A Guest blog by redlichtie for TSFM
From what I can see Mike Ashley is likely to be the only game in town for RIFC/TRFC fans unless they want to see another of their clubs go through administration/liquidation.
That particular scenario potentially allows for a phoenix to arise from the ashes but on past evidence it is probably going to be an underfunded operation with overly grandiose pretensions taking them right back into the vicious circle they seem condemned to repeat ad nauseam.
Ashley has the muscle to strongarm the various spivs to give up or greatly dilute their onerous contracts and I suspect that is what has been happening behind the scenes.
From Ashley’s point of view I believe that what is being sought is a stable, self-financing operation that he can then sell on whilst retaining income streams of importance to SD.
I also suspect that he will come to some arrangement with the SFA to dispose of his interest once he has stabilised the club.
The problem for RIFC/TRFC fans is that Ashley is not going to fund some mythical “return to where they belong”, though that is beginning to appear to be the second division of the SPFL where they are heading to have a regular gig.
Like at Newcastle, Ashley will cut their coat according to their cloth. This will mean, again like at Newcastle, a mid-table team with good runs every so often. If the finances can be fixed then they will have an advantage over most other Scottish clubs but in the main we will be back to actual footballing skills and good management being what is important (pace “honest mistakes”).
With recent results and footballing style clearly those are issues that will require attention and McCoist seems likely to present RIFC/TRFC with an early opportunity to address at least one aspect of that if he continues with his current “I’m a good guy” press campaign. It may take just one unguarded comment or action and he will be out.
But will the Bears go for Ashley’s plan? So far they seem antagonistic and still cling to their belief that the world owes them a top football club regardless of cost.
If the fans don’t get behind the current entity I can see Ashley deciding the game’s not worth it and cashing in his chips. Some ‘Rangers Men’ will probably turn up and create a new entity for The People to believe in and Ashley will continue to draw in income from shirt sales and, most likely, charging fans at the world famous Albion car park which he will then own.
The upcoming AGM is crucial and from what we have seen of Ashley so far he gets what he wants.
The crushing reality about to descend on The People is that there really is no Santa Claus. A Sanity Clause, perhaps but no Santa Claus.
Tartanwulver says:
January 14, 2015 at 12:27 pm
Always educational to read through your posts eco, but might I suggest that whenever you refer to a ‘Murray’, you give a first name or initial? Sometimes I think that half of them changed their surnames just to confuse us further
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Normally I do if the context doesn’t make it clear which Murray is being referred to.
But I will take more care in future.
Giovanni says:
January 14, 2015 at 12:48 pm
Not sure of the actual mechanism, but given that neither Whyte, nor any of his vehicles, have the funds to mount a proper defence, I to have long been puzzled as to why they haven’t.
It’s the bit that makes me believe that there is actually more to this than simply Whyte being at it
Tortuous interference sounds like an English legal term if it refers to a tort- Scots law would use a different term at least and perhaps a different interpretation viva the Lex Romana – no sectarianism implied or intended
easyJambo says:
January 14, 2015 at 12:28 pm
GoosyGoosy says: January 14, 2015 at 11:04 am
Does the Creditor List in any of the BDO reports list the CW floating charge and the Close Leasing charge? Because unless CW accepted his FC was worthless this claim surely has to be legally renounced somewhere by BDO
It can`t just vanish because D&P gave an opinion that it was negated in their opinion
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From the first D&P Creditors Report:
Charges Registered Against the Company
RFC Group
14.1 It is the Joint Administrators‟ understanding that a floating charge granted to The Governor and Company of The Bank of Scotland dated 8 March 1999 (“the Charge”) was assigned to RFC Group.
14.2 The Joint Administrators have sought to clarify the level of indebtedness, if any, due to RFC Group in respect of this charge and are liaising with RFC Group in respect of this matter. Creditors will be provided with an update in due course.
Note (1) The Joint Administrators understand that, in respect of this security: (1) Group has confirmed that no debt is secured; and (2) Group has agreed to release the security concurrently with the approval of this Proposal.
As the CVA wasn’t approved it may be that the Floating Charge was never released
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
Thanks ej
IMO
Footnotes are intended to help understanding of the passage they refer to
Note (1) seems to be written as a footnote because it is not definitive like para 14.1 and para 14.2
The careful wording of Note (1) is deliberately framed as an opinion rather than a fact
So
I`m inclined to believe D&P didn`t actually have a letter from Whyte releasing the fc in the event of CVA being approved.
Since
If D&P did have a letter from Whyte releasing the fc then this would be significant news for all Creditors and certainly worthy of including in the section relating to the sale of the assets (Which it wasn`t)
So IMO
It sounds more like Green advised D&P verbally that Whyte will release the FC if a CVA is approved.
But there`s a fatal flaw in this ploy
D&P would be guilty of misleading Creditors if they did not have an fc release letter from Whyte that they could quote as definitely applicable in the event of a CVA
So
Putting this vague comment in at all only makes sense if Green had accepted liability for the fc whether he purchased under a CVA or purchased under an APA
Because
D&P would then never be put in the position of having to admit they were mistaken since the fc would disappear from the Creditors list whatever happened
Why did D&P and Green do this?
In a word
“Overconfidence”
Mentioning the release of the fc in a vague footnote in their first report is a safe (and clever) point to make. Particularly when you know that HMRC will ensure the CVA is not approved.
In their final report D&P state that the position of the secured Creditors remains the same as in their previous report. This leaves the location of the fc as possibly in the BDO Creditors List or possible deleted or possibly transferred with the assets. My money is on the latter
Someone is having fun with the Blue Pound Consultancy
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Are there not two very similarly named terms here? viz:
1. Tortious Interference (ie. a tort-based interference)
2. Tortuous Interference (ie. a long-term campaign of a negative nature – example being an orchestrated “don’t buy a season ticket” campaign, interfering with the long-term stability (I know) of a business)
Of course one could add a third
3. Torturous Interference (ie. Interference in the form of torture – an obvious example paying your money at the gate and then being required to watch football as played in 1932)
Since the birth of the Newco in 2012 there have been myriad speculations, on here and elsewhere, as to ways and means of hiving off Ibrox into a sale and leaseback scenario.
Thinking intuitively – it’s long gone isn’t it? Charles Green is miles ahead of us and always has been.
The horse bolted before the farmer had the fences built.
Famous song says:
January 14, 2015 at 6:52 am
The BBC Douglas Fraser piece referred to above does at least have a modicum of self respect. The story as it appears on the main BBC News site has RFC sold to CW, and ‘its assets subsequently liquidated.’ This is a new one on me. Not RFC, not the ethereal holding company, but the assets. Which had been sold by D & P, as administrators, in the July before liquidation, IIRC. Makes you wonder what credence you can give to the rest of the story. Or, indeed, anything that comes out of the Beeb these days.
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I have an image of players and fans turning up Edminston Drive to be confronted with a huge puddle with a set of goalposts at each side and a partially submerged statue of John Greig.
Of course this never happened but is a slightly more plausible scenario than the one described in the BBC article
Eoinel Jessi says:
January 14, 2015 at 1:32 pm
Its also one of the many things that puzzles me about the 120 day review.
If I come across an Operational Risk/Issue, which this clearly is, then I would expect to, at minimum,
Identify the source
Describe the issue in Janet & John language
Carry out an impact analysis, which would obviously look at the financial impact as well any other impacts.
