Share Offer Document

Malvern Book Co-operative

Community Share Issue

Who we are

Malvern Book Co-operative is a not-for profit organisation incorporated under the Industrial and Provident Societies Acts 1965 and registered with the Financial Services Authority, Registration No. 31490 R. The founder members will form the Board of directors for the two years of trading and have adopted a set of rules by which the Co-operative will run.

The founder members are:

Helen Barker

Sarah Creber

Susan Raine

Dan Herbert

Mary Herbert

See Business plan for CV’s of above

Our Vision

We aim to provide a bookshop for Malvern that will offer the latest titles, be a hub for literary activities and be a pleasant place to meet friends and enjoy a cup of coffee and a piece of cake. The shop will be an attraction for the people of Malvern and for the visitors to the area and therefore contribute to the thriving local economy.

In addition to selling books we plan to run events for children and people of all ages and interests such as poetry readings, storytelling, author readings and book groups. These may be our own events or those put on by other groups who have hired our space.

We have chosen a co-operative model for our business so that local people can become members and participate in the democratic running of the shop. Our members will therefore be involved with the success and direction of our business, fostering both engagement and loyalty.

Why is Malvern Book Co-operative seeking investment?

We are seeking to raise £25,000 to set up and run the bookshop for three years.

The founder members of Malvern Book Co-operative have invested £1000 each raising £5000 to equip the shop and buy a limited range of stock. We are seeking at least another £5000 to extend the range of books stocked. We are also in the process of securing grants and loans from other sources.

Ongoing running costs, including the employment of a shop manager, will be met through turnover. See Business Plan

What are the benefits of investing in Malvern Book Co-operative?

We are looking for investors who are interested in becoming members of the Malvern Book Co-operative.

Membership benefits include

v  Annual dividends based on end of year profits proportional to personal levels of transactions in the shop and/or interest payable on your investment.

v  A say in the running and development of the business. Each member has one vote and is entitled to attend the General Meetings.

v  Members also have the right, after the second year, to stand for election onto the Board of Directors at the AGM.

v  Member offers will be made at intervals throughout the year eg. priority booking for certain events

How to Invest

The share offer is open between 1st March and 1st June 2012.

Any person over 18 is eligible to invest and to become a member of Malvern Book Co-operative. Community shares cost £50 per share. More than one share may be purchased up to a maximum of £2500. Each member has one vote regardless of the number of shares purchased. Joint membership is not permissible but corporate membership is.

Community Share application forms, attached to this document and available from the shop on St Ann’s Road, must be completed and returned to us with a cheque made payable to Malvern Book Co-operative Ltd.

The address of our premises is

2 St Ann’s Road,

Great Malvern

WR14 4RG

Targets and Contingencies

Our target is to raise at least £10,000 by June 2012.

If more than £10,000 is raised this will be used to reduce the loans that we are seeking from elsewhere. This will significantly reduce the interest paid and the overall cost of borrowing. Any further surplus will be put into a reserve account and used as a contingency fund to provide liquidity.

We will be taking on the lease for the St Ann’s Road property from March 1st 2012. As we want to start trading as soon as possible after that date, money from the share issue will be used immediately.

If less than £10,000 is raised then we will start small and grow the business slowly. We will continue to seek investment from loans and grants to enable us to pursue the business plan.

If you want to discuss the Community Share offer then come into the shop during working hours and a member of the Board will be happy to help. Or email drdherbert@gmail.com leaving a phone number for us to contact you.

Nature of the investment

Investing in community shares is different from investing in the stock market. Community shares are withdrawable which means that you can potentially get your money back. However, the purchase of shares is at full risk and it is possible that you will never get the full value of your shareholding back.

In order to protect the project from early withdrawals, no share may be redeemed for 2 years after the start of trading. After that time the withdrawal will be at the discretion of the Board who will judge if the Bookshop is trading profitably and has adequate cash reserves to fund withdrawal. The maximum amount withdrawn in one year will not exceed 25% of the money invested. The Board maintain the right to suspend withdrawals if financially necessary. The value of the shares bought will never exceed the face value. The Board reserve the right to reduce the value of the shares if liabilities exceed assets.

The shares are not transferable which means they cannot be sold to someone else.

The investment should be considered as an opportunity to contribute financially to the community with social rather than financial rewards.

Caution

Any trading activity is vulnerable to changing or unanticipated risk. The Malvern Book Co-operative share offer is exempt from the Financial Services and Markets Act 2000 or subsidiary regulations: thus you have no right of complaint to an ombudsman. Malvern Book Co-operative is registered with but not authorised by the Financial Services Authority and thus the money you pay for your shares is not safeguarded by any depositor protection scheme or dispute resolution scheme. The whole of your investment will be at risk (although you will not incur a liability beyond your investment). Please consider it carefully and, if needed, seek independent advice.

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