Chapter 25: Owners’ and Directors’ Test (4)

Helena glanced at the Premier League office's review panel, who were trying to steer the hearing in their favor, then subtly tilted her head toward the legal team seated beside her.

The PIF consortium's legal team and attorneys—who had spent the past two years exhaustively battling the Premier League office—watched with satisfaction as their temporary client set the stage. Smirking in unison, they seized the opportunity she'd handed them and launched their counterattack.

It's a teammate's duty—and joy—to finish strong when given a good pass.

As Amanda Staveley had promised, her legal team and attorneys weren't just skilled; they were experts in the Premier League's internal rules, regulations, precedents, and even its history.

"This case doesn't fall under the Owners' and Directors' Test," the lead attorney began, firing the opening salvo at a dumbfounded panelist.

"…What?"

"The owner of Burnley Football Club, Burnley Football Holdings Limited, hasn't changed. It remains the owner of Burnley Football Club. What happened here is a private matter—the ownership of Burnley Football Holdings Limited changed hands."

The Premier League office might argue that a change in Burnley Football Holdings' ownership equates to a change in Burnley Football Club's ownership, thus warranting the Owners' and Directors' Test. But the PIF consortium's attorneys threw a wrench into that logic.

"B-but… Miss Cartwright just admitted that the Cartwright Fund exercises actual control over Burnley Football Club!" a panelist protested.

We knew you'd say that.

With a knowing look, the lead attorney pulled a report from his briefcase and slid it across the table.

Grinning, he began explaining the document—dozens of pages he'd practically memorized.

"However, according to the UK Supreme Court—or rather, the House of Lords' Appellate Committee at the time—in the August 1992 case of *Hodges & Sons Ltd v. Inland Revenue*, holding a limited company's owner liable for the company's legal responsibilities fundamentally undermines the limited liability defined by corporate law. Take a look at page three first."

A pale-faced panelist opened the report with trembling hands.

What followed was a long, tedious explanation of the dozens of pages, but the attorney's point was simple:

Burnley Football Club's current owner is Burnley Football Holdings, a corporate entity.

Unless Burnley Football Club's owner changes to a different entity, who owns Burnley Football Holdings is irrelevant to the club.

If it's irrelevant to the club, the Premier League office—tasked with overseeing and regulating clubs—has no jurisdiction to interfere.

Still want to claim it's relevant?

Then overturn the Supreme Court precedent.

"Uh… w-well… um…" a panelist stammered, pulling out a handkerchief to wipe the sweat beading on his forehead as the discussion veered into unexpected territory.

The Premier League office's confident attack on ownership qualifications had been blocked.

But someone among them—either quick-witted or prepared with a backup plan—shifted tactics. They pivoted to alleging that Burnley Football Club's failure to pay interest on a bond, plunging it into financial distress akin to bankruptcy, violated the Premier League's financial fair play rules, justifying a six-point deduction.

"In July, Burnley Football Club failed to pay interest on a bond acquired by the creditor MSD Group. This resulted in a distressed debt, which was then acquired by the Cartwright Fund, present here. This breaches the minimum financial stability required of Premier League clubs, making them subject to a six-point deduction."

By this point, it was no longer a veiled Owners' and Directors' Test—it was outright coercion and pressure.

But they were no match for Helena and the PIF consortium's legal team, who'd spent three sleepless days preparing.

Taking the baton from the attorneys, the PIF consortium's legal team fired back.

"A points deduction is indeed imposed when a club violates financial regulations. But for that to apply, one or more of the following must be true: First, the club must breach financial fair play or other financial stability provisions set by the Premier League office. Second, the club must be insolvent or in a comparable state, failing to meet its obligations to creditors."

The legal team leader accepted a document from his side and opened it.

"Let's start with the financial stability provisions. Premier League clubs' financial health is assessed annually as of June 30th. As of June 30, 2021, Burnley's finances show… a surplus? Approximately £500,000 in the black. So, no issues with financial stability there…"

Grinning, the legal team leader received a thick ledger from his assistant and tossed it across the table.

The massive ledger—hundreds of pages—landed with a thud in front of the Premier League panelists.

"You can verify it in the ledger, but the entity currently facing insolvency is Burnley Football Holdings Limited. Burnley Football Club, which falls under the Premier League office's jurisdiction, has paid all its debts down to the last penny per the original contracts. Thus, no financial fair play provisions have been breached, and since the club has fulfilled all its obligations, no actions warranting a points deduction have occurred."

Per Premier League rules, a club facing bankruptcy or financial distress is subject to a deduction.