Present a fully costed and resourced recovery plan, (with probably more than one option)
As far as I can make out, Wallace did bog all
Eoinel Jessi says:
January 14, 2015 at 1:32 pm
Since the birth of the Newco in 2012 there have been myriad speculations, on here and elsewhere, as to ways and means of hiving off Ibrox into a sale and leaseback scenario.
Thinking intuitively – it’s long gone isn’t it? Charles Green is miles ahead of us and always has been.
The horse bolted before the farmer had the fences built.
===================================================
If this is in fact the case then how could Deloittes have allowed Ibrox/MP to be shown as assets in the annual accounts and additionally also allow an upward value revision to make the accounts look better?
If there is now knowledge about third party ownership of these assets then surely the Board are in a very serious position and are required to notify AIM immediately and restate the accounts?
Scottish Football needs a strong Arbroath.
Maybe worth recalling the late, great Paul McConville’s excellent commentary on Duff & Phelp’s incredible decision to value the freehold assets of RFC PLC RIP at next to nothing:
https://scotslawthoughts.wordpress.com/2012/07/11/duff-phelps-july-report-re-rangers-football-club-plc-review-part-1-incredible-shrinking-fixed-assets/
These were then, D&P told us, sold to “Sevco”.
Incidentally, Green on a couple of occasions mentioned that Sevco Scotland had bought “the history and certain of the assets” of RFC.
There was also a peculiar turn of phrase in that referred-to D&P report about the value of the properties after “two years”.
Why the significance of two years?
Could we be about to find out?
oddjob says: January 14, 2015 at 12:58 pm
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I ignored that reference to a Floating Charge post 2003, as it is a standard paragraph which sets out the priority of creditors and goes on to state that it didn’t apply in the Liquidation of RFC 2012.
scapaflow says:
January 14, 2015 at 1:47 pm
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Eoinel Jessi says:
January 14, 2015 at 1:32 pm
Its also one of the many things that puzzles me about the 120 day review.
If I come across an Operational Risk/Issue, which this clearly is, then I would expect to, at minimum,
Identify the source
Describe the issue in Janet & John language
Carry out an impact analysis, which would obviously look at the financial impact as well any other impacts.
Present a fully costed and resourced recovery plan, (with probably more than one option)
As far as I can make out, Wallace did bog all
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like the rest of them ,he got paid plenty then got out of dodge
Eoinel and Scapa,
I am increasingly of the same opinion as you Eionel and whilst the mechanism of how it was done is fascinating, fundamentally it is the impact that interests me most. IF IF IF such a deal was in place, then if Sevco have been working towards somehow buying the assets back (running up the deficits in the process) I could at least understand if not necessarily accept Wallace giving it a wide berth in the report. If however the deficits were simply a result of rent, with no possibility of the buy back option occurring then you would have thought it worthy of a passing mention at least.
Also worth bearing in mind that Rangers FC Group Ltd, Craig Whyte’s “holding company” (previously Wavetower) had a Fixed and Floating Charge recorded on March 24, 2012, in favour of Liberty Corporate Ltd (director: Craig’s dad Thomas) “Over The Undertaking and All Property and Assets Present and Future, Including Goodwill, Bookdebts, Uncalled Capital, Buildings, Fixtures, Fixed Plant & Machinery”.
This was recorded before the Sevco deal was done.
Now, what “property and Assets” of RFC PLC RIP could Rangers FC Group lay claim to?
futbol says:
January 14, 2015 at 2:05 pm
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@neepheid – I think that’s the link to your current account!
Just goes to the Smile landing page however. Your secret RIFC transactions are safe. 🙂
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Cheers!Thank goodness for that. If you only knew my Level 8 secret PR identity!
Eoinel Jessi says:
January 14, 2015 at 1:32 pm
Since the birth of the Newco in 2012 there have been myriad speculations, on here and elsewhere, as to ways and means of hiving off Ibrox into a sale and leaseback scenario.
Thinking intuitively – it’s long gone isn’t it? Charles Green is miles ahead of us and always has been.
The horse bolted before the farmer had the fences built.
===================================================
redlichtie says:
January 14, 2015 at 1:50 pm
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If this is in fact the case then how could Deloittes have allowed Ibrox/MP to be shown as assets in the annual accounts and additionally also allow an upward value revision to make the accounts look better?
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Thinking out loud and prepared for a flurry of TDs! But….
The phrase that’s always used is “sale and leaseback.” But what about “lease and leaseback?”
Would it be possible for the director of a company to assign a third party the long term lease of a major asset (for a nominal sum) and for that third party to then rent the use of that asset back to the legal owner for a much larger fee? The architect of such a deal might also take care to ensure that the legal owner was also responsible for ongoing maintenance.
In this scenario would the assets not stay on the balance sheet of the aforesaid company even as they were, in reality, being leased from the aforesaid third party?
In the world of financial skullduggery would such a wheeze possible?
Might this be the source of the large invoice that landed on Mr Somer’s desk last week?
Apologies if such a speculation is distracting and wide of the mark.
Nick,
I couldn’t hazard a guess. But if you were to push me, as a complete shot in the dark, you have to guesstimate at ….
Anything over and above that damn personal guarantee your erstwhile son signed a while back!
http://thecelticblog.com/2015/01/articles-and-features/the-silence-at-sevco
Here is the link I meant to post earlier.
Smugas says:
January 14, 2015 at 2:22 pm
“if Sevco have been working towards somehow buying the assets back (running up the deficits in the process) I could at least understand if not necessarily accept Wallace giving it a wide berth in the report.”
That would be a plan worthy of the Great Wil E Coyote, if you presented such a quality plan to me, you’d be clearing your desk shortly afterwards
The big charge against Wallace, is really very simple. In order to save significant money long term, you need a change management plan, and, that plan needs, an often, significant budget. Wallace never produced a plan, because he couldn’t set aside the budget required to fund one. It was a sham, from start to finish
The biggest mystery for me in the whole Rangers saga is why Craig Whyte wasn’t aware of the Sevco 5088 to Sevco Scotland switcheroo.
The TRFCL minute of 31 October 2012 makes it clear that the 8 Original Investors were aware of the switch taking place prior to 14 June 2012 and yet nobody mentioned it to CW.
The original shareholders who raised £5.5 million to buy Rangers business and assets from D&P were:
These shareholders had invested on the basis that Sevco 5088 would be the purchasing vehicle for Rangers and their share placing letters were in the name of Sevco 5088 Ltd which had paid £200k to be the exclusive bidder.
The Board Minute states:
However prior to the APA on 14 June these Original Investors apparently – according to the Board Minute – gave their ‘oral consent’ to the Sevco 5088 Ltd directors for the switcheroo of their dosh from that company to Sevco Scotland Ltd allowing it to purchase the Rangers assets and busisness. We don’t have a date for the alleged verbal agreements.
But we do know – from the Board Minute – that the decision to set-up Sevco Scotland Ltd was only made by the directors of Sevco 5088 a fews day prior to the APA being concluded on 14 June 2012. So it was a tight timeline. Or was it?
Companies House shows that Sevco Scotland was incorporated on 29 May 2012 much earlier than the Board Minute suggests. And it’s worth noting that Charles Green was the sole director until 29 June when Ahmad, Stockbridge and M. Murray joined him.
So who was in charge at Sevco 5088 Ltd? Well it was incorporated on 29 March 2012 and Green was registed as a director at Companies House on 4 May 2012. I am not dealing in detail, at this point, with the submission a year later of directorship details for Whyte and Earley as that opens other issues.
It’s quite clear that Charles Green appears to have been the sole director at Sevco Scotland Ltd and Sevco 5088 Ltd and the only person who could have signed the APA on behalf of Sevco 5088 and Sevco Scotland Ltd on 14 June 2012.
