Dan & Phil Part 79: calm down there bub

[alittledizzy]

Do you know what it means that Dan, Phil, and Martyn reclassified their shares of IRL Digital? I tried to google it back when I noticed it and just gave myself a headache.

What did they reclassify them to? And what were they before?

They went from them each having 100 £1 Ordinary shares, to Phil having 100 £1 Ordinary A shares, Dan having 100 £1 Ordinary B shares, and Martyn having 100 £1 Ordinary C shares. So the amounts don't seem to have changed, it's just that now they have... bonus letters? lol

[BuffyFiona]

Do you know what it means that Dan, Phil, and Martyn reclassified their shares of IRL Digital? I tried to google it back when I noticed it and just gave myself a headache.

What did they reclassify them to? And what were they before?

They went from them each having 100 £1 Ordinary shares, to Phil having 100 £1 Ordinary A shares, Dan having 100 £1 Ordinary B shares, and Martyn having 100 £1 Ordinary C shares. So the amounts don't seem to have changed, it's just that now they have... bonus letters? lol

This is absolutely not my area of expertise, however I'm pretty sure that basically this allows them to treat those share classes differently in terms of dividend payments and/or voting. If they agreed upon it, for example, more profits could go to, say, the C shares/Martyn, and then slightly less to Phil, and then least to Dan, or whatever arrangement they thought fair. Or they could just keep it all equal. Idk how corporate voting with 3 shareowners works though, especially when 2 of said shareowners are basically a singular unit anyway...

[Phantasy]

Do you know what it means that Dan, Phil, and Martyn reclassified their shares of IRL Digital? I tried to google it back when I noticed it and just gave myself a headache.

What did they reclassify them to? And what were they before?

They went from them each having 100 £1 Ordinary shares, to Phil having 100 £1 Ordinary A shares, Dan having 100 £1 Ordinary B shares, and Martyn having 100 £1 Ordinary C shares. So the amounts don't seem to have changed, it's just that now they have... bonus letters? lol

This is absolutely not my area of expertise, however I'm pretty sure that basically this allows them to treat those share classes differently in terms of dividend payments and/or voting. If they agreed upon it, for example, more profits could go to, say, the C shares/Martyn, and then slightly less to Phil, and then least to Dan, or whatever arrangement they thought fair. Or they could just keep it all equal. Idk how corporate voting with 3 shareowners works though, especially when 2 of said shareowners are basically a singular unit anyway...

That’s how I take it too. According to the Articles of Association, the only proviso that distinguishes the share classes is as you describe in relation to dividends. Voting rights remain equal and disputes are settled by simple majority.

[greenergrass]

Do you know what it means that Dan, Phil, and Martyn reclassified their shares of IRL Digital? I tried to google it back when I noticed it and just gave myself a headache.

What did they reclassify them to? And what were they before?

They went from them each having 100 £1 Ordinary shares, to Phil having 100 £1 Ordinary A shares, Dan having 100 £1 Ordinary B shares, and Martyn having 100 £1 Ordinary C shares. So the amounts don't seem to have changed, it's just that now they have... bonus letters? lol

This is absolutely not my area of expertise, however I'm pretty sure that basically this allows them to treat those share classes differently in terms of dividend payments and/or voting. If they agreed upon it, for example, more profits could go to, say, the C shares/Martyn, and then slightly less to Phil, and then least to Dan, or whatever arrangement they thought fair. Or they could just keep it all equal. Idk how corporate voting with 3 shareowners works though, especially when 2 of said shareowners are basically a singular unit anyway...

Late to responding to this, but yeah agreed with what buffyfiona said. Though I'm not from the UK so things could be different there. I'm interested in why they chose to each take different classes of shares, especially like how buffyfiona said there are only 3 of them (and they're super close). I'm so curious what the benefits of this are, and hopefully someone with more knowledge on this area can let us know.

[blackdenim]

I hope you're doing better now Glad to see you back!

Do you know what it means that Dan, Phil, and Martyn reclassified their shares of IRL Digital? I tried to google it back when I noticed it and just gave myself a headache.

Hey!

