Did Stewart Regan Ken Then Wit We Ken Noo?

ByAuldheid

Did Stewart Regan Ken Then Wit We Ken Noo?

 

Thoughts and observations from watching and reading a transcript of Alex Thomson of Channel 4’s Interview with Stewart Regan (CEO of the SFA) Broadcast by Channel 4 on 29 March 2012.

http://www.channel4.com/news/we-run-football-were-not-the-police-sfa-boss

Introduction. I came across the above interview recently and listened to and transcribed it again as it reminded me of questions it raised then that the passage of time since has provided some insight into.

There is a lot to digest so the blog is broken into four sections.  Three parts cover the Interview plus what they seem to tell us now, knowing what was not known then viz:

  • Why No independent or independent element to the enquiry that became the Lord Nimmo Smith Commission. given the potential extent of the corruption at play?
  • Why no effective fit and Proper Person scrutiny and the absence of real governance?
  • EBTS and whether they constitute wrong doing and why that mattered so much and still does. plus
  • The “hard to not to believe” conclusions about the whole exercise with the benefit of what we ken noo.

There is also an Annex at the end with excerpts from the Lord Nimmo Smith Decision for ease of reference:

The comments (in bold italics) are based on what Regan said then and what we ken noo, either as facts or questions arising from them. It is a long read but hopefully readers will be enticed by this introduction to stay the course.

In the following “SR” is Stewart Regan CEO of the SFA and “AT” is Alex Thomson of Channel 4 News.

No Independent Enquiry?

SR No

AT I’m just curious as to why they wouldn’t. With something as big as this potentially this is the biggest corruption scandal in British sport, which is – a thought – and yet the SPL deem themselves fit to investigate themselves.

SR Well I think you are calling it potentially the biggest corruption case, at this stage there has been no wrongdoing proven.  There is an investigation going on

AT But you would accept that potentially, potentially that if guilty there is no question this is the biggest corruption scandal in British sport.

SR There is no wrongdoing as I said at the moment and there is nothing yet that has been established as far as the club registering players without providing the appropriate documentation, so I think it would   be wrong to jump to conclusions and even use words like corruption. You know there are a series of issues here. There are some footballing matters which are being dealt through the football authorities and there are tax mattes which are being dealt with through HMRC and there is to be a Tax Tribunal due to be heard as I’m sure you are aware in April.

So even before the investigation got underway Mr Regan was saying that it would be incorrect to assume that any wrong doing took place in terms of the registration process and use of ebts. He later expands on this point in relation to EBTs as a legitimate tax arrangement device. Given that the FTT did not rule until November 2012 that the ebts issued under the Murray Management Group Remuneration Trust (MMGRT) were legal then this stance by Mr Regan appears justifiable at the time of interview – but more on that later. 

AT I’m just wondering why at no stage anybody seemed, or perhaps they did, to think we need an independent body coming in this is big this is huge, potentially  we need somebody from the outside  or we are going simply going to be accused of investigating ourselves.

SR Well I think that might be one for you to ask the Scottish Premier League as far as their Board..

AT Well they appeal to you so I’m asking you.

SR   No as you said we are the right of appeal so if the club is concerned with any punishment it has been given well then they can choose to appeal to us. We as a body have the provision in our rules to carry out independent enquiries, indeed we did so very recently by appointing the Right Honourable Lord Nimmo Smith to carry out our own investigation into Rangers and we are part way through disciplinary proceedings and they will be heard on 29 March.

Given that player registrations are ultimately lodged with the SFA where Sandy Bryson has been doing the job for some years, I did wonder why the SFA were not the body taking the lead. They had the expertise on what turned out to be a key issue, the eligibility of players if misregistration occurred.  Indeed Sandy Bryson was called in to give a testimony to Lord Nimmo Smith that most folk involved in running a football team from amateur level upwards (as I was) had difficulty accepting. The Bryson interpretation suggested us amateurs had been daft not to take the risk of being found out if we did not register players correctly if only games from the point of discovery risked having results overturned. The Bryson interpretation on eligibility made no sense against that experience and it still does not to football lovers. I’m not sure if the rules have been amended to reflect the Bryson interpretation yet, but cannot see how they can be without removing a major deterrent that I always thought proper registration was there to provide.

The point about their having to be a body of higher appeal sounded plausible then, but could the Court of Arbitration on Sport not have been that body?  Or did that risk taking matters out of the SFA’s control even though it would have introduced an element of the independence that Alex Thomson raises in the following paragraphs in his interview?

AT But did anybody at any stage at the SFA say to you I have a concern that we need an independent body, that the SPL can’t and shouldn’t handle this?

SR Well under the governance of football the SPL run the competition

AT I’m not asking, I’m saying did anybody come to you at any stage and say that to you. Anybody?

SR No they didn’t as far as the SPL’s processes is concerned. The SPL ,

AT Never?

It is notable here that Alex Thomson pushes the point about lack of independence, which is where we enter “wit we ken noo territory”.  

Given that it is now known that SFA President Campbell Ogilvie sat on the Rangers FC Remunerations Policy Committee in September 1999 where it was decided Discount Option Scheme (DOS) ebts would be used as a matter of club remuneration policy using the Rangers Employee Benefit Trust (REBT).

Given that we know that Campbell Ogilvie instigated the first ebt payment to Craig Moore using the Discount Options Scheme.

Given that Ronald De Boer and Tor Andre Flo had both been paid using the same type of DOS ebt as Moore from 2000 to 2002/03 but accompanied by side letters, later concealed from HMRC  in 2005 and of course the SFA from August 2000.

Given that Mr Ogilvie was also in receipt of the later MMGRT ebts disputed by HMRC in the big tax case on which the FTT had still to rule

Given that Mr Regan must have been aware at time of interview that Sherriff Officers had called at Ibrox in August 2011 to collect payment of a tax bill, which means even to a layman that it must have gone past dispute to acceptance of liability and so crystallised sometime after 31st March 2011.

Given that Craig Whyte had already agreed to pay the wee tax bill in his public Takeover statement in early June 2011.

Given that on 7th December 2011 Regan had written to Andrew Dickson at RFC, who had sat on three of the four SFA/UEFA Licensing Committee meetings in 2011, to approve a draft statement by Mr Regan on the SFA’s handling of the UEFA Licence aspect of the wee tax case, which arose as a direct result of the use of the DOS ebts to Flo and De Boer during Dickson’s ongoing tenure at RFC from 1991.

Given that Campbell Ogilvie accompanied Stewart Regan to meet Craig Whyte at the Hotel De Vin on 15th December 2011 as a result of an invite stemming from that consternation causing draft that RFC thought likely to cause problems for the SFA (having agreed before the hotel meeting that no comment should be made on the wee tax case)

Given that the wee tax case was a direct result of those early types of DOS ebts being judged illegal by an FTT considering an appeal by the Aberdeen Asset Management company in 2010.

Given all of these facts, how credible is it that no conversation took place between Regan and Campbell Ogilvie on the requirement for an independent enquiry?

If a conversation did not take place as claimed, the question has to be should it have?

Given the foregoing facts on the early ebts, how credible is it Mr Regan during this interview did not know as a result of his involvement with the overdue payable and the UEFA licence in 2011 of the illegal and therefore wrong doing nature of those early EBTS with side letters concealed from the SFA and HMRC in 2005 just before Mr Ogilvie left RFC?

SR The SPL run, the SPL run the rules of The Scottish Premier League and they apply that. There are a whole host of people raising issues on internet sites and passing comment s about various theories that they have about Scottish football particularly in the West of Scotland. I think it’s important to establish that governance of Scottish football is managed by the appropriate body whether it is the Premier League, The Football League or the overall governing body. So that as far as we are concerned we let the   Scottish Premier league manage their own rules and if those rules are then broken and the club is charged they have the right of appeal to us as the Appellant body.