Let’s just remind opurselves who signed the APA on 14 June 2012: Sevco Scotland Ltd; Sevco 5088 Ltd; RFC2012 plc and the Administrators of RFC 2012 plc.
Well the two Sevcos are Green. RFC2012 plc and the Administrators are D&P. Does anyone know who actually signed the agreement on behalf of the Administrators because I seem to remember that Green was ’employed’ by them in some sort of way? Shurely not?
Another niggle I have about Sevco 5088 is why was it necessary on 14 June 2012 for Green to pass Resolution 11 – disapplication of pre-emption rights? Possibly doesn’t mean a lot but I don’t think Charlie does anything that doesn’t mean something.
We should never forget, that Rangers are heading into year three, facing largely the same issues they faced at the start of year one, because their inability to properly fund the current day to day, prevents them funding any meaningful re-structuring.
They are trapped, in a totentanz, and without a major cash injection, ring-fenced for re-structuring, they are fecked.
Still struggling with this deed on novation thingy
If D&P agreed to sell the assets to Sevco 5088 and instead sold them to Sevco Scotland then there is a deed of novation or their isn’t.
If not then D&P have sold to the wrong party to the exclusion of others who were around at the time. All their public statements re preferred bidder etc must have been false.
Therefore either the Insolvency Practitioners authorities should be on the case or the Blue Knights/Brian Kennedy and the last minute Walter consortium, that included the new sharehlder Douglas Park, should be looking for explanations. However the latter seem to have given D& P a clean bill of health at present and thew BK/Kennedy and Smith/Park have said nowt. Why would this be, surely getting worked over in such a simple manner would be worth pursuing for these knowledgeable business men and Rangers men ?
If D & P worked a flanker with Green or just were incompetent then the footballing authorities would have no reason not to believe everything was above board when the application to join the professional ranks was received from Sevco Scotland (was it they who applied?. Was it really their job to go chasing up how the company applying actually came into being? Some would argue yes but I think that is stretching it a bit albeit things may yet come home to roost.
As usual the lack of transparency results in a whole lot of theories but the matter could turn out to be very much simpler. However given the pantomime who knows!!
It’s just like old times. The more things change the more they stay the same.
The old floating charge making a reappearance. i remember this being discussed to death on RTC with wildly varying opinions ranging from it being an irrelevant red herring to the key to everything. I could never dimiss it as irrelevant as Whyte wouldn’t have bothered with it otherwise.
The Murray ‘Empire’ (copyright MSM) collapsing. It is a disgrace how little coverage has been given to the asset purchases by the Murray family. Given that the majority of the debt is owed to a taxpayer owned bank who never should have lent the money in the first place, it is an entirely unsatisfactory situation. Coupled with the massive hole in the company’s pension scheme, this should be much bigger news. i can’t think of a bigger Scottish company scandal in recent times yet its barely a footnote in the MSM. On RTC and here, most could have predicted years ago that the only way it was going to end for Murray was liquidation.
Meanwhile an American with no previous interest drops his ‘takeover bid’. sounds eerily familiar too.
Craig Whyte in court again.
A team at Ibrox playing poorly, the company’s cashflow situation grave.
The more things change………..
scapaflow says:
January 14, 2015 at 2:53 pm
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We should never forget, that THE Rangers are heading into year three, facing largely the same issues they faced at the start of year one, because their inability to properly fund the current day to day, prevents them funding any meaningful re-structuring.
They are trapped, in a totentanz, and without a major cash injection, ring-fenced for re-structuring, they are fecked.
_____________________________________________
Fixed that for ye 😉
ecobhoy says:
January 14, 2015 at 2:45 pm
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The biggest mystery for me in the whole Rangers saga is why Craig Whyte wasn’t aware of the Sevco 5088 to Sevco Scotland switcheroo.
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i think he probably was aware but couldn’t do much about it. He couldn’t be publicly involved. At that point it had to be a secret. I think this was what Green banked on.
wottpi says:
January 14, 2015 at 2:54 pm
Still struggling with this deed on novation thingy
If D&P agreed to sell the assets to Sevco 5088 and instead sold them to Sevco Scotland then there is a deed of novation or their isn’t.
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If you read my post above I think it addresses that issue.
Put simply Green was the only director in Sevco 5088 and Sevco Scotland so if he wants to change which company purchases Rangers it’s down to him as he holds the legal power to commit both companies as sole director.
However he had a slight problem with Sevco 5088 because the original investors who raised the £5.5 million to buy Rangers had share placing letters which stipulated Sevco 5088 Ltd as the exclusive purchaser for the Rangers assets and business.
These letters obviously protected their investment.
That’s why there’s this curious ‘oral agreement’ and I just can’t get Bill Clinton out of my head on this one – whereby the Sevco 5088 allegedly agreed to a switch of purchasing vehicle to Sevco Scotland possibly even on 14 June 2012 when the Asset Purchase Agreement actually happened.
The question is IMO: Did these verbal agreements happen or were they investors presented with a fait accompli?
I don’t actually no whether ehen 1 individual is the sole director and shareholder in 2 private limited companies whether a deed of novation is required.
Did D&P insist on a Deed? It would certainly seems a sensible belts & braces approach.
Perhaps a deed of novation was drawn-up which required the subsequent signatures of the 8 original shareholders to be appended to it because it was iompossisble to get it done in the tight timertable I have illustrated in my post above.
Were those signatures ever obtained or just water under the bridge?
Who knows I suppose there’s a possibility that a couple of these original investors might have used their non-agreement to the switch as a means of exerting pressure on Rangers.
Maybe they were hard of hearing and didn’t understand the oral approach being made 😆
Resin_lab_dog says:
January 14, 2015 at 3:19 pm
I can see the OC/NC argument from a rational perspective,but, I can also appreciate the purely emotional perspective that fans have.
For an awful lot of people, the team playing in blue at Ibrox is Rangers, and it is part of their own personal identity, no rational argument based on business law/regulation is going to change that.
ecobhoy says:
January 14, 2015 at 10:15 am
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enough is enough says:
January 13, 2015 at 11:25 pm
Can any of the legal types in here tell me how I can sue for breach of copyright?
https://www.facebook.com/SonsOfStruth/photos/pcb.1583777108520078/1583775601853562/?type=1&theater
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I’m not a ‘legal type’ as I try to give direct opinions
However before taking any legal action for breach of copyright you have to establish whether any copyright exists wrt the work in question.
That, in this case, means establishing the creator of the work and also when it was created. That’s the basic info required and will provide a pointer to other relevant issues to determine whether copyright protection still applies to the work.
I assume you are referring to the background image which appears to possibly have begun as a painting which may have been subsequently photographed/copied and it certainly isn’t modern.
However if it is copyrighted and as it involves Rangers perhaps the simplest approach is to contact Ashley as he is alleged to have quite a few copyrights involving Rangers
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It’s more to do with SOS stealing my moniker 🙂
wottpi says:
January 14, 2015 at 2:54 pm
Still struggling with this deed on novation thingy
++++++++++++++++++++++++++++++
I was asked to do a follow up piece to the call to SSB last night and below was posted elsewhere. I thought it may be useful for occasional visitors to TSFM. Hopefully is shows my thinking and lays things out logically. I cannot stress enough how important this single point in time is to the Sevco / Rangers saga. It colours everything that has happened since. There will be nothing new for regular readers.
Deed of Novation – the Key to the Sevco Saga
Bit of a history lesson to start.