So I kind of can’t believe I’m about to type all this (and I have to caveat with the fact that I’m far from an expert, everything I know comes from the fact that I’ve set up my own limited company in the past - which was just me - and have watched my dad run/sit on the board of a slightly larger company!)

Basically what the others have said about share classifications is correct. Often they are used to specify that different shareholders should be paid different dividends

A possible reason for this is that are a more tax efficient way of paying money out of the company to a director or employee than salaries (eg, if IRL was previously paying Martyn a salary because he was doing the most work on IRL, it would make more sense tax-wise for him to have shares that paid dividends at roughly the rate of his salary/at a level related to company performance that they all felt fair instead).

There are a couple of other common reason for share classification:

• To give particular rights to particular directors (e.g as Martyn is the most active director on a day to day level, he is the only one allowed to appoint a new director/he doesn’t have to seek approval to make other major business decisions)

• To classify shares as non voting (you get no say in company decisions) and/or redeemable/non-redeemable (if shares are non-redeemable basically no one can ever ask you to sell them back to the company or another director. You can also have redeemable shares where a £1 share can be redeemed for £1 - so if Martyn and Phil wanted to buy Dan out they could do so for £100 - or a higher amount to make it harder, but not impossible, for Dan and Phil to buy Martyn out - because his £1 shares are actually redeemable at £10,000 each so they’d have to raise £1million to buy him out)
  • To protect the interests of the involved companies if the business is a joint venture (e.g to make sure AmazingPhil LTD and Daniel Howell LTD were always given equal representation on the board in the future - this could make sense if they were planning to grow their other companies (and actually it could have something to do with the fact that I believe they’ve just rolled their individual march into Dan and Phil shop? But I’m out of the loop so could be wrong)
  Here’s a tidbit of info that could excite you all! (As much as corporate law can ever excite anyone at least)... classified shares like this are often used in family companies, to extend dividends amongst family members, or for long term capital tax reasons. Eg you can issue non-voting, non-redeemable shares to your spouse or child to enable them to receive money from the company without having a say in how it’s run (or even having to work for the company). There are other long term capital tax benefits to doing this in a family business but I don’t fully understand them.
  
  Basically, as undoubtably close as Dan, Phil and Martyn definitely are, business is business and people become different when money is involved - especially large sums like the ones IRL is likely turning over. We don’t know what any of them are like in a business setting! (They may have clashed over board decisions, etc) So it makes good business and financial sense for them to protect their interests in one of the ways above - whether that’s for more efficient tax planning, to protect their individual interests or to protect their joint interests and keep everything fair and even going forwards.
  
  I hope all this made sense and didn’t just give everyone more of a headache!

[Ataraxia25]

hey @blackdenim! i'm really glad you're back!
and even if i don't know anything about taxes and stuff like that, i think your post was super clear and pleasant to read! thank youuu!

[starwatersong]

Found this funny on Twitter today. Louise knows exactly what she’s doing here...

[hello9217]

Found this funny on Twitter today. Louise knows exactly what she’s doing here...

Uh if that's true-no thanks. I can barely even watch dnp videos past 2017 because of how much they changed in that time. I don't really care what deppy of 2016 have to say; I care about what deppy of 2018 think.

[starwatersong]

Found this funny on Twitter today. Louise knows exactly what she’s doing here...

Uh if that's true-no thanks. I can barely even watch dnp videos past 2017 because of how much they changed in that time. I don't really care what deppy of 2016 have to say; I care about what deppy of 2018 think.

Definitely just her trolling Benjamin Cook. Tomska added on:

And I totally agree with you — early D&P comes with a lot of cringe for me. I’m glad I discovered them later on where I can appreciate them for who they are now (and the journey they’ve taken to get here).

[flarequake]

Maybe it’s just my back pain and tiredness, but I wish these arrogant wanks would leave Deps’ fans alone with their pisstaking, have they nothing better to do. Never hear Deps giving out to anyone else’s fanbase.

[lesterchuu]

Found this funny on Twitter today. Louise knows exactly what she’s doing here...

can i just get a healthy serving of "yikes" here? altho it makes me wonder how or whyd they even make a tweet like this? have people been bothering them about it all these years so louise made a dig at that? or is it for real? i hope its a joke

[liola]

I might be the only one not finding it funny, especially not in the times we're living, where derpy and preppy have been talking about how they realized their audience is different than how everyone else perceive them.