Given all of the now known facts listed above how credible is it that the reason given by Stewart Regan to Alex Thomson for the SFA being the appeal body was indeed the only one?

Given the foregoing how credible is it that Mr Regan was not aware that he was being economical with the truth during his interview or had he indeed been kept in the dark by others in the SFA?

Fit and Proper Person and Absence of Governance

AT Let’s talk about Craig Whyte. Ehm   – Presumably when Craig Whyte was mooted as coming in as the new owner – for the grand sum of £1 – for Rangers Football club, presumably the SFA took a keen interest in this and did some kind of due diligence on this man.

SR Well we have under our articles, Article 10.2, we have a process which sets out a number of criteria for what defines a fit and proper person within football. Now as you know we cannot stop people getting involved with a business and we cannot stop people getting involved with a PLC, all we can stop them doing is having an involvement with football, so what we do as part of that process is we ask for a declaration from the Directors of the club that they have a copy of the Articles,, that they have gone through the conditions and criteria within Article 10.2 and they have confirmed to us that they meet those criteria. If subsequently those criteria are breached then of course we take appropriate action.

AT You keep quoting rules back to me that’s not what I’m asking, I’m asking is did the SFA conduct any due diligence on this individual.

SR No we asked for a self-declaration from the Directors of the club and the individual himself.

AT Forgive me that sounds absolutely incredible this is the biggest club in Scotland which has been brought to its knees by a whole range of fiscal mismanagement, it is all on the record and proven. A new man comes in claiming all kinds of things, just like the previous man, and the SFA did not check or do any due diligence whatsoever.

SR That is part of the process of governing football, we

AT That’s, that’s NOT governing football that’s the exact opposite to governing football that’s running away from governing football.

SR No if you let me, if you let me finish my answer the point I am about to make is we govern the entire game from the top of the game down to grass roots. We have changes of Directors we have changes of ownership throughout the course of the year. I’m sure that if we were to spend football’s well earned money on doing investigations into potentially every change of Director, then there would be a lot of unhappy Chairmen out there.

AT You could have easily have googled (?) for free

SR Well we rely on the clubs telling us that the Articles have been complied with and that is the process we undertake.

AT This is extraordinary I say to you again  you have years of fiscal mismanagement at Rangers Football Club, a new man comes in you are telling me that nobody at The SFA as much as got on to Google  to get any background information nobody did anything ? That is extraordinary.

SR Well you refer to alleged years of financial mismanagement. I think it’s important to separate out the previous regime at Rangers and the new owner.

AT Rangers were a mess financially everybody new that

SR But I think it’s important in the case of the point you are raising regarding the fit and proper person test, to separate out the previous regime from the new owner. The club was in the process of being sold, they were challenging a tax bill that had been challenged by HMRC,* and the club had been sold to a new owner. That new owner had come in, he had purchased the club, the paper work for that sale had gone through and the club had complied with our Articles of Association. We run football we don’t, we are not the police we don’t govern transactions, we don’t govern fitness, we run football and we had asked the club to declare whether or not that person was fit to hold a place in association football. They had gone through the articles they’d signed to say that they had read those articles and that there had been no breaches of any of the points set out there. That included whether a Director had been disqualified. That wasn’t disclosed to us, indeed it did not come out until the BBC did their investigation back in October of last year.

(* note that in spite of all the “givens” listed earlier,  Mr Regan fails to distinguish (or appreciate) that there is more than one tax bill at play and the one for the wee tax case was not under challenge or Sherriff Officers would not have called in August 2011 to collect it.)

 AT So the BBC did due diligence on fitness (??) not the SFA?

SR No, as I said it came out in October 2010 primarily as a result of a detailed investigation. We then have to respond to potential breaches of our articles and we did that We entered into dialogue with the solicitor who was acting for Mr Whyte and we were in dialogue until February 2011 (?sic)  of this year when the club entered administration.

AT What I’m simply asking you to admit here is that the SFA failed and it failed Rangers in its hour of need over Craig Whyte and it failed Scottish football.

SR We didn’t fail.

AT You didn’t do anything, you said you didn’t do anything.

SR We complied with the current processes within our articles. That said I think there are a number of learnings and I think the same goes for football right across the globe. People are coming into football into a multimillion pound business and I think football needs to take a harder look at what could be done differently. We are currently exploring the possibility of carrying out due diligence using the outgoing regime to make sure that there is a full and rigorous research being done before the transaction is allowed to go ahead.

AT Do you feel the need to apologise to Rangers fans?

SR I don’t need to apologise because we complied with our articles. I don’t feel there is a need to apologise whatsoever. I think….

AT You need some new articles then don’t you?

SR Well I think the articles

AT Well let’s unpack this. You said there is no need to apologise because we followed the rule books so that’s all right. So you must therefore admit you need a new rule book.

SR No well I think it’s easy at times to try and look around and find a scapegoat and try and point fingers at where blame is to be apportioned. I think perhaps it might be worth looking at the previous regime who for four years when they said they were selling the club, said that they would sell it and act in the best interests of the club. With that in mind I think the previous regime also have to take some responsibility for selling that club and looking after so called shareholders of Rangers football club and those people who that have put money into the club over the years.

AT ??  (Interrupted)

SR the Scottish FA, as I said have a process, that process has been place for some time. It has worked very very well until now I think there are learnings undoubtably and as I said we will review where we can tighten up as I know is happening across the game right now.

The above segment on Craig Whyte and Fit and Proper  Persons is a timely reminder to supporters of all clubs, but particularly of Rangers FC of what happens when those charged with governing Scottish football hide behind the letter of the rules when convenient, rather than apply the true spirit in which those rules were written. It is the approach of The Pharisees to make a wrong , right.

To be fair to the SFA though, I doubt anyone could have imagined the degree of deceit and deception that they had allowed into Scottish football in May 2011 and how useless their rules were as a result, but I am not aware to this day if the SFA have apologised to Scottish football generally and Rangers supporters in particular, not only for failing to protect them from Craig Whyte, but also failing to protect them from the consequences of the foolish financial excesses of Sir David Murray, especially from 2008 when the tax bills in respect of the MMGRT ebts began to arrive at RFC . Some intervention then, assuming something was known by some at the SFA, who also held positions at Rangers, of  those  huge tax demands,  might have cost Rangers three titles from 2009, but what Ranger’s supporter would not give all of that up to protect their club from the fate that the failure of the SFA to govern has caused?

Also to be fair the SFA have changed the rules so that the outgoing regime is responsible for doing due diligence on any new club owners rather than relying on self-certification by the incoming club owner, but we know that did not work particularly well when Rangers Chairman Alistair Johnstone did due diligence on Craig Whyte , but then again Sir David Murray  was under pressure to sell and the guy coming in, everyone was told, had wealth off the radar.

The Nature of EBTS.

AT Let’s look at EBTs. Did nobody question ebts in the Scottish game in the English game come to that simply because nobody thought they were illegal in any way and indeed are not illegal in any way if operated correctly? Is it as simple as that?

SR There is nothing wrong with ebts when used correctly and ebts are a way of providing benefits to employees and if managed in a correct manner are perfectly legitimate. I think that the issue that we know is under investigation at the moment by both HMRC as part of the large tax case and the SPL as part of their own investigation into potential no disclosure of side letters is whether or not there has been any wrong doing and I think the issue at hand is that wrongdoing or potential wrongdoing has been discussed with HMRC for some time for several years in fact so we would not get involved in anything that there is no wrongdoing   taking place and ebts are, as I said, a legitimate way of doing business when used correctly.

Again taking the “givens” into account, particularly the significant event of Sherriff Officers calling to collect unpaid tax in August 2011 and the logical deduction that the SFA President must have known of the difference between the two types of ebts Rangers used, (and perhaps why they were changed) why the insistence at this point that all the ebts used by Rangers had been used correctly? Mr Regan at the time of the interview was either kept in the dark by his President, given he claims to have spoken to no one about the independence of the enquiry, or being economical with the truth.