Sevco 5088 Ltd were the acquisition vehicle who had a binding contract with Duff & Phelps to purchase the Rangers assets. The Directors of Sevco 5088 are believed to be Charles Green, Imran Ahmed, Craig Whyte and Aiden Earley. As we now know, Sevco Scotland Ltd ultimately bought the assets. How does this happen? Legally, a 3-way agreement had to be put in place which Duff & Phelps (as Administrators of Rangers Football Club plc) and the Directors of Sevco 5088 and Sevco Scotland signed. All parties would have a copy of this, so too would the lawyers involved in drawing up the agreement. The details of that agreement remains a secret to this day.
The new Rangers is unable to utilise their major property assets to secure much needed funding. If negligence or criminal activity has hindered the business then the Rangers Board should pursue this in the courts. If, as we are (ridiculously) expected to believe, Charles Green cheated Craig Whyte then it is obvious he is the one to pursue. If Duff & Phelps have failed in their duties then a pretty penny will be waiting for Rangers thanks to the professional indemnity insurances Duff & Phelps no doubt have. The issue over the property transfer remains in the Accounts and remains a hindrance to the business. No action has been taken to resolve this. Why have the Directors taken no action? Directors have a fiduciary duty and there is a clear failure here. Maybe the next bit will explain ….
Pinsent Masons were expensively employed to find the answer to this problem. They returned the good news that Craig Whyte had no connection to Sevco Scotland / The Rangers Football Club Ltd. The right answer …. to the wrong question. There was never any doubt that Craig Whyte had no involvement in the current corporate structure. The real questions was deliberately sidestepped – how did the assets move from Sevco 5088 to Sevco Scotland, on what terms, and who was involved. It was an opportunity lost. The only possible assumption is that the Directors of Rangers, and their hidden foreign investors, had blocked any meaningful investigation.
It was an obvious whitewash. Amazingly, some people were stupid enough to proclaim this a victory. The Rangers fans have since asked why the Board don’t want money from King, the Three Bears, or Sarver. The Sarver offer was overly generous for a failing business. Only Ashley and the Easdales, original investor and proxy to the foreign investors respectively, are allowed into the inner circle. Ashley has no interest in the fate of the football club beyond his Retail venture being secure. The motivation of the Easdales is likely vanity, who can say.
I do not know what the terms of the Deed of Novation are. They are likely to benefit the Directors of Sevco 5088 in some way. We may be talking rental income, sale and leaseback, purchase agreements, loans and interest, a combination of these, or anything else you can imagine. The recent news that Rangers suddenly need significantly more money than previously thought, and immediately, points to some “legacy issue”. Other commentators have suggested this relates to “off the books” (secret) arrangements. That arrangement, I believe, is the Deed of Novation.
Why is this important? Simply:
– The transfer of rights to purchase the assets of Rangers is the single most important point in time in this saga.
– Every action since by the Rangers’ Boards and Original Investors has been taken to keep these details secret.
– This agreement will be in writing and copies will exist.
– The terms of the agreement will make the motivations of the original investors clear.
– The terms of the agreement will make clear what the endgame is likely to be.
– The Scottish mainstream media are afraid to ask the right questions.
– The Rangers fans too, it would appear, are afraid to ask the right questions.
Does Craig Whyte still have a claim over Rangers? Will this asset “switcheroo” come back to haunt Rangers? Maybe … probably. The only thing I can say with certainty is this will keep a number of Law Firms in Scotland and elsewhere busy for many years to come. I heard recently is may take 10yrs to sort out this mess. There will be winners and losers.
Non-Rangers fans are looking on in bemusement or amusement. Rangers fans appear not to be looking at all, or looking in the wrong places. What Ally or Walter or any of the past players think about anything is irrelevant. The SMSM need to step up and ask the real questions. The Rangers fans may be sleepwalking into oblivion.
@wottpi
I should have added in my earlier post that the TRFCL Board Minute of 31 October 2012 states:
I have added (Sevco Scotland Ltd) after ‘Company’ to ensure there is no confusion.
But it’s interesting that it talks about providing ‘written consent’ to the change of purchasing entity from Sevco 5088 to Sevco Scotland.
Total silence on the oral consent given by the 8 Original Investors – that seems to have slipped off the radar and been replaced by possibly Green’s assurances. I’m sure D&P must have been satisfied because they agreed to the switch.
But legally could Sevco 5088 provide valid legal consent from its 8 Original Investors if they only provided oral consent or possibly not even that?
enough is enough says:
January 13, 2015 at 11:25 pm
It’s more to do with SOS stealing my moniker 🙂
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What can I say other than it defo proves it’s all down to perception 😆
Enough is enough said
“It’s more to do with SOS stealing my moniker :-)”
This pair might want to sue you
https://www.youtube.com/watch?v=QsY066wa08E
A piece on Sevco 5088 which takes it beyond June 2102 and traces the belated emergence of Whyte and Earley as original directors.
This, of course, ties back to the TRFCL Board Minute of 31 October 2012 when it states that the ‘directors’ of Sevco 5088 Ltd received ‘oral consent’ from the 8 Original Investors in Sevco 5088 to agree to the transfer of the exclusive right to purchase Rangers to Sevco Scotland Ltd.
Did Whyte and Earley take part in that exercise and, if so, why?
https://scotslawthoughts.wordpress.com/2013/09/09/mystery-directors-and-the-rangers-sevco-5088-switcheroo-by-ecojon/
Grant Russell @STVGrant 5m5 minutes ago
Rangers have lost appeal to SFA judicial panel against £250,000 owed to SPFL on EBT commission. Club to take matter to arbitration.
The club = brand in action
ecobhoy says:
January 14, 2015 at 2:45 pm
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Seems simple enough when you listen to Charlotte.
Green agrees with Whyte to transfer assets to Sevco5088.
Green agrees Whyte will have beneficial interest in Sevco5088. Directorship forms and share forms are signed but not submitted.
Whyte is left off because D&P can’t transfer to an undertaking with Whytes involvement because SFA won’t licence the club in those circumstances.
Green pulls a fast one and sees the assets into Sevco scotland. Whether they go through Sevco 5088 is irrelevent.
As am officer and signatory of Sevco 5088, Green could legally act for the company and agree to waive sevco 5088 rights in the liquidation in favour of sevco scotland. Or he could simply transfer the assest to sevco scotland from sevco 5088. If he had the authority to do either, he had the authority to do both. If he had the authority to do neither, he had the authority to do neither.
Did he act properly?
The issue is not how the assets came to be in sevco scotland, its about the fiduciary duty of charles green w.r.t. the agreements he entered into, including not disposing of company assets at under value.
If Charles green acted improperly as a director w.r.t. Sevco 5088 – and it is difficult to argue how waving away a favourable agreement, then he is potentially personally liable. The man owns assets. Including TRFC shares or proceeds thereof.
And if he did so without the authority of the other directors, the agreement might not even be legal on a prima facae basis.
However whether the agrrement was legal on a prima facae basis or not may be irrelevent
Not only is Charles Green in doo-doo, but sevco scotland – the beneficiary of his possible -calling a spade a spade – fraud, under the unjust enrichment laws. How much the Directors of Sevco scotland knew under the circumstances is moot in law, because unless they could argue that they were unaware of teh unjust enrichment and the assets have been subsequent disposed if in good faith and reasonable action, then they are still liable for restitution. And since Charles Green was a director of the beneficiary, it would be hard for sevco scotland to claim they did not know of the unjust enrichment, and impossible after Whyte’s LBC.