Was it necessary? No. And if it was fans I would roll my eyes and be gone, but when it's their peers and friends, it kind of made it taste more bitter than it should

[thestigdrivesamini]

I don’t really understand Louise’s goal for bring them up in that tweet? I thought she had grown out of mentioning them to rile the audience up.

I’m with everyone else in that I’d rather not see whatever past DnP had to say and I’m sure they feel the same way.

[Ablissa]

Umm was this interview really in 2016? Some people are saying 2013?? I can't remember anything anymore. Either way, I don't think current dnp would want him to release it now? I really hope that he doesn't. I don't want to hear or see that. Interview them again now in 2018, that I will be happy to watch.

Also @ Louise, some youtubers love to engage the phandom. Not a lot of yters, if any, have a fanbase as active and dedicated as Dan and Phil do. It annoys me to see this kind of thing - grow your own audience and rile them up, leave other people's fans alone.

[glitterintheair]

How funny, Louise! Ha. ha. ha. WHAT A PRANK AMIRITE!
No but seriously, was mentioning dnp really necessary? I understand that it's apparently the only way to make the audience interested, but still. Can people just leave them and their fanbase alone, for god's sake? Who would even care about what past!dnp have to say? I only care about the present and the future, thank you very much.

Also, seeing these kind of things from people who are friendly with dnp.. big yikes.

[intoapuddle]

It's probably just a joke about how part 2 never happened. Like a subtle jokey call-out about Ben? But it feels very like early days toxic british youtube environment where small stabs against deppy were a thing for some reason.

Louise is pretty much one of the few friends they have kept from the BC days and that in itself really makes me question who she is. I'm not a big fan of her and I wouldn't put it past her at all to be this petty but I've always enjoyed her videos with Dan and Phil.

I don't know. Maybe it's not worth it to put a lot of or any thought into it. I'm having a difficult time trying to wrap my head around the situation, or what I really think about it. But I guess what I think is that it's unnecessary, petty, and a bit of abuse of power if she tweeted it just to get a reaction out of the dnp fans.

[rizzo]

I hate everything about that tweet: the likelihood that it's a joke and not a cute one, the idea of BY2 ever happening with any of those interviews... just all of it. No thanks.

Here's this:

It's weird how quick they were about their Brazil visit. I assume/hope they did a bit of exploring yesterday (unless they were actually flying yesterday?), but even so... What a quick little hop across the ocean for a question and answer.

You certainly can't say they're not dedicated.

[kavat]

It was definitely supposed to be a joke, it's just not a very tasteful one. Not only is she using deppy for likes but also teasing Ben about something he very clearly doesn't want to do. Louise is a very good example of someone who still thinks that the phandom is only 14 year old girls with crushes on Dan and Phil. Like that awkward quote from when they met her baby, about how millions of girls were jealous. No they're not, because half of them are lesbians. Get with the times, Louise.

[fancybum]

Is everyone taking crazy pills? I'd love to see that interview footage. First of all: they looked great (yes, old hair, but whatever, they were GLOWING in the pic Ben posted). I still have feels for the old flat and would therefore love some new/old footage of them in it. 2016 was not the dark ages where they would have said anything questionable (about the audience? or? what's the concern?), if anything they might have been slightly more candid (for them) about their feelings on YT: The Company, which they're usually mostly teacher suck-ups about (minus some vague eyerolls here and there, but I want some real dirt), since wouldn't it have been ~around adpocalypse-time? (was 2015-2016-ish the beginning of that? I'm bad at linear time). They might have had some interesting things to say that, even if outdated now, I'd enjoy seeing. Also. They looked pretty. PRIORITIES.

