agreed with the owners.
We are a small group of residents who wish the future of the pub to be secured, so it can be a central part of our community. We are genuinely concerned for the pub and worried that its future use could be changed irrevocably.
Given these concerns, we have gathered as a group of like-minded individuals and friends and called ourselves "Green Phoenix". We have formed a Community Interest Company and registered interest in purchasing the property with AVDC.
We then plan to enter into negotiations with the owners, Enterprise Inns, and look to raise the necessary funds through a number of methods. The whole community will have the opportunity to be owners in the venture.
If successful under our plan, the pub will be owned by the community and any profits made will be reinvested in the pub to secure its long term future. However, we would look to find a professional tenant to manage the pub or to engage with a management company — we know which side of the bar we are best found on ....!
We are all volunteers and will receive no financial remuneration or benefit apart from the pleasure of hopefully seeing a valued asset secured for ours and our children's futures. We are currently in discussions with an organisation called "Pub is the Hub" that assists and advises communities in saving and purchasing pubs for their communities.
We wish to engage with as many people as possible in Haddenham and are keen to hear from anyone who is interested in assisting or being involved in any way. We have made Abi aware of our plans and she is supportive. These are very early days for all of us and I am sure there will be multiple questions from everyone that hopefully we will be able to answer. If we can't, we will do our best to find the answers to the questions you may have.
We are a group of friends and residents of Haddenham, for transparency we have listed our names below and are looking to engage and involve as many people as possible.
Jamie Hall — High St
Nick Leale — Churchway
Jon Proctor — Churchway
Paul Dixon — Platers Road
Chris Martin — Fern Lane
Alex Giles — Platers Road
Gareth Cheeseman — High Street, Thame
Johnny Payne — Thame Road
Alex Wagstaff — Churchway
We have formed a Community Interest Company and intend to raise enough money to purchase the pub for the community.
It is early days but we will need a huge effort from the community to make this happen, please make contact expressing your interest and we will keep you informed of developments!
Please register your interest by emailing us on firstname.lastname@example.org
Haddenham, Aylesbury, Buckinghamshire, England, United Kingdom
As the project has now concluded we no longer require donations.
To all those that helped us out via fund assistance and/or your time, we thank you.