I think unjust enrichment could be made to apply to TRFC even if Charles Green acted with technical legal authority, but improperly, because the Sevco 5088 shareholders were unjustly denied and the Sevco Scotland shareholders were unjustly enriched thereby.
That is all that needs to be shown, as far as I can see.
bfbpuzzled contributed this here last Sunday, suggesting a possible means whereby the Ibrox/Murray Park could still be shown legally in the accounts (so far…)
bfbpuzzled says:
January 11, 2015 at 2:12 pm
” if one were an accomplished spiv it would be quite easy to structure such a sale and leaseback to circumvent the need to mention it at the IPO. It could be theoretically under discussion at the time of the IPO but what might be regarded at the tentative stage so did not need declaration. However the date of entry under the lease might be earlier than the date of ‘ conclusion of previously tentative negotiations’. There are also spiv friendly possibilities to avoid registration of the lease.
a lease might not be for the stadium but the land on which it is built with an option to convert that to a lease of the entire property with rent for the previous three years to be paid. so £1 per year for the land followed by £6.5 million if the landlord takes up his conversion rights.
Enough speculation. My dual surveying/theology qualifications are both curse and blessing “
Scapa,
Again highlighting that Charles had no apparent reason to sign (sevco) up to the oldco liability. So why do it? What did he get in return? (and as an aside, 11 years of unfair funding practises leading to a fee of Tore Andre Flo’s finger pretty much sums it up).
And, Scapa again
I wonder if Belchester Rovers were to get promoted from nowhere on the back of questionable financing, and then proceeded to win the league for the next 11 years thus depriving those same emotionally attached fans of a valuable CL place, by simply buying a squad and liquidating out of debt incurred each season, if they would understand it better then?
beatipacficscotia
Great piece.
Great help.
You should be scripting more frequently with the great and good.
Smugas says:
January 14, 2015 at 4:15 pm
not denying the justice in the argument, but, you are dealing with people’s identity, which is a fundamentally irrational thing and folk keep expecting a rational response.
Isn’t the simple answer that Green signed up to the 5 way as a quid
, for an expected SFA/SPL pro quo. The payment of all football debts, as part of a package that was supposed to, at worst, see them in division one. The SFA/SPL were unable to deliver, take a bow there fans, one could argue that Rangers might have a cause of action against the SFA/SPL for that 
With hindsight, It might have been better to take the hit from the Rangers support, on “losing” a few titles, they would, I believe, have remained in the Premiership, and given how Green sold the same club routine, he could easily have sold “paper schmaper, we won those titles on the pitch”.
But, we are where we are.
It seems to me at the very least that there has been a failure to inform creditors who were voting on the CVA .
There is an obligation on behalf of the administrators to fully detail all aspects of the offer to be voted on . The CVA offer letter made it clear that the offer to be voted on had Sevco 5088 as contractual preferred bidder, either through acceptance of the CVA or if it failed through a contractual offer to purchase assets.
Duff and Phelps , as far as i am aware , at no time informed creditors that they were actually voting to sell the assets to Sevco Scotland. My understanding is D&P should have issued a failure certificate if Sevco 5088 were unable to fulfill the terms of their contractual obligations to purchase the assets .
There was no failure certificate issued. Therefore creditors voted on an offer that was not accurate or detailed. The similarity in names is irrelevant.
Its like being asked to vote on an offer where the contracted party is Nike only to find out after you have voted on a proposal where the contracted party was actually the Auchenshuggle Trackie Company.
Barcabhoy says:
January 14, 2015 at 4:37 pm
MCR do seem to be at the heart of this, I wonder how the senior management at D&P view these legacy issues
Scapa
My recollection although it is a while since I looked at the stuff was/is that there was an extra step revealed by Charlotte. That was, that having failed to deliver the premiership place that Green then demanded that sevco would settle for the football debts plus a fine on the basis that it was a/relatively low (although whether he would ever have paid it is another matter, in which case, given the “close to match fixing” gravity, why not make it £25m for effect) and, more importantly, b/ that the SFA/SPFL agreed that the matter would end there, that they would not pursue RFC in whatever format further (this was before LNS remember) and in return RFC agreed that they would not pursue SFA/SPL for any actions taken to date.
Barcabhoy says: January 14, 2015 at 4:37 pm
————————-
Following up on your points above, D&P issued a statement on 12/06/14 when it became known that HMRC would reject the CVA proposal. There is no mention of Sevco in the statement, only the Green Consortium”
“As a result of this decision, the Sale and Purchase Agreement in place with the consortium led by Charles Green will take effect and Rangers Football Club will continue within a new
company structure.”
“It has also been made clear to us that other offers tendered for the Club, which took the form of a CVA, would have been treated in the same way and that the rejection is not a reflection of the Green consortium bid.”
“As we have stated previously, there is a binding contract between ourselves as administrators and Charles Green, who is leading a consortium to acquire the Club.”
“That transaction will be completed within a few days. The sum payable to creditors will be £5.5 million, most of which has already been paid over to us by the Green consortium.”
—————
Another report presented by D&P to the Court of Session on 20/06/12 which details the result of the CVA vote lists Charles Green as having represented Sevco Scotland at the Creditors meeting (CVA vote) on 14/06/12.
———————-
What could be significant is the statement “The sum payable to creditors will be £5.5 million, most of which has already been paid over to us by the Green consortium.”. Now the CVA settlement was meant to be a loan, while the Asset Purchase was supposed to be a cash transaction. Why would most of the money have been handed over in advance of the CVA vote?
First time poster, but a long time lurker on RTC, SLT & here. Grateful thanks to the regulars for their erudition & knowledge.
A quick question about MIH & the liquidation of parts thereof, including Murray Group Holdings Ltd., which was the vehicle for the EBTs, I believe.
Will the liquidators pursue the recipients of those “loans” as outstanding monies due to creditors, or am I barking up the wrong tree?
http://www.dailyrecord.co.uk/sport/football/football-news/rangers-lose-appeal-against-250k-4978810
Ducks are lining up.
Perfect excuse for missing this months payroll.
Blame the SPFL/SFA… “It wuznae us…. they’re all out to get us!”
Should chime perfectly with the blue nose paranoia element.
This may also explain the crazy doncaster ‘same club’ assertion previously. £250K would be quite a fillip to the SPFL management bonus pool, no doubt.
Doncaster always seemed to care far more about TV revenues than the good of the game, that is clear.
The BBC Article by Douglas Fraser
…”Significant achievement’
At least as interesting is who’s buying these assets. Step forward… the Murray family. It has a 70% stake in MIH, but it also owns other vehicles for buying fire-sale assets.
For the majority of assets in the the Murray Estates property portfolio, MIH received what’s called “an unsolicited approach from the Murray family”.
We’re told the discussions between the new family firm and the firm controlled by the family were protracted.
At the end of this tale of woe, perhaps the strangest bit is that Sir David Murray presents it as a sort of triumph: “In the prevailing economic conditions since 2009, the delivery of the numerous asset disposals and debt reduction programme represents a significant achievement and a very credible performance.”
I wonder if HMRC or BDO are keeping an eye open
What was the phrase again
. . . Something “alienation”. ???
smugas, you got mail
scapaflow says:
January 14, 2015 at 3:23 pm
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Resin_lab_dog says:
January 14, 2015 at 3:19 pm
I can see the OC/NC argument from a rational perspective,but, I can also appreciate the purely emotional perspective that fans have.
For an awful lot of people, the team playing in blue at Ibrox is Rangers, and it is part of their own personal identity, no rational argument based on business law/regulation is going to change that.
___________________________________________________________
This is true. Many christian fundamentalists believe the Garden of Eden story.
They are entitled to hold their views. They are entitled to tolerance for their views, but this does not mean the views are worth my respect.
And they are not entitled to silence the evolutionists.
Contradiction. Confusion. Incoherence.
The (predictable) results of having one foot in the real world and the other in a bizarre fantasy.
Another day … another example of warped, Sevco thinking …
http://thecelticblog.com/2015/01/blogs/my-name-is-norman-i-am-a-rangers-fan
easyJambo says:
January 14, 2015 at 5:05 pm
———————————————————————
I have never actually seen this before as far as I can remember.
Again it’s a question of what the words mean. What ‘binding contract’ do they have with Green?
The only binding contract I know of was the one with Sevco 5088 as exclusive purchaser of the Rangers assets and business.
In any case it wasn’t a consortium by that stage but a private limited company in which the consortium members had become shareholders.
OK that exclusivity was transferred to Sevco Scotland but the argument remains the same. Interesting that this ‘consortium’ isn’t mentioned as having signed the APA. Where did it disappear to?
Everywhere you look it’s a play on words.
Brogue Cabal Loses Critical Mass
Like a binary star, the motions and motivation of the SFA are bemusing to the naked eye – sometimes wobbly and erratic, sometimes orderly and rectitudinous.
The £250k EBT fine is a case in point. Having swept enough mess and mass under the carpet to form a celestial body, the SFA are now getting all straight laced and prickly about payment of the laughably insignificant fine. Insignificant that is, if you are not entirely boracic. Yes, what was intended to be the lightest of wraps on the knuckles and a friendly “don’t get caught again” is now a whirling big black hole. If the SFA persist, there are five outcomes with considerable mirth potential: The SFA could:
1) pull the plug on the club by withdrawing / suspending membership
2) hang on to the cash and push them into administration
3) demand its rights under the Five Way Agreement at arbitration, outing the FWA
4) touch its toes and say aaargh once again
5) spin things out until events overtake their claim and wash their hands
Your guess is as good as mine as to which it will be – but – and it is a big but – I definitely detect that the Rangers faction at the SFA have less room for creativity. amnesia, sub-standard filing and downright brass neckedness that they have demonstrated in recent years. Call it an unseen hand, call it a conspiracy, or call it waking up to the person implications of blindingly obvious mis-governance – my belief is that the cosy brogue cabal has lost critical mass on the sixth floor and is being pulled off centre slightly less by its desire to openly serve the one above the forty-one.
http://www.dailymail.co.uk/sport/football/article-2910182/Rangers-set-continue-fighting-250-000-fine-undisclosed-payments-despite-losing-appeal.html?ITO=1490&ns_mchannel=rss&ns_campaign=1490
ecobhoy says: January 14, 2015 at 5:56 pm
I have never actually seen this before as far as I can remember.
—————————
http://www.rangers.co.uk/news/headlines/item/1310-administration-statement
Just watched on bbc reporting scotland , ” 3 of murrays company’s involved in dispute with hmrc ,are in liquidation and will. , Wait for it.
“Cease to exist ”
Strange they know exactly what it means when they want to……
ecobhoy says:
January 14, 2015 at 5:56 pm
The only binding contract I know of was the one with Sevco 5088 as exclusive purchaser of the Rangers assets and business.
In any case it wasn’t a consortium by that stage but a private limited company in which the consortium members had become shareholders.
===============
Were the cosortium members ever shareholders of Sevco5088?
I thought the original plan was that they would become shareholders in that company, but before that happened, the great switcheroo took place, and they ended up with shares in Sevco Scotland instead, following telephone agreements (allegedly) with Charles Green.
Or am I wrong?
Just catching up so sorry if someone has given you the answer.
torrejohnbhoy(@johnbhoy1958) says:
January 14, 2015 at 10:02 am
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Carfins Finest says:
January 13, 2015 at 7:42 pm
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Heard a few adverts on radio clyde this evening for a group called ‘Rangers First’ and asking fans to help them buy as many shares in the Club as possible to aid some soret of fan ownership. Strange how things become very blurry with time. I don’t believe that shares in the club are available as they have never been floated on any stock exchange. The Company on the other hand….
=========
Heard this ad a few times yesterday.I was thinking the same thing.Surely the Rangers First folk should be pulled up for misleading advertising and the Radio Clyde ad dept should have checked this out.
I was also wondering how much it costs to run ads like this on the radio.Enough to buy a right few thousand shares,I’d imagine.
Rangers First director Ricki Neill
Rangers First announced last week that Jim McColl had given the group his 10,000-stake in the Ibrox outfit.
It already has 2,650 signed-up members making monthly donations which are used to buy shares and hopes to convince more supporters to join up after forking out £2,000 on a radio advertising campaign.
😮
Scapa,
Struggle to do linkey things
Try this. http://www.thefrontofthebus.blogspot.co.uk/2014/04/rangers-werent-only-ones-to-issue-side.html
IMHO there were two of these. If you don’t pursue us we won’t pursue you beyond the realms of what we’ve already agreed. The 5WA was a red herring, the LNS a done deal.
I have been talking about the novation or non novation of the binding agreement between Sevco 5088 to Sevco Scotland for a long long time and I have always held the view that this particular phase of the transaction might be a smoking gun. I have pasted some documents which might clear some things up. Charles Green was appointed a director of Sevco 5088 on 4th May 2012. The company was governed by a completely standard shareholder agreement and articles of association. The next relevant date in my eyes was the director AP01 forms accepted by Companies House… dated 12th Aril 2013 but crucially backdated to 9th May 2012 for Mr Whyte and Mr Earley. This gave Chuckles five days only as the sole director of Sevco 5088….after that he was subject to the articles of association and the voting power of Whyte and Earley. It has always been my opinion that Whytes pay off, and remember thus far he has not had much of a deal, was to be a full, but very silent partner in Chuckles deal. As ever, however, there was a fall out as Chuckles and Imran believed,certainly correctly, that they had done all the investor sales and that Whyte was thus expendable. I think by looking at the investors you will see that they are all Chuckles/Imran related. The switcheroo took place without Whyte and Earleys knowledge…as they were not the ones with investors ears and could not be by dint of their “secret” status. The fraud was then perpetrated and Whyte was threatened with the fans by Chuckles. Whyte then decided to play a much longer game in the hope of a walking away fee from Chuckles or RIFC. The game is still in play which is why all the attempts to strike off Sevco 5088 have failed. Someone does not want the company and its audit trail to die!