The whole of Lord Nimmo Smith’s judgement made months after this interview, where Mr Regan stressed again and again there is no wrongdoing in the use of ebts if arranged correctly (or lawfully) is predicated on all ebts with side letters used by Rangers since 23 November 2011 actually being used correctly and in Lord Nimmo Smiths words on being “themselves not irregular”. (Para 5 of Annex 1). It is almost as if Mr Regan knew the outcome before Lord Nimmo Smith.

(In fact the ebt to Tor Andre Flo had a side letter dated 23 November and it related to a tax arrangement that had not been used correctly (using Regan’s own words) The irregular ebt for Ronald De Boer with a side letter of 30 August was placed beyond the scope of the Commission because in spite of it meeting the criteria specified by Harper MacLeod in March 2012 asking to be provided with ALL ebts and side letters and any other related documentation from July 1998 to date (including the HMRC letter of Feb 2011 that fully demonstrated that those particular ebts under  the Rangers Employee Benefit Trust (REBT) were not used correctly) and so were unlawful, NONE  of that documentation was  provided when requested.

This enabled Lord Nimmo Smith to state in para 107 of his Decision “while there is no question of dishonesty, individual or corporate” which is a statement he could not have made had he had all the requested documentation denied to him either by dishonesty or negligence during the preparation of his Commission.

How would he have had to judge one wonders if deception and dishonesty was indeed the factor we now ken that it is?

 

What exactly were the consequences of the failure to provide Lord Nimmo Smith with the required documentation?

It is stated in the Decision (Annex 1 para 104) that the Inquiry proceeded on the basis that the EBT arrangements (by which it meant the MGMRT ebts) were “lawful”. As it transpired the outcome of the FTT decision announced in November 2012 was that the MGMRT ebts indeed were (although this is still under appeal by HMRC.)

However, because Lord Nimmo Smith treated the MGMRT and the Earlier Trust (REBT) as one and the same, (para 35 of Decision) this meant that the Inquiry failed to distinguish between the two trusts and necessarily treated the Earlier Trust as also being lawful (without however having properly investigated its operation). However, the MGMRT and the earlier REBT were two separate trusts and there was no necessary reason to treat them as one and the same. Had evidence relating to the REBT been produced and examined, the Inquiry could hardly have treated them) as “continuous” or allowed Lord Nimmo Smith to say “we are not aware that they were different trusts“(Annex 1 para 35)

From the Decision (Annex 1 para 40), it would appear that the President of the SFA gave evidence only as to his knowledge of the MGMRT (not the REBT). We know now that the President of the SFA had knowledge of the Earlier Trust (sitting on the RFC remuneration policy committee that agreed to their use in 1999 and indeed was active in its setting up). Why the President failed to volunteer such crucial information is surely something he should now be asked?

By the time of the Inquiry, Rangers FC had already conceded liability in what has become known as “the Wee Tax Case” (which related to the now unlawful REBTs). Having regard to the wording at para 104 of the Decision (that is an echo of what Regan stressed to Alex Thomson about ebts) where it is said that to arrange financial affairs in a manner “within the law” is not a breach of the SFA/SPL Rules) the clear implication, must be that to arrange financial affairs in such a way that they are not lawful, must be a breach of the rules.

Given the admission of liability in the Wee Tax Case, payments made in respect of the REBT could not be “lawful” (to employ the language used in the Decision) or disputed, but Mr Regan presumably did not enquire too much into the history of the wee tax case before agreeing to talk to Alex Thomson.

It will be obvious from the above that the unlawful nature of REBTs had been masked from SPL lawyers and Lord Nimmo Smith as a result of:-

(a) the failure by the Administrators of Rangers FC to provide the documentation required of them;

(b) the failure of the President of the SFA to provide to the Inquiry his own knowledge of, involvement in, and presumably as a result of it, an appreciation of the differences between the two types of ebts and the consequences thereof for the investigation.  

Had the REBT been the sole subject of the Inquiry (rather than in effect not being examined at all) the following must have been different:-

(i)            the President could hardly have failed to give testimony of his knowledge and involvement;

(ii)          the Inquiry could not have held that the use of the REBT ebts was lawful;

(iv)       the “no sporting advantage” decision given in respect of the lawful ebts could not have been applied to unlawful ebts.

The real issue in the case of the unlawful ebts was not one of misregistration (Annex 1 para 104) which in turn justified the no sporting advantage decision in paras 105/106 but of paying players by an unlawful means which “constitutes such a fundamental defect (Annex 1 para 88) that the registration of players paid this way (i.e. unlawfully) must be treated as having been invalid from the outset.

Had the true nature of these early ebts been known to SPL lawyers the Terms of Reference of the Investigation would have to have addressed the wrong doing that Mr Regan was so keen to argue with Alex Thomson had not actually occurred (long before Lord Nimmo Smith agreed with him) or had President Ogilvie made the distinction in his testimony, it would have been impossible for Sandy Bryson’s to advise as he did regarding the effect on eligibility. He would have to have been asked questions about two types of ebts not one. Finally Lord Nimmo Smith could not have treated both as continuous.

Finally, given this incidence of non-disclosure by the Rangers Administrators (an identifiable trait of RFC dealings with authority from August 2000 to date), it is impossible to see how paragraph 107 (wherein it is stated that there is “no question of dishonesty”) can be allowed to remain unchallenged.

Of course the failure to supply the key evidence could just be an oversight given Rangers Administrators were hardly likely to have established of their own volition the importance of the documents to the enquiry and yet, had they been supplied, the enquiry could not have been based on the defence Stewart Regan was at such pains to stress in his interview with Alex Thomson at a time only 3 months after Mr Regan and Campbell Ogilvie had joined Craig Whyte for dinner as a result of an invite prompted by questions on the SFA UEFA Licence handling of the wee tax case , created by the very same unlawful ebts.

AT But as the governing body why did you not say to Rangers “look guys this this smells really bad, this looks bad you look (and you have admitted you have not paid your tax) you know we can’t do this, we have got to be open and above board, it looks bad.

SR Well think you need to look at what is legal and above board. At the time the club, were in dispute with HMRC. There was a tax case ongoing the new owner was in discussion with HMRC. In fact he has made comments and the club have made comments to that effect and because the amount was not crystallised under UEFA guidelines, whilst ever it’s in dispute it’s not classed as overdue.

AT Sometimes

SR So you need to separate out the licensing requirement, which is what the Licensing Committee did, from the tax that was owed to HMRC which is as we know what is still ongoing.

Mr Regan was not being accurate here.  The Big Tax case was in dispute and the bill has not crystallised as a result. However the wee tax case crystallised in mid June 2011 and at 30th June 2011, the UEFA licence checkpoint under Article 66 of UEFA FFP, did not meet the conditions to excuse it as being an overdue payable to HMRC. Quite how the SFA handled the processing of the Article 66 submission from RFC is subject to a resolution asking UEFA to investigate put to the Celtic AGM in November 2013 which is still in progress. As has been mentioned twice before Mr Regan has either been kept in the dark or was being less than honest with Alex Thomson. Interestingly Andrew Dickson who has been at Rangers in various administration and executive capacity since 1991 sat on 3 of the four UEFA Licensing Committee meetings during 2011. He may of course have excused himself from any discussions on this matter as the rules allowed, but was a full explanation why he did so, if indeed he did, offered? Would such an explanation have enlightened Mr Regan of what he was dealing with?

AT Sometimes things can be within the rules but from a PR point of view, indeed from a moral point of view, hate to introduce morality to football but can be the wrong thing to do. You would accept that?

SR Well I think that football around the world is going through a difficult time, clubs are in difficult financial circumstances, not just in Scotland, you look down into England and look at the clubs in Administration at the moment. You know Portsmouth and Port Vale in recent times and I think Plymouth is as well again. As far as that is concerned you know that indicates that clubs are living from hand to mouth and there are deals being done all the time with HMRC, payment plans being agreed. There is huge amounts of debt in football.