(but also pretty sure Louise is just razzing Ben (why? why now? who knows) and thought it would be 'funny' to appeal to a known vocal audience to help her pester him for lols. I don't think there were bad intentions, but it's also just so old to be doing this. Just. Why. ALSO yes all the footage would be so damn outdated at this point, if he really had any intention of ever releasing BYT2 (I don't think he does), he'd have to re-film everything again and start from scratch (and/or use the old footage as like.. juxtaposition?) but he's so out of YT now, why would he bother or care? Basically just wtf Louise, what was the point. Maybe she'll understand more when her girls are older and involved in fandoms themselves, or maybe she will always be slightly tone-deaf.. sigh)

[noodlebum]

This is so cringe of Louise and Emma (from 13:25) (yes it is DnP related)

[rizzo]

This is so cringe of Louise and Emma (from 13:25) (yes it is DnP related)

I don't find it cringe tbh, I find this hilarious. People are totally allowed to point out how attractive someone is and there have been plenty of times when I see someone so pretty I lose the ability to talk. (I'd argue this happens at any M&G, but that's definitely more than D&P being pretty....)

Silly of them to think this wouldn't get out tho LMAO. This made me teary-eyed with laughter though, because #relatable. Thank you for sharing that.

@fancybum I think for me it's more of a thing where I envision just how much Dan would want to melt into the ground if any of that footage came out at this point, so my empathy for him overrides my want to see the footage.

I won't fight it though. If this were at all legit, like... hand it over.

[noodlebum]

This is so cringe of Louise and Emma (from 13:25) (yes it is DnP related)

I don't find it cringe tbh, I find this hilarious. People are totally allowed to point out how attractive someone is and there have been plenty of times when I see someone so pretty I lose the ability to talk. (I'd argue this happens at any M&G, but that's definitely more than D&P being pretty....)

Silly of them to think this wouldn't get out tho LMAO. This made me teary-eyed with laughter though, because #relatable. Thank you for sharing that.

Maybe I'm just cringing at the thought of this being in a public video... Sure in private who doesn't love to gossip about all the friends/celebrities you find attractive, but I'm just imagining Dan seeing this ( I know, unlikely) and getting second hand embarrassment

[Catallena]

Becoming YouTube and irrelevants taking a stab at Dan and Phil and their audience for no reason? I wasn't aware that I woke up in 2015 this morning but ok. Both Louise and Ben can kindly shut the fuck up. If Ben's inability to make BYT2 is an inside joke between them that's great, but mentioning Dan and Phil for no reason is annoying and transparant. They just do so that when we get mad they'll be able to whine about the phandom again.

Anyway, I doubt BYT2 will ever happen. It's been almost 6 years since first episode of the original BYT was released and became a hype (everyone say thank you Dan and Phil and your Oscar worthy acting talent uwu), nobody is waiting for it anymore and I'm definitely not waiting for things Deppy said in either the 2013 or 2016 interviews. And I don't think they are either.

Umm was this interview really in 2016? Some people are saying 2013?? I can't remember anything anymore.

They filmed for BYT2 twice. Once in 2013 at the YouTube Space (there's a clip of it in that trailer from years ago), but then half of UK YouTube got exposed as being creeps guilty of sexual assault and shit so I assume that made a lot of stuff already filmed unusable or irrelevant. They filmed for it again in 2016 at their flat (Ben posted a picture at the time).

This is so cringe of Louise and Emma (from 13:25) (yes it is DnP related)

Definitely a bit cringe but also... I don't think it's a secret that if Dan was into her, Louise definitely would. She's never been subtle about it imo.

[opendoor]

I think it's harmless- since Louise is Dan's friend, I can't imagine him being upset. Made me laugh tbh.

[fancybum]

@fancybum I think for me it's more of a thing where I envision just how much Dan would want to melt into the ground if any of that footage came out at this point, so my empathy for him overrides my want to see the footage.

I won't fight it though. If this were at all legit, like... hand it over.

I mean I guess I could see that? But I don't think there's any reason to believe anything in the footage would be embarrassing or anything he wouldn't want to see the light of day. It's an interview he agreed to do, with someone he worked with several times, so was choosing to sit down with him for a chat about youtube and internet culture. For like the 3rd time or more ( @ Ben). I think it's equally likely he said a lot of things he was proud of and would have been happy to have seen it released at some point (ok sure, two-almost three- years ago but ). Apart from the fact of it now being outdated/irrelevant, I don't think he'd have any strong objections (ignoring the hair situation anyway, lol).

Just! look! at! Phil!

It's definitely not going to happen, but yeah, I'd be all over it.