Document Description
GAZ1(A) 16/12/2014 FIRST GAZETTE NOTICE FOR VOLUNTARY STRIKE-OFF
AD01 10/06/2014 REGISTERED OFFICE CHANGED ON 10/06/2014 FROM
35 VINE STREET
LONDON
EC3N 2AA
SOAS(A) 29/04/2014 VOLUNTARY STRIKE OFF SUSPENDED
GAZ1(A) 04/03/2014 FIRST GAZETTE NOTICE FOR VOLUNTARY STRIKE-OFF
AR01 19/02/2014 17/02/14 FULL LIST
LATEST SOC 19/02/2014 19/02/14 STATEMENT OF CAPITAL;GBP 1
DS01 18/02/2014 APPLICATION FOR STRIKING-OFF
TM01 14/02/2014 APPOINTMENT TERMINATED, DIRECTOR LAW FINANCIAL LIMITED
TM01 14/02/2014 APPOINTMENT TERMINATED, DIRECTOR CRAIG WHYTE
TM01 14/02/2014 APPOINTMENT TERMINATED, DIRECTOR AIDAN EARLEY
AP01 13/02/2014 DIRECTOR APPOINTED MR CHARLES ALEXANDER GREEN
AD01 13/02/2014 REGISTERED OFFICE CHANGED ON 13/02/2014 FROM, 48 SKYLINES VILLAGE, LIMEHARBOUR, LONDON, E14 9TS, ENGLAND
AP01 04/02/2014 DIRECTOR APPOINTED MR CRAIG THOMAS WHYTE
AP02 03/02/2014 CORPORATE DIRECTOR APPOINTED LAW FINANCIAL LIMITED
AD01 03/02/2014 REGISTERED OFFICE CHANGED ON 03/02/2014 FROM, 35 VINE STREET, LONDON, EC3N 2AA
AP01 03/02/2014 DIRECTOR APPOINTED MR AIDAN CHAD EDMUND EARLEY
AD01 31/01/2014 REGISTERED OFFICE CHANGED ON 31/01/2014 FROM, 48 SKYLINES VILLAGE, LIMEHARBOUR, LONDON, E14 9TS
TM01 31/01/2014 APPOINTMENT TERMINATED, DIRECTOR AIDAN EARLEY
TM01 31/01/2014 APPOINTMENT TERMINATED, DIRECTOR CRAIG WHYTE
AA01 29/11/2013 PREVEXT FROM 31/03/2013 TO 31/08/2013
AR01 14/11/2013 29/03/13 FULL LIST
TM01 14/11/2013 APPOINTMENT TERMINATED, DIRECTOR CHARLES GREEN
TM01 14/11/2013 APPOINTMENT TERMINATED, DIRECTOR CHARLES GREEN
AD01 14/11/2013 REGISTERED OFFICE CHANGED ON 14/11/2013 FROM, 35 VINE STREET, LONDON, EC3N 2AA
DS02 12/11/2013 DISS REQUEST WITHDRAWN
SOAS(A) 08/08/2013 VOLUNTARY STRIKE OFF SUSPENDED
SOAS(A) 03/05/2013 VOLUNTARY STRIKE OFF SUSPENDED
AD01 19/04/2013 REGISTERED OFFICE CHANGED ON 19/04/2013 FROM, 35 VINE STREET, LONDON, EC3N 2AA, ENGLAND
AD01 17/04/2013 REGISTERED OFFICE CHANGED ON 17/04/2013 FROM, 48 SKYLINES VILLAGE, SKYLINES VILLAGE LIMEHARBOUR, LONDON, E14 9TS, ENGLAND
AD01 12/04/2013 REGISTERED OFFICE CHANGED ON 12/04/2013 FROM, 35 VINE STREET, LONDON, EC3N 2AA, UNITED KINGDOM
AP01 12/04/2013 DIRECTOR APPOINTED AIDAN CHAS EARLEY
AP01 12/04/2013 DIRECTOR APPOINTED MR CRAIG THOMAS WHYTE
GAZ1(A) 15/01/2013 FIRST GAZETTE NOTICE FOR VOLUNTARY STRIKE-OFF
DS01 07/01/2013 APPLICATION FOR STRIKING-OFF
RES11 14/06/2012 DISAPPLICATION OF PRE-EMPTION RIGHTS
AP01 04/05/2012 DIRECTOR APPOINTED CHARLES ALEXANDER GREEN
AD01 04/05/2012 REGISTERED OFFICE CHANGED ON 04/05/2012 FROM, 14/18 CITY ROAD, CARDIFF, CF24 3DL, UNITED KINGDOM
TM01 04/05/2012 APPOINTMENT TERMINATED, DIRECTOR SAMUEL LLOYD
NEWINC 29/03/2012 CERTIFICATE OF INCORPORATION
GENERAL COMPANY DETAILS & STATEMENTS OF;
OFFICERS, CAPITAL & SHAREHOLDINGS, GUARANTEE, COMPLIANCE
MEMORANDUM OF ASSOCIATION
ARTICLES OF ASSOCIATION
Unfortunately I cannot seem to copy the articles of association or the Whyte EarleY SH01 forms although they are in Companies House and publicly available. I will endeavour to post them on the blog. As I am sure that most of you are aware that if I am correct then everything post Sevco 5088 is illegal…..
Smugas says:
January 14, 2015 at 6:57 pm
I suppose that could explain the two sets of lawyers agreeing the “Bryson law” position, which, as HP points out, effectively tied LNS’ hands, after LNS had chosen the adversarial, rather than inquisitorial format.
The whole story is going to come out, a lot of peole are going to have a lot of explaining to do 😆
100BJD says:
January 14, 2015 at 7:01 pm
“As I am sure that most of you are aware that if I am correct then everything post Sevco 5088 is illegal….”
Agree 100% I have always maintained that the IPO is one of the biggest corporate frauds ever to be perpetrated on the public.
No doubt the truth will come out even if it takes years.
On a serious note I turned on SSB just before 7.00pm tonight to hear Mr. Delahunt cut someone off for saying Sevco and saying that they got into trouble for it.
I would like to know what trouble and from whom.
Freedom of Speech cannot be stifled. We will not be bullied into not saying that which is true.
re the Rangers oldco/newco £250,000 fine. Why is it Livingston are pursued with no mercy, whilst others can decide if the rules apply to them ?
maybe someone would prefer more than one club to fold…might aid league reconstruction.
neepheid says:
January 14, 2015 at 6:47 pm
ecobhoy says:
January 14, 2015 at 5:56 pm
The only binding contract I know of was the one with Sevco 5088 as exclusive purchaser of the Rangers assets and business.
In any case it wasn’t a consortium by that stage but a private limited company in which the consortium members had become shareholders.
===============
Were the consortium members ever shareholders of Sevco 5088? I thought the original plan was that they would become shareholders in that company, but before that happened, the great switcheroo took place, and they ended up with shares in Sevco Scotland instead, following telephone agreements (allegedly) with Charles Green. Or am I wrong?
==============================================================
Good question 😯 The original 8 investors were termed Original Placees after paying their £5.5m and signing placing letters for the allotment of ordinary shares in the share capital of Sevco 5088.
I had assume that either made them shareholders or gave them shareholder rights but I could be wrong about that and perhaps those with more expertise on shares could clear that up.
Sevco Scotland replaced the Sevco 5088 placing letters in July and on 17 August TRFCL issued the placing shares and share certificates to the Original Placees from Sevco 5088 days.
So that seems to indicate that they didn’t become shareholders until then and were never shareholders in either Sevco 5088 or Sevco Scotland. But I’d be happier if someone could confirm that.
I just wonder what they had as security for their money before they got their shares. They had parted with £5.5 million and got a letter in return.
As to the telephone calls with Green I am left with the niggle that the minute says the Sevco 5088 ‘directors’ got ‘verbal consent’ from the Original Placees to switch from Sevco 5088 to Sevco Scotland.
At that time there was no indication that Whyte and Earley were Sevco 5088 directors and only one was listed viz Green – other than the company formation director.
So were the ‘directors’ Green, Whyte and Earley as the minute suggests because of the use of ‘directors’ plural. Or is there another motive such as putting a marker down that Whyte and Earley were involved even if they hadn’t actually contacted any of the Original Placees.
I mean it hardly makes sense if Green and Earley were supposedly working under the radar for them to be contacting the core initial investors.
Wow, I hope this ends well for hibs fans
http://www.dailyrecord.co.uk/sport/football/football-news/new-easter-road-blueprint-challenges-4978145
At almost the same time tonight,
Sky News shat it as someone showed the front cover of the Charlie magazine
and
Radio Clyde shat it when someone said sevco
I see that once again Rangers have not accepted the decision of an appeals panel – must be that dignity gene again – and are going take the matter to arbitration.
Cue loads of a hostile and critical commentary of their action from the scribes tomorrow no doubt
After all they were very quick in criticising Celtic when Delia suggested they may go to arbitration in the Tonev case.
I suspect once again we will see their double standards at work but hey, ho. It’s no more than we now expect of them.
100BJD says:
January 14, 2015 at 7:01 pm
I agree that according to Companies House records Green would only have what 4/5 days max from the 4 May 2012 before Whyte and Earley arrived as directors and outvoted him.
But the TRFCL Board Minute of 31 October 2012 stated that just a few days before 14 June 2012 the ‘directors’ of Sevco 5088 had decided to establish Sevco Scotland.
Worth noting the plural use of ‘directors’ and also remembering that Sevco Scotland was incorporated on 29 May 2012 – a helluva lotta days before 14 June 2012.
I smell porkies somewhere 😆
Btw I take your point about Ahmad being responsible for bringing on board a lot of the original investors who have mainly survived and are still in there presumably happy with their investment.
Hoopy 7 says:
January 14, 2015 at 7:50 pm
Jim Delahunt READ out a tweet from a listener that included the sevco word. Cue terrible abuse on twitter to JD from ra peepul. He eventually had to withdraw from the exchange whe they started threatening his family, etc.
Hoopy 7 says:
January 14, 2015 at 7:50 pm
Jim Delahunt READ out a tweet from a listener that included the sevco word. Cue terrible abuse on twitter to JD from ra peepul. He eventually had to withdraw from the exchange when they started threatening his family, etc.
As a past master of oversimplification, please bear with me on this one.
Never mind how we got here, but our starting point is the admin / liquidation of RFC. Enter stage left a plausible (can’t argue!) Yorkshireman with big ‘ands and starts his routine with which we are all familiar.
What is ‘under the veil’ is the scenario whereby our Yorkie has struck a deal with a chancer from Motherwell. The deal goes something like ‘We’ll not only fleece this lot at the IPO, howz about we go for a double dunt. Before we have squandered our first lot of ill-gotten, they’ll be hit with a wee surprise in a couple of years and Voila! Mair millions! Whit can go wrang?’
Implausible …. I know. Dafter than what has already transpired ….. well ….?
Since we’re rewinding this evening, I’ll get this one off my chest at last.
When Bill Miller, Bill Ng, The Blue Knights and Walter et al were given a peek into D+P’s data room, they all saw something so hideous they recoiled in horror and ran away.
What vision could have been so terrifying?
TUPE, wages, license, registrations? No, they’re not so frightening and anyway , they would be known unknowns.
The only thing big enough, precious enough, is dear old Ibrokes, terribly and hopelessly chained and utterly compromised beyond possibility of rescue.
Why did Charles Green not see the same vision?
Just a quick point in relation to this switcheroo business: the Sevco legals were handled by FFW, based in England and dealing with an English registered company (Sevco 5088). There is no way on God’s earth, FFW would ever allow any novation to proceed verbally as it would have no legal standing whatsoever in England which it would need since Sevco 5088 (and therefore it’s rights to the assets) was English. D&P would have known that too.
Statements released by RIFC have always had the line ‘Rangers the ‘Club’ or ‘Company’ I notice that releases over the last 2 weeks or so have dropped the Club word. Could this be a result of the ‘cease and desist’ letter from BDO?
So ‘The Rangers’ have had their £250K fine confirmed.
What possible excuse could they be using for trying to avoid this:
It was the old company?
Nope it was a fine levied by the governing association against a club.
It is against a club that no longer exists?
Sssssshhhhhhh…… it is the phrase they dare not speak.
Well although that is true it still does not give them a get out. Paying footballing debts was a condition of the membership. That is why they had to pay Hearts, Celtic, and Dundee United. This is clearly a footballing debt as I mentioned above as it has been levied by the governing body against a club. As far as I know the SFA can only levy a fine against a member, player, or club official.
beatipacificiscotia says:
January 14, 2015 at 3:28 pm
,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
Deed of Novation – the Key to the Sevco Saga
Bit of a history lesson to start.
Sevco 5088 Ltd were the acquisition vehicle who had a binding contract with Duff & Phelps to purchase the Rangers assets. The Directors of Sevco 5088 are believed to be Charles Green, Imran Ahmed, Craig Whyte and Aiden Earley. As we now know, Sevco Scotland Ltd ultimately bought the assets. How does this happen? Legally, a 3-way agreement had to be put in place which Duff & Phelps (as Administrators of Rangers Football Club plc) and the Directors of Sevco 5088 and Sevco Scotland signed. All parties would have a copy of this, so too would the lawyers involved in drawing up the agreement. The details of that agreement remain a secret to this day.
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beatipacificiscotia
Joining the dots again suggests there may be another answer
Let me explain
if a 3 way Deed of Novation exists then the Administrators have a copy which the Liquidator will have seen in 2012.And if the Liquidator was satisfied that the Deed of Novation was perfectly legal (even if onerous).The matter surely ends there unless the terms of the DON were concealed at the IPO in which case some kind of fraud took place
However
If the Liquidator was dissatisfied with the Terms of the Deed of Novation, the onus was on him to report it to the police in 2012. If so, criminal charges would surely have been made by now. No information in the public domain suggests any criminal charges were made or pending in respect of the switcheroo. More significantly the central character Charles Green is still at large. So if a DON exists there is no reason now for incumbent Directors or shareholders to keep it secret unless they were party to deceiving IPO investors
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Alternatively
There was no 3 way Agreement
There is no Deed of Novation because there was no need for one. The Administrators honoured the CVA Proposal by transferring these assets to Sevco5088.
All the jiggery pokery happened afterwards and was done offshore. It was and remains perfectly legal in the jurisdiction where it originated.
Step1 was to create an obligation between Sevco5088 and the entity that acquired the assets i.e.
Sevco Scotland
One possibility was to agree with the Administrators to transfer all the secured Creditor charges to Sevco 5088.This comprised the CW floating charge, the Close Leasing fixed charge and the SSC fixed charge
If challenged by a Creditor, the Administrators could simply say that removing these charges increases the size of the liquidation dividend Taking the floating charge off the Creditor List also removed a potentially costly court case over the floating charge. So it was plausible.
However this meant Sevco5088 temporarily owned both the assets of RFC and all the charges over RFC assets
Step2 was a deal between Sevco5088(Green) and Sevco Scotland(Green).This deal was probably written up well in advance of the APA and signed off on the day when the APA took effect
What kind of deal?
Probably some type of off balance sheet arrangement that is registered offshore and not subject to UK law
Under which
Sevco Scotland became entitled to show the assets and the SSC and Close Leasing charges on their balance sheet They were relieved of the CW floating charge as part of the deal
Sevco 5088 were entitled to benefit financially from the arrangement since it did not pass on the CW floating charge to Sevco Scotland.
This right has no doubt been novated to some offshore entity by now.
So we end up with the assets on the books of TRFC and some onerous contract which pays some offshore entity for the assets on some kind of schedule. A deal that was done between Charles Green (Sevco 5088) and Charles Green (Sevco Scotland) that has been signed by Charles Green and is registered safely in some offshore entity that regards it as perfectly legal