SMiSA

SMiSA · Since 2002 · Majority owners since 2021

Fans
Own This
Club.

Not a slogan. Not a marketing line. A signed, sealed, majority shareholding. This is how St Mirren fans took control of their club — and how every member keeps it that way.

Chapter 01

Our Mission

In 2020 we ran the biggest-ever survey of SMiSA members, asking what they wanted from SMiSA and from a fan-owned St Mirren. Their answers wrote our mission.

"
SMiSA's mission

To keep St Mirren fan-owned and at the heart of the local community.

The Vision

A St Mirren respected throughout Scottish football as a financially-stable, sustainably-run club which competes at the top level, develops young players, and engages its fanbase and community.

Our Role — Five Pillars

01

Safeguarding the ownership of St Mirren.

02

Helping ensure good governance of the business.

03

Investing in the club and its long-term future.

04

Ensuring our members' views are considered by the club.

05

Helping the club make a positive impact on the local community.

Our Values

How we show up.

Respectful

We will be respectful to each other and everyone we deal with.

Professional

We will aim for the highest possible standards in everything we do.

Collaborative

We will work with our members, fellow fans and partners to help benefit St Mirren.

Inclusive

We will be accessible and welcoming to all, while promoting equality.

Honest

We will act with integrity and honesty.

Chapter 02

How Fan Ownership Works

SMiSA became majority owner of St Mirren FC in summer 2021 — delivered in half the time originally expected thanks to our members and our partnership with children's charity and social enterprise Kibble.

Who owns St Mirren

SMiSA

SMiSA and Kibble share a legal agreement requiring certain decisions to be mutually agreed. It's important to stress: fan-owned does not mean fan-run.

We want St Mirren to remain a well-managed business. That means putting in place the people best qualified to run it — and trusting them to get on with the job. As majority owner, SMiSA appoints at least half the club board.

Who does what

Tap to open each role.

Chapter 03

The Agreement

Signed in February 2020 between Gordon Scott (then majority shareholder), SMiSA, Kibble and St Mirren FC. The purchase completed in July 2021. What follows summarises its main elements.

NoteAny SMiSA member wishing to view the full legal agreement can request this via our contact page — arrangements will be made as soon as is practically possible. Copies of the agreement will not be permitted nor will they be provided.

Part One

Main elements of the agreement.

Element 01

The process by which SMiSA and Kibble would purchase the majority shareholding.

Element 02

That the business and affairs of St Mirren FC shall be conducted by the board of the company at arm's length in a proper and efficient manner and in line with a business plan agreed with the shareholders.

Element 03

That the boards of SMiSA and Kibble shall be entitled to have access to the books of account and records of the company (subject to confidentiality or data protection requirements).

Element 04

That both SMiSA and Kibble shall be entitled at any time to make representations to the board of the company as they see fit, if in their opinion the board is not acting in the best interests of the company.

Element 05

That appointments to the board of the company shall require the unanimous agreement of the board of SMiSA and the board of Kibble.

Element 06

That the appointment of a chairman of the board of the company or chairman of any meeting of the company shall require the written consent of Kibble and SMiSA — each shall be entitled to veto any appointment.

Element 07

That no matters reserved to the shareholders shall be carried out by the board without the prior consent of both parties recorded in a minute.

Element 08

That should the issued share capital of the company be increased at any point, the proportions held shall remain as 51% SMiSA, 27.5% Kibble and 21.5% other shareholders.

Element 09

That Kibble shall on the St Mirren board have a minimum of two directors and SMiSA shall have a minimum of four. Kibble can never have less than one quarter of the total number and SMiSA never less than one half. SMiSA shall never have more than double the number Kibble has.

Element 10

How the board shall operate, voting and what constitutes a quorum.

Element 11

That when voting on reserved shareholder matters unanimity is required.

Element 12

The process to be followed where the ownership of shares is transferred and the maximum price permitted.

Element 13

The conditions under which the agreement can be terminated, including an option for Kibble to terminate if in its opinion it is not being given access to all areas, facilities and services at the company's premises to provide training, employment and recreational activities for Kibble young people, subject to such access not having any adverse effect on commercial and revenue-generating activities of the club's football department.

Element 14

That in the event of either SMiSA or Kibble wishing to sell or transfer their shares in SMFC, the other will have first refusal at no more than the maximum price set out in the agreement.

Element 15

That the parties confirm their intention to promote the best interests of the company and to consult fully on all matters materially affecting the development of the business. Each party shall act in good faith towards the other in order to promote the success of the company.

Part Two

Reserved shareholder matters.

A summary of what's included as reserved matters — the decisions that require the agreement of both SMiSA and Kibble.

✓

Any major structural changes to St Mirren as a company — such as reorganisation of its share capital, changes to the club's articles of association, changes to its registered office or its accounting reference date or auditors.

✓

The incurring of any borrowing in excess of the amount stated in the agreement, and any matter relating to the granting of security charges against assets.

✓

Capital expenditure except in accordance with an agreed budget.

✓

The formation or acquisition of any subsidiary of the company or anything relating to taking a financial interest in or merging with another company.

✓

The remuneration of any officer, employee or consultant to the company by payment of fees, benefits in kind or otherwise above the amount stated in the agreement.

✓

The purchase or acquisition of any heritable, freehold or leasehold property.

✓

The sale, disposal, lease, licence or transfer of the stadium or training ground, or any other heritable freehold or leasehold property or asset of the company or part thereof.

✓

Implementation of major sporting decisions by the SPFL, including but not limited to league reconstruction.

✓

Changes to the name, colours or badge of the football team.

✓

The appointment of sponsors (or new sponsors) of the company.

✓

Any changes to the stadium playing surface from grass to astroturf.

✓

Appointments or removals of a director of the club.

Chapter 04

Ten Reasons To Sign Up

Still on the fence? Here's what your £5 (or more) a month actually does.

01

Protect what's precious

St Mirren's place at the heart of the local community is precious. As majority owners, we can safeguard it for the future and invest in it for the long term.

02

Keep the club in fans' hands

We can keep St Mirren in the hands of the people who care for it most — you. Unlike other clubs, we will make sure unsuitable owners never get control of St Mirren.

03

A real seat at the table

As majority owner, SMiSA can now appoint at least half of the club board. We make sure our board reps consider our members' views in the running of the club.

04

Build the Buds

With 50% of income being put towards club capital projects, you’ll be helping to build and improve the club we all love.

05

Fund the next generation

We are investing in St Mirren's long-term future — 30% of our income goes to the club's youth academy, to help bring through the next generation of players.

06

Give back to Paisley

We are bringing the club closer to the local community — 10% of our income goes to the St Mirren Charitable Foundation to help benefit worthy local causes.

07

You choose the projects

Members get to vote on any funding proposals, ensuring your money only gets spent on projects which are approved by the fans.

08

More than a football club

St Mirren is more than just a football club. Our partnership with Kibble will see it build stronger links with the community, and change the lives of young people.

09

Money-can't-buy perks

Members get access to benefits including some money-can't-buy experiences, invites to events and the chance to win places at club events and hospitality.

10

A legacy for the next generation

St Mirren has been at the heart of Paisley for generations. By signing up, you help secure that legacy for your children and the generations to come.

Be part of it.

Fans own St Mirren. Join SMiSA from just £5 a month and help shape our club's future.

Join now →