AT I’m just inviting you to accept that sometimes things can be within the rules but just look bad because morally, they are bad.

ST I think when taxes aren’t paid ehm VAT in particular, National Insurance Contributions of course that’s bad and I think we accept that and we know that in the current regime there is evidence to suggest that Rangers has not paid its taxes since Mr Whyte took over the club. That’s wrong that is against the spirit of the game and certainly we would look to deal with that and stamp out that type of behaviour which is not acting with integrity.

If Carlsberg did irony!

End of Interview.

The Hard Not to Believe Conclusions

There is always the danger in examining anything of finding what you want to be there rather than what is there and it is a danger any writer has to be aware of, but given the responses from Harper MacLeod on TSFM and the total lack of response from the SPFL and SFA when being informed of the missing evidence along with what has been written here it is hard not to conclude that the Lord Nimmo Smith Inquiry was deliberately set up in such a way as to produce two results

  • The minimising of the wrongful behaviour that had taken place from 1999 to 2012 when The Commission sat
  • The avoidance of the consequences of admitting that serious wrongdoing in the form of illegal payments had been made via irregular EBTs, which consequently made the players involved ineligible from the outset, making the Bryson ruling inapplicable in those cases with the consequences of that ineligibility on trophies and remuneration won.

The reader will find it hard not to conclude that either

  • there was a huge screw up by the SPL lawyers charged to set up the Commission which they might be able to defend
  • or
  • Vital knowledge was concealed within the SFA itself in order to achieve the above two results and
  • This knowledge was deliberately concealed because had it not been The Inquiry could not have come to the conclusion it did on player eligibility, not only because unlawful ebts were used in early instances, but also because the deliberate concealment from HMRC of the side letters to De Boer and Flo, the former also kept from Harper and MacLeod, suggests Rangers knew all along and in 2005 in particular that what they were doing since 2000 was morally wrong and against the spirit of the game. It perhaps also explains why HMRC is determined to push an appeal all the way.
  • This failure to supply all documents meant that the line being taken by Mr Regan in March 2012, when the Commission was being set up into the use of ebts and failure to register them with the SFA, came to fulfilment in the Decision of Lord Nimmo Smith himself, achieving the two aims suggested above.

Given that Harper MacLeod have said they passed on to the SFA in September 2014 the evidence kept from them by Rangers Administrators, has Stewart Regan spoken to either Ogilvie or Dickson since then about keeping him in the dark? Or did he know all along?

Of course these hard to believe conclusions could be discounted as delusional ramblings if either the SFA or SPFL were to say they would investigate the evidence kept from Harper MacLeod. It would also help if only one of the thirteen main stream journalists would look at the hard copy of the concealed documents they were provided with, because until someone who values sporting integrity does, the stench of corruption will hang over Scottish football for years to reek out anytime the Lord Nimmo Smith Commission is used as a justification for anything that it contains.

Annex One – Extracts from Lord Nimmo Smith Decision

[5] Although the payments in this case were not themselves irregular and were not in

breach of SPL or SFA Rules, the scale and extent of the proven contraventions of the disclosure rules require a substantial penalty to be imposed;

 

Outline of the Scheme

 

[35] As we have said, a controlling interest in Oldco was held by David Murray through the medium of Murray MHL Limited, part of the Murray Group of companies. Murray Group Management Limited (MGM) provided management services to the companies of the Murray Group. By deed dated 20 April 2001 MGM set up the Murray Group Management Remuneration Trust (the MGMRT). (We note that the MGMRT was preceded by the Rangers Employee Benefit Trust, but we are not aware that they were different trusts. We shall treat them as a continuous trust, which we shall refer to throughout as the MGMRT.)

 

[40] Mr Ogilvie learnt about the existence of the MGMRT in about 2001 or 2002, because a contribution was made for his benefit. He understood that this was non-contractual. Although as a result he knew about the existence of the MGMRT, he did not know any details of it. He subsequently became aware, while he remained director of Oldco, that contributions were being made to the MGMRT in respect of players. He assumed that these were made in respect of the players’ playing football, which was the primary function for which they were employed and remunerated. He had no involvement in the organisation or management of Oldco’s contributions to the MGMRT, whether for players or otherwise. He said:

“I assumed that all contributions to the Trust were being made legally, and that any relevant football regulations were being complied with. I do not recall contributions to the Trust being discussed in any detail, if at all, at Board meetings. In any event, Board meetings had become less and less frequent by my later years at Rangers.”

He also said: “Nothing to do with the contributions being made to the Trust fell within the scope of my remit at Rangers”.

However it should be noted that Mr Ogilvie was a member of the board of directors who approved the statutory accounts of Oldco which disclosed very substantial payments made under the EBT arrangements.

 

[88] In our opinion, this was a correct decision by Mr McKenzie. There is every reason why the rules of the SFA and the SPL relating to registration should be construed and applied consistently with each other. Mr Bryson’s evidence about the position of the SFA in this regard was clear. In our view, the Rules of the SPL, which admit of a construction consistent with those of the SFA, should be given that construction. All parties’ concerned – clubs, players and footballing authorities – should be able to proceed on the faith of an official register. This means that a player’s registration should generally be treated as standing unless and until revoked. There may be extreme cases in which there is such a fundamental defect that the registration of a player must be treated as having been invalid from the outset. But in the kind of situation that we are dealing with here we are satisfied that the registration of the Specified Players with the SPL was valid from the outset, and accordingly that they were eligible to play in official matches. There was therefore no breach of SPL Rule D1.11.

 

[104] As we have already explained, in our view the purpose of the Rules applicable to Issues 1 to 3 is to promote the sporting integrity of the game. These rules are not designed as any form of financial regulation of football, analogous to the UEFA Financial Fair Play Regulations. Thus it is not the purpose of the Rules to regulate how one football club may seek to gain financial and sporting advantage over others. Obviously, a successful club is able to generate more income from gate money, sponsorship, advertising, sale of branded goods and so on, and is consequently able to offer greater financial rewards to its manager and players, in the hope of even more success. Nor is it a breach of SPL or SFA Rules for a club to arrange its affairs – within the law – so as to minimise its tax liabilities. The Tax Tribunal has held (subject to appeal) that Oldco was acting within the law in setting up and operating the EBT scheme. The SPL presented no argument to challenge the decision of the majority of the Tax Tribunal and Mr McKenzie stated expressly that for all purposes of this Commission’s Inquiry and Determination the SPL accepted that decision as it stood, without regard to any possible appeal by HMRC. Accordingly we proceed on the basis that the EBT arrangements were lawful. What we are concerned with is the fact that the side-letters issued to the Specified Players, in the course of the operation of the EBT scheme, were not disclosed to the SPL and the SFA as required by their respective Rules.

[105] It seems appropriate in the first place to consider whether such breach by non-disclosure conferred any competitive advantage on Rangers FC. Given that we have held that Rangers FC did not breach Rule D1.11 by playing ineligible players, it did not secure any direct competitive advantage in that respect. If the breach of the rules by non-disclosure of the side-letters conferred any competitive advantage, that could only have been an indirect one. Although it is clear to us from Mr Odam’s evidence that Oldco’s failure to disclose the side-letters to the SPL and the SFA was at least partly motivated by a wish not to risk prejudicing the tax advantages of the EBT scheme, we are unable to reach the conclusion that this led to any competitive advantage. There was no evidence before us as to whether any other members of the SPL used similar EBT schemes, or the effect of their doing so. Moreover, we have received no evidence from which we could possibly say that Oldco could not or would not have entered into the EBT arrangements with players if it had been required to comply with the requirement to disclose the arrangements as part of the players’ full financial entitlement or as giving rise to payment to players. It is entirely possible that the EBT arrangements could have been disclosed to the SPL and SFA without prejudicing the argument – accepted by the majority of the Tax Tribunal at paragraph 232 of their decision – that such arrangements, resulting in loans made to the players, did not give rise to payments absolutely or unreservedly held for or to the order of the individual players. On that basis, the EBT arrangements could have been disclosed as contractual arrangements giving rise to a facility for the player to receive loans, and there would have been no breach of the disclosure rules.