But the entity in bankruptcy isn't the club—it's the club's owner. The club itself has paid every penny it owes.

What now?

As Helena and the legal team stared them down, daring another attack, the Premier League panelists averted their gazes. The panel chair closed his eyes with a grim expression.

"…Thanks, Amanda. It went well, thanks to you."

"…Yes, of course. Good luck to Amanda and the PIF consortium too. Let's meet next time on the pitch."

Emerging from the Premier League office, Helena ended her call. The PIF consortium's lead attorney, who'd been waiting nearby, approached her.

"That was fun today," he said with a grin, extending his hand.

Helena shook it firmly, smiling back. "I enjoyed it too."

"Thanks to you, I might finally wrap up a case that's dragged on for ages."

"Good luck," she replied.

Waving off the departing PIF legal team and attorneys with a smile, Helena hailed a passing taxi.

With the last of the unnecessary headaches cleared, it was time to focus on football.

---

Despite the defeat-like draw at Liverpool, Hyung-min decided to stick to his policy of resting key players in the Carabao Cup.

So, for the third round at Turf Moor against Wigan, Burnley fielded Ashley Barnes as the central striker, flanked by Jóhann Berg Guðmundsson and Maxwel Cornet.

In midfield, Jack Cork played as the defensive midfielder, Josh Brownhill as the central midfielder, and loanee Jacob Ramsey made his Burnley debut.

The defense featured Connor Roberts—signed in the summer transfer window and finally recovered from a long injury—making his debut at right-back. Promising youngster Nathan Collins and backup Kevin Long paired up at center-back, with veteran Erik Pieters at left-back.

Wigan, facing Burnley's increasingly signature 4-3-3 formation, countered with a 5-2-1-2 setup, emphasizing the center.

Once a Premier League mainstay but now languishing in League One, Wigan was at an obvious disadvantage against a Burnley side that had shocked the league with four wins and one draw, sitting in second place. Their strategy was to bolster defense and rely on wingbacks and a two-striker setup for counterattacks.

But Burnley's players, still smarting from being overwhelmed by Liverpool, took out their frustrations by crushing Wigan head-on at home.

[*Goal! Another goal!*]

The TV in Helena's office—where she was catching up on work delayed by her unscheduled London trip—broadcasted the Carabao Cup match via a local station.

[*This time it's Nicholas Seiwald, subbed in for the injured Jack Cork at the start of the second half! In the 56th minute, he scores Burnley's third goal, assisted by Jóhann Berg Guðmundsson's second assist of the night.*]

The commentator chimed in after the caster's shout.

[*Burnley's got a different energy today. They're out for revenge after the Liverpool game, and the squad players are running riot like they're protesting to the manager.*]

[*The standout today is veteran striker Jóhann Berg Guðmundsson—one goal, two assists, involved in all three of Burnley's goals!*]

[*The Icelandic veteran, a semi-regular last season, seems to be demanding a Premier League starting spot from the manager.*]

The commentator continued cheerfully as archive footage played.

[*This is going to give Kim some happy headaches. Jay Rodriguez was in top form through August, Dwight McNeil is Burnley's ace, and new signing Karim Adeyemi's in the mix—now Guðmundsson's throwing his hat in the ring.*]

[*Maxwel Cornet, suddenly the fifth option, might struggle a bit. Burnley splashed £12.75 million on him in the summer, so it's a shame if he's relegated to fifth choice.*]

The caster's concerned remark drew a nod from the commentator, who shifted to the game.

[*Regardless, Wigan's managed three shots so far, none on target! They're completely pinned back in their own half.*]

Meanwhile, in the home team's technical area—out of the broadcast camera's view—Hyung-min was discussing substitutions with Arthur.

"Then let's move Jóhann to the center and bring Dwight on as the left winger."

"You sure? Jóhann can handle central midfield, but he's fundamentally a wide attacker," Arthur questioned.

"It's fine. The game's already in hand, and honestly, giving Brownie a rest today is more important than winning."

If Josh Brownhill had overheard, he might've protested why he alone got a nickname instead of his proper name, but it was already entrenched in Burnley's culture. Arthur nodded.

"Got it. I've already told them to warm up, so I'll have Paulo notify the fourth official of the subs."

Nodding, Hyung-min suddenly asked, "How's Jack?"

"Simon says he'll need a thorough check. Doesn't seem serious, though."

But if the team doctor recommended further tests, it wasn't something to brush off.

Hyung-min's face darkened slightly. "Phew… I hope it's not a big injury."

Victory was nearly assured, but with a paper-thin squad, even a minor injury kept Hyung-min from fully celebrating.