[106] We therefore proceed on the basis that the breach of the rules relating to disclosure did not give rise to any sporting advantage, direct or indirect. We do not therefore propose to consider those sanctions which are of a sporting nature.

[107] We nevertheless take a serious view of a breach of rules intended to promote sporting integrity. Greater financial transparency serves to prevent financial irregularities. There is insufficient evidence before us to enable us to draw any conclusion as to exactly how the senior management of Oldco came to the conclusion that the EBT arrangements did not require to be disclosed to the SPL or the SFA. In our view, the apparent assumption both that the side-letter arrangements were entirely discretionary, and that they did not form part of any player’s contractual entitlement, was seriously misconceived. Over the years, the EBT payments disclosed in Oldco’s accounts were very substantial; at their height, during the year to 30 June 2006, they amounted to more than £9 million, against £16.7 million being that year’s figure for wages and salaries. There is no evidence that the Board of Directors of Oldco took any steps to obtain proper external legal or accountancy advice to the Board as to the risks inherent in agreeing to pay players through the EBT arrangements without disclosure to the football authorities. The directors of Oldco must bear a heavy responsibility for this. While there is no question of dishonesty, individual or corporate, we nevertheless take the view that the nondisclosure must be regarded as deliberate, in the sense that a decision was taken that the side letters need not be or should not be disclosed. No steps were taken to check, even on a hypothetical basis, the validity of that assumption with the SPL or the SFA. The evidence of Mr Odam (cited at paragraph [43] above) clearly indicates a view amongst the management of Oldco that it might have been detrimental to the desired tax treatment of the payments being made by Oldco to have disclosed the existence of the side-letters to the football authorities.

Auldheid  Feb 2015

About the author

Auldheid author

Celtic fan from Glasgow living mostly in Spain. A contributor to several websites, discussion groups and blogs, and a member of the Resolution 12 Celtic shareholders' group. Committed to sporting integrity, good governance, and the idea that football is interdependent. We all need each other in the game.

5,190 Comments so far

alexander276Posted on2:30 pm - Apr 10, 2015


All this scepticism about Mr King and his millions is overdone. I know for a fact he has it all in a safe deposit box in Hatton Garden and will jet in to collect it soon ….

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ecobhoyPosted on2:37 pm - Apr 10, 2015


Just for the record some facts have to be noted before the PR spin and speculation totally hides and distorts the truth.

Did the new TRFCL Board transfer the ownership of the Rangers TMs to SportsDirect?

They couldn’t legally because Paul Murray; Andrew Dickson and John Gilligan weren’t appointed to the TRFCL Board until 20 March 2015 which is 8 days after the change of ownership documentation was filed to the IPO.

So who could have authorised the transfer? IMO it has to have been a TRFCL Board decision or that of an approved number of TRFCL Board directors.

Who could that have been? The directors of TRFCL Board between 27 January and 12 March 2015 were:

* Derek Llambias
* Barry Leach
* David Somers
* Alexander Easdale
* James Easdale (terminated 2 March)

Some other points worth remembering:

* SportsDirect took ownership of all Rangers Trade Marks wef 27/01/2015
* DK & T3B win RIFC Plc egm on 6 March 2015
* DL and BL sent on gardening leave on 10 March 2015
* TM change of ownership paperwork filed with IPO on 12 March 2015

There was also a Regulatory Notice issued to AIM on 27 January 2015 and undernoted is the relevant section relating to the security given for the first £5 million loan tranche.

The Club will transfer 26% of the share capital in Rangers Retail Limited (“RRL”) to SD for the duration of the Facility (the “Transfer”), which will be transferred back, at no cost, upon repayment of all outstanding sums owed by Rangers and its subsidiaries to SD. There is no specified repayment period for the first tranche of the Facility.

The Facility is to be secured by (1) a floating charge over the Club’s assets and (2) fixed charges over Murray Park, Edmiston House, Albion Car Park, and the Club’s registered trademarks. None of the security that is being given to SD covers Ibrox Stadium, which is specifically excluded and remains in the full ownership of the Club, free from any security. SD will also have the right to nominate two directors to the board of Rangers for the duration of the Facility, any such nomination will be subject to regulatory consent pursuant to the AIM Rules and other regulatory bodies. If the entire sum drawn down is repaid, the Facility will be deemed to be terminated, all security will be released, the 26% of RRL will revert to the Company and all rights of SD to nominate Directors to the Board of the Company will cease.

The notice begs the question: Where is the the notification to AIM of the TM ownership change? IMO disposal of a valuable asset of a wholly-owned subsidiary should have been notified to AIM.

The absence of such notice in the RNS of 27 January to AIM IMO implies the TM transfer of ownership had nothing to do with the £5 million loan.

So we end up back at the beginning:

Why were the TM’s transferred to SportsDirect and who at TRFCL authorised the transfer? Although the TM paperwork wasn’t received until 12 March – some 4 clear working days after the egm – it’s virtually certain the ownership transfer process commenced before 12 March and possibly as early as 27 January.

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mcfcPosted on2:39 pm - Apr 10, 2015


Ron.an.Math says:
April 10, 2015 at 2:18 pm

I think certain perceptions (as opposed to facts) would inevitably come into play.. .

=================================================

yeah – understand – there is definitely some pigeon holing down here – but much, much weaker

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gogsPosted on2:46 pm - Apr 10, 2015


alexander276 says:
April 10, 2015 at 2:30 pm
All this scepticism about Mr King and his millions is overdone. I know for a fact he has it all in a safe deposit box in Hatton Garden and will jet in to collect it soon ….

………………………..

He definitely has the money (on paper at least) due to the share price increase of his company MMG in the last 2 years, although the holding is in the name of his family trust and not him personally.

http://www.moneyweb.co.za/archive/dave-king-and-i/

You always get the feeling that other peoples money would be preferable though…….

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redlichtiePosted on2:48 pm - Apr 10, 2015


Allyjambo says:
April 10, 2015 at 10:04 am
How fitting is it that a Rangers might have lost something important to them due to undisclosed registration (of trademark) issues? They might be looking for a reverse Bryson now!
==============================

Any chance that the trademark issue was dealt with via a side letter? Would be a delicious irony….

Scottish Football needs a strong Arbroath.

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mcfcPosted on2:53 pm - Apr 10, 2015


GoosyGoosy says:
April 10, 2015 at 2:17 pm

If MA was minded to turn the screw he may have left a few financial booby traps for Kingco
For example
TRFC may be contractually obliged to use an SD controlled co to collect ST monies and drip feed to TRFC by mutual agreement

=======================================================

I was always suspicious about L&L getting SD surveyors in. Was that due diligence for the second tranche or have L&L awarded a juicy contract to Ashley Asbestos Ltd. Could explain why the DIY Army is nowhere to be seen.

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wottpiPosted on2:55 pm - Apr 10, 2015


Was it necessary to issue a RNS on the AIM re the sale or transfer of the TM?
After all players are assets and you wouldn’t expect a RNS if one was moved on be that for £1m or £20m?

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ecobhoyPosted on3:10 pm - Apr 10, 2015


Resin_lab_dog says:
April 10, 2015 at 1:56 pm
_____________________________

This all probably also explains why SDH has grabbed the lion’s share and controlling interest in RRL. Its where the real value – the IPR he has sought all along – actually really lies.

SDH majority ownership of RRL (as opposed to RIFC ownership) means that RRL will automatically survive any RIFC insolvency in tact.
—————————————————-
I think the problem with your speculation is that the facts rather spoil it 🙂

SD always had the controlling interest in RRL because the SD 49 shares counted double on financial issues. This meant any vote was 98 for SD and 51 for TRFCL because there were 2 different classes of shares.

But even if that wasn’t sufficient there were a number of ‘triggers’ in the RRL joint venture vehicle which allowed SD to buy-out the TRFCL interest almost on a whim for the payment by SD of a sum equivalent to 50% of the previous year’s RRL profits.

One of the automatic ‘triggers’ is an insolvency event which means that if RIFC Plc or TRFCL hits the buffers then SD get RRL for that 50% of profits figure.

I also don’t accept that the real value of an IPR lies in the licence which is what RRL held and still holds. The real value must lie in the ownership which was held by TRFCL.

If the real value, as you suggest, was in the licence why bother transferring ownership especially when you already control the company holding the licence and would contractually not only control but also own it after an insolvency event?

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ecobhoyPosted on3:27 pm - Apr 10, 2015


wottpi says:
April 10, 2015 at 2:55 pm

Was it necessary to issue a RNS on the AIM re the sale or transfer of the TM?

After all players are assets and you wouldn’t expect a RNS if one was moved on be that for £1m or £20m?
—————————————————
I would imagine that players would fall into the ‘floating charge’ net which would allow use of them by the company until the charge actually crystalised. But perhaps players have a blanket exemption in Scotland as like many other things connected with football.

Trade Marks are valuable assets of most companies and especially football clubs and incorporated in the accounts afaik so I have no doubt that any disposal of them should be noted. The value of TMs at Rangers exceeds loan amounts previously reported by RNS on AIM.

I have my doubts that the TMs were ‘sold’ as I will be amazed if Rangers got any money for them and ‘transferred’ doesn’t really convey the finality that relinquishing ownership usually entails IMO.

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StevieBCPosted on3:55 pm - Apr 10, 2015


Looks like the football equivalent of a ‘dead cat bounce’ has been achieved by McCall’s appointment.

So what can boost TRFC’s performances now to secure promotion – and more importantly to encourage the bears to buy ST’s for next season ?

They desperately need some good news…over to Traynor to produce some more distracting PR nonsense ?

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Methilhill StrollerPosted on4:04 pm - Apr 10, 2015


tayred says:
April 10, 2015 at 11:37 am
Bit off topic, but relevant all the same. Can you imagine this happening in the men’s game?

http://www.bbc.co.uk/sport/0/football/32242750

The Mailonline had an article yesterday citing this as a dangerous precedent. However it is not setting a precedent because it did happen before in 2005 when the same thing happened in a [men’s] game between Bahrain and Uzbekistan!

I do not think it was with 18 seconds to go but the precedent was set in 2005. Who would want to be a referee at any level these days??

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mcfcPosted on4:09 pm - Apr 10, 2015


ecobhoy says:
April 10, 2015 at 2:37 pm

The notice begs the question: Where is the the notification to AIM of the TM ownership change? IMO disposal of a valuable asset of a wholly-owned subsidiary should have been notified to AIM.

===================================================

My reading is that the transfer of ownership of the trademarks is temporary to implement the floating charge against non-property assets for the first tranche mentioned in the RNS. As such, the exact terms are in the details of the contract summarized in the RNS. It is not a sale as such – no quid pro quo and no intention to transfer permanently. It is simply securing this IP asset in an appropriate manner in case of default on the loan. So no specific RNS is required. If the loan is repaid in full the security if lifted and the ownership is returned.

However, it is a nice block to the RRM planning an insolvency event, without first repaying Ashley.

The fact that Ashley has a strangle hold on rights to make money from the trademarks is, of course, quite a different issue. Maybe clarification of ownership situation wil allow RRM to give the bears a false impression of business as usual.

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fara1968Posted on4:19 pm - Apr 10, 2015


Maybe this IPO stuff is just another squirrel and massive PR spin. If the trademarks are a temp security over the ER loan. Shout from the rooftops about what the bad old board did, then pay back the loan and tell the world how great RRM we are getting back our beloved crests. Win win for spin spin.
If this isn’t the case it could be a different type of mark from the trademark logo they are sporting on their undercrackers today 🙂

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ecobhoyPosted on4:26 pm - Apr 10, 2015


My memory has been tugging at me over crests and badges and then it came to me.

Evening of February 11 2015 when DL and BL met the Official Rangers Fan Board. You might remember the night because of the allegations of an assault on DL after the meeting in a Glasgow Hotel.

Of course that became a bit of a mystery as well as even ScotPol didn’t seem to have a report on it.

However back to badges and crests:

The Fan Board put a question about stadium naming rights, badges and crests and BL – according to the minute of the meeting – responded : ‘He returned the naming rights for 25% advertising rights at the stadium. The crest and badges are not part of this – they still belong to RFC.’

The ‘He’ in question is MA btw.

So – according to Llambias and Leach – on 11 February 2015 Rangers still owned it’s badges and crest.

But within a month the decision to give ownership to SportsDirect and actually finalise the move on 12 March had been taken.

And the importance of the February 11 date – when DL and BL gave the ownership guarantee – is that it was 16 days after the RNS statement of 27 January which set-out the conditions attached to the £5 million loan.

So what changed after 11 February that caused TRFCL to give away ownership of every Rangers Trade Mark within a month?

Obviously DL and BL are professional men of good character and I believe that they wouldn’t tell lies. I suppose there might have been an error in the minute taking but I would assume they would have issued a public correction if that were to be the case.

So I think we are entitled to believe these TRFCL and RIFC Plc directors.

Curioser and curioser.

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mcfcPosted on4:26 pm - Apr 10, 2015


fara1968 says:
April 10, 2015 at 4:19 pm
==============================================================

Quite so – like the saving of Ibrox – God help us – there’s no susbtitute for a willing sucker.

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mcfcPosted on4:36 pm - Apr 10, 2015


Eco – there’s ample scope for convenient confusion between ownership and registered ownership – between owner and owner who has chosen to transfer ownership temporarily to another for valid business reasons.

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fara1968Posted on4:53 pm - Apr 10, 2015


Well well
http://m.stv.tv/news/west-central/316649-rangers-badges-transferred-to-mike-ashley-as-security-for-5m-loan-deal/

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ecobhoyPosted on4:54 pm - Apr 10, 2015


fara1968 says:
April 10, 2015 at 4:19 pm

Maybe this IPO stuff is just another squirrel and massive PR spin. If the trademarks are a temp security over the ER loan. Shout from the rooftops about what the bad old board did . . .
————————————————-
For the record: I stumbled across the info yesterday while checking something else on the IPO. I obviously recognised the import of the story and posted it here and it was picked-up and spread initially by twitter I believe.

I agree with you that some people are desperately trying to turn it into a squirrel but we differ on the target as IMO they are trying to use it against the new board. It matters nought to me which board is responsible – all that interests me is who did it and why.

People are obviously entitled to their speculation but I will continue trying to provide a factual foundation to mine. Although wrt the Rangers Saga anything is possible 😎

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redlichtiePosted on4:55 pm - Apr 10, 2015


Eco – you have a PM.

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redlichtiePosted on5:01 pm - Apr 10, 2015


I notice that RIFC/TRFC have two trademarks registered in South Africa.

Pure speculation from me but would they be “RFC” and “G&SL”?

Scottish Football looks forward to early transparency over the next round of ‘investment’ to pay the leccy bill in the coming weeks…..

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mcfcPosted on5:03 pm - Apr 10, 2015


fara1968 says:
April 10, 2015 at 4:53 pm

Well well
http://m.stv.tv/news/west-central/316649-rangers-badges-transferred-to-mike-ashley-as-security-for-5m-loan-deal/

===================================================================

Well there you go – badges saved – and a few crumbs of comfort for the bears:

“Sports Direct have no rights to produce Rangers-branded merchandise from which the club would not receive a slice of the profits.”

“The club currently receives 25%.”

It’s like feeding peanuts to an elephant.

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seniorPosted on5:05 pm - Apr 10, 2015


Ahem this ‘Bryson reverse/ or reverse bryson’…pass has been around a long time in sport.

from Wikipedia : Bryson reverse, a pass in the game of rugby better known as a hospital pass. In cricket it is called a googly.
Hope this helps!

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ecobhoyPosted on5:06 pm - Apr 10, 2015


fara1968 says:
April 10, 2015 at 4:53 pm

Well well
http://m.stv.tv/news/west-central/316649-rangers-badges-transferred-to-mike-ashley-as-security-for-5m-loan-deal/
————————————————————-
very interesting 😆

So it was transferred by the old Board as I suspected.

And the document was only made public on 12 February 2015 – according to the report – a few hours after DL and BL told the official Rangers Fan Board that the badges and crest still belonged to RFC.

I will need to read the report in more detail and look at the source documentation to discover when exactly the ownership changed.

As to the ‘temporary’ nature of the ownership swap I suppose that means in the event of a further insolvency the Trade Marks would not be available to the liquidator for the benefit of Rangers Creditors.

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mcfcPosted on5:07 pm - Apr 10, 2015


redlichtie says:
April 10, 2015 at 5:01 pm

I notice that RIFC/TRFC have two trademarks registered in South Africa.

=============================================================

“mendacious witness”

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ecobhoyPosted on5:26 pm - Apr 10, 2015


redlichtie says:
April 10, 2015 at 4:55 pm

Eco – you have a PM.
————————————-
Box was full but I’ve cleared it now 😯

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Resin_lab_dogPosted on5:35 pm - Apr 10, 2015


ecobhoy says:
April 10, 2015 at 3:10 pm

Resin_lab_dog says:
April 10, 2015 at 1:56 pm
_____________________________

This all probably also explains why SDH has grabbed the lion’s share and controlling interest in RRL. Its where the real value – the IPR he has sought all along – actually really lies.

SDH majority ownership of RRL (as opposed to RIFC ownership) means that RRL will automatically survive any RIFC insolvency in tact.
—————————————————-
I think the problem with your speculation is that the facts rather spoil it 🙂

SD always had the controlling interest in RRL because the SD 49 shares counted double on financial issues. This meant any vote was 98 for SD and 51 for TRFCL because there were 2 different classes of shares.

____________________________________________________________

Eco,
Unless I am misreading (apologies if this is the case), it looks like for the duration of the LA, SDH moved from under 66% voting on some issues to at least 75% voting rights on all issues. 66% is still a controlling interest, but it does not have the power to pass special resolutions/
75% enables SDH to pass ‘special resolutions’, (e.g. changing articles of association, waiver of pre-emption etc, voluntary liquidation etc…) without the leave of the other shareholder (RIFC).
It looks like this only happened in response to the LA of January.

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redlichtiePosted on5:53 pm - Apr 10, 2015


Eco – PM resent.

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Resin_lab_dogPosted on6:00 pm - Apr 10, 2015


ecobhoy says:
April 10, 2015 at 5:06 pm

fara1968 says:
April 10, 2015 at 4:53 pm

Well well
http://m.stv.tv/news/west-central/316649-rangers-badges-transferred-to-mike-ashley-as-security-for-5m-loan-deal/
————————————————————-
very interesting 😆

So it was transferred by the old Board as I suspected.

And the document was only made public on 12 February 2015 – according to the report – a few hours after DL and BL told the official Rangers Fan Board that the badges and crest still belonged to RFC.

___________________________________________________________

To be fair, this is what in effect happened. The club was issued a royalty free back licence at the same time to use its IPR for all purposes except those that it had already assigned to the RRL J.V. (namely merchandising).
This ‘remainder’ is basically the ‘on field’ and ‘stadium’ elements, and only has value to the footballing ops.
RIFC still exercises as much right to use this part of the IPR – the bit of the IPR rights that hadn’t already been historically and publicly assigned to RRL (i.e. basically naff all!) as it did prior to the agreement.

Since the RRL merchandising deal is pretty exhaustive w.r.t. physical merhcandies, and the RRL licence already prevents the club from assigning those same rights it has given to RRL to a anyone else, then so long as both RIFC and RRL stay solvent, all that effectively changes was the proportion of RRL income that SDH was getting form merchandise, and the level of control that SDH has over the RRL venture.

As I stated previously, the real value lies in the use licenses (both of them), so the actual IPR assignments are a bit of a red herring.

What this assignment move would do was stop RIFC pheonixing and assigning those non RRL IPR ‘on field’ elements elsewhere, without first paying back SDH. On the open market, these non merchanidising elements are probably not worth alot. To TRFC – or any pheonix- , they are valuable however. Similar to Ibrox in that regard.

Its a form of security in other words.

Entirely above board imo.
SDH merely taking reasonable measures to protect themselves from being shafted by an insolvency/ pheonixism event in the way that the RFC(IL) creditors were.

Prudent, you might say.

If DKs plan was to stiff SDH, liquidate, and pheonix, that will have just hit the buffers big style.

First thing those guys need to do is find £5m for MASH, it seems.

THEN they can worry about stemming the losses and unblocking the revenue streams.

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mcfcPosted on6:01 pm - Apr 10, 2015


More EPL/SPFL Equivalence Guff

How can this be fair?

It means Scottish fans are helping subsidise the ludicrous and destabilising finances of the EPL that have lopsided the British game.

Neil Doncaster must lead from the front and utilise the political will currently being demonstrated to help drive a better deal for our clubs who have been left exposed by the financial chasm that has opened up within these isles.

Now let’s think, does anyone in Scotland watch EPL – that would change the equation.

Does the BBC syndicate MotD outside of the UK – that would change the equation.

Why not auction the rights to the highest bidder Mr Docncaster and let the market decide their value.

Scottish football deserves more intelligent churnalists.

http://www.dailyrecord.co.uk/opinion/sport/record-fc-rangers-its-time-5493207

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Methilhill StrollerPosted on6:30 pm - Apr 10, 2015


tayred says:
April 10, 2015 at 11:37 am
Bit off topic, but relevant all the same. Can you imagine this happening in the men’s game?

http://www.bbc.co.uk/sport/0/football/32242750

Actually it did happen in a men’s game – a referee made the mistake in the Bahrain vs Uzbekistan game in 2005 and FIFA, if I remember correctly, actually ordered a replay. I am not sure it was a replay of the final 18 seconds like the recent fiasco but certainly FIFA overruled a referees error.

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ecobhoyPosted on6:58 pm - Apr 10, 2015


Resin_lab_dog says:
April 10, 2015 at 5:35 pm

Unless I am misreading (apologies if this is the case), it looks like for the duration of the LA, SDH moved from under 66% voting on some issues to at least 75% voting rights on all issues. 66% is still a controlling interest, but it does not have the power to pass special resolutions/
75% enables SDH to pass ‘special resolutions’, (e.g. changing articles of association, waiver of pre-emption etc, voluntary liquidation etc…) without the leave of the other shareholder (RIFC).

It looks like this only happened in response to the LA of January.
—————————————————————-
What I was pointing out is that prior to the LA the shareholding in RRL was split 51 to TRFCL and 49 to SD. This was done to sell the Bears the myth that RRL was a RIFC Plc subsidiary with a majority Rangers shareholding.

However what wasn’t made public at the time was that there were 2 classes of shares whereby in the event on any vote on financial matters the Rangers shares counted as 51 votes but each SD share counted as 2 which gave them 98 votes.

That effectively gave SD control over RRL in any vote as there are few that couldn’t be classed a ‘financial’. Obviously for the duration of the LA as I understand it 26 TRFCL shares have been transferred to SD giving them 75 in total and leaving TRFCL with 25.

What I haven’t checked is whether the 26 transferred shares count as 25 or 52 for voting purposes but it’s academic in any case.

I take your point about the passing of special resolutions however if you read the nuts and bolts of the agreement it is clear that if a TRFCL director sneezed in the wrong place SD could declare a dispute and buy-out RRL for 50% of the previous year’s profit.

It may well be that the 50% purchase price has been reduced to 25% for the duration of the LA. Also any insolvency event triggers the automatic buy-out right by SD.

I don’t automatically go down the road that the new Board intend to crash the bus because I’m not sure how that would benefit them if SD is the major creditor and also holds Murray Park, The Albion, Edinston House – though I reckon that’s a demolition job; and a floating charge over all other assets.

Tbh I don’t see the badges being that important in that scenario because IIRC the exclusive worldwide licence granted RRL survives liquidation and always has.

The contract is a horror show for Rangers and why Green and associates signed it who only knows. Good business for Ashley but terrible for Rangers.

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wottpiPosted on7:09 pm - Apr 10, 2015


SSB at it again.

McCoist’s contract ‘good’ and water tight.

Any other contracts signed by old board or in Ashley’s favour ‘bad’, as leaky as a colander and ripe for being ripped apart by RRM lawyers.

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RyanGoslingPosted on7:12 pm - Apr 10, 2015


I just had lamb for dinner, and it was incredibly succulent. I can see why the media are so taken with it.

Sorry, off topic. As you were.

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jimlarkinPosted on7:35 pm - Apr 10, 2015


ecobhoy says:
April 10, 2015 at 6:58 pm
Resin_lab_dog says:
April 10, 2015 at 5:35 pm

Unless I am misreading (apologies if this is the case), it looks like for the duration of the LA, SDH moved from under 66% voting on some issues to at least 75% voting rights on all issues. 66% is still a controlling interest, but it does not have the power to pass special resolutions/
75% enables SDH to pass ‘special resolutions’, (e.g. changing articles of association, waiver of pre-emption etc, voluntary liquidation etc…) without the leave of the other shareholder (RIFC).

It looks like this only happened in response to the LA of January.
—————————————————————-
What I was pointing out is that prior to the LA the shareholding in RRL was split 51 to TRFCL and 49 to SD. This was done to sell the Bears the myth that RRL was a RIFC Plc subsidiary with a majority Rangers shareholding.

However what wasn’t made public at the time was that there were 2 classes of shares whereby in the event on any vote on financial matters the Rangers shares counted as 51 votes but each SD share counted as 2 which gave them 98 votes.

That effectively gave SD control over RRL in any vote as there are few that couldn’t be classed a ‘financial’. Obviously for the duration of the LA as I understand it 26 TRFCL shares have been transferred to SD giving them 75 in total and leaving TRFCL with 25.

What I haven’t checked is whether the 26 transferred shares count as 25 or 52 for voting purposes but it’s academic in any case.

I take your point about the passing of special resolutions however if you read the nuts and bolts of the agreement it is clear that if a TRFCL director sneezed in the wrong place SD could declare a dispute and buy-out RRL for 50% of the previous year’s profit.

It may well be that the 50% purchase price has been reduced to 25% for the duration of the LA. Also any insolvency event triggers the automatic buy-out right by SD.

I don’t automatically go down the road that the new Board intend to crash the bus because I’m not sure how that would benefit them if SD is the major creditor and also holds Murray Park, The Albion, Edinston House – though I reckon that’s a demolition job; and a floating charge over all other assets.

Tbh I don’t see the badges being that important in that scenario because IIRC the exclusive worldwide licence granted RRL survives liquidation and always has.

The contract is a horror show for Rangers and why Green and associates signed it who only knows. Good business for Ashley but terrible for Rangers.

……….

If MA was in from the start, Charles Green would then have been able to “name drop” and as CG was doing the milk round with the begging bowl anyway, in order to raise the £5.5m for Duff n Duffer, it was a piece of the jigsaw in order to get Sevco-Rangers up and running and the first step to make sure ALL of Charles Green’s “investors”, got their money back (with profit).

Every innovative deal that could be done, was done…for example
…the amount of investors who were to be given extra shares – that nobody seemed to know about, or others who could (further down the line), then buy more shares (which nobody knew about) at 1p.

Why did Charles Green Start Sevco?

To make money (obviously not just for himself) but that is WHY.

Apart from the gullible Sevconians – who has “Lost” money?

Not many
. . . and they still can’t see the wood for the trees !

View Comment

GoosyGoosyPosted on8:47 pm - Apr 10, 2015


redlichtie says:
April 10, 2015 at 5:01 pm

I notice that RIFC/TRFC have two trademarks registered in South Africa.
,,,,,,,,

Any Spiv reading that would say that one of the “Marks” was SARS and the other was the Investors who got scammed by the pump and dump operation

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scapaflowPosted on11:41 pm - Apr 10, 2015


There is a famous vignette from WW2, where with the Allies rampaging across France, Field Marshall Von Runstedt is telephoned by Hitler’s lackey Keitel and asked what they should do now, his reply:

“Make peace you fools”

It came to mind when I read McMurdo minor’s latest piece, Ashley is never mentioned, but the sub-text was clear: “Make peace you fools”

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ianagainPosted on12:31 am - Apr 11, 2015


Mind when you were a wain and you got bought a McGowan heiland toffee bar and you couldn’t get the bloody wrapper off to destroy yer teeth?
You gave it to your ma who presented it back ready to chew. Free of charge.
The new incumbent chaps at Pretendygers now need to find the purchase price of said bar and also a very nice friend to unwrap the confection.
Shouting at yer ma and stamping yer feet likely meant nae toffee.
Likely outbreak of niceness on the Mike front predicted.

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scapaflowPosted on12:37 am - Apr 11, 2015


ianagain says:
April 11, 2015 at 12:31 am

Used to get home made lucky bags from the corner shop, and if you were lucky, one of those huge Highland Toffee chews would be in it.

Hasn’t Murray already made overtures to Ashley, and was unable to, literally, get in the door?

In this time of election sillyness, Chuck Colson’s words resonate:

“When you have got them by the balls, their hearts and minds will follow”

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Resin_lab_dogPosted on1:40 am - Apr 11, 2015


scapaflow says:
April 11, 2015 at 12:37 am

ianagain says:
April 11, 2015 at 12:31 am

Used to get home made lucky bags from the corner shop, and if you were lucky, one of those huge Highland Toffee chews would be in it.

______________________________________________________

Aah… McGowans Highland Toffee… salivates. And they say the 70’s was the decade that taste forgot?
I am sure my jaw muscles alone expended more calories in the course of a play time than the significant number contained within one of those magnificent beasts.
Its all a matter of balance when it comes down to it.
A 7 year old having a sugar rush at playtime expends far more calories than there are in one of their delicious concotions.
Still – tempus fuget – ’twas not enough to stop the firm that made them going the way of Rangers.
One of them at least is missed like a cherished loved one.

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upthehoopsPosted on7:32 am - Apr 11, 2015


I assume Mike Ashley does not listen to Radio Clyde Superscoreboard. If he had listened to the 15 minutes I did last night last night he would have guffawed at Derek Johnstone and Roger Hannah almost issuing warnings that the Rangers board are ‘looking very closely’ at the trademark and other contracts. There was a notable ‘don’t mess with the Rangers’ undertone to it. I do hope if word reaches big Mike that it doesn’t spoil his weekend if he starts worrying that these giants of contract law and other legal matters are now on his case.

Personally I thought it was just two people who know nothing giving comforting soundbites to a targeted audience who know even less than that.

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ecobhoyPosted on8:07 am - Apr 11, 2015


Resin_lab_dog says:
April 11, 2015 at 1:40 am
scapaflow says:
April 11, 2015 at 12:37 am
ianagain says:
April 11, 2015 at 12:31 am

Tisk! Tisk! Gentlemen 😎

McCowan’s Toffee not McGowan’s 🙄

However I can’t remember if Penny Dainties were also made by McCowans even though there wasn’t a coo face on the wrapper. And the taste was different and the colour that makes me think there must have been molasses in the McCowan’s.

So long ago – another world.

Good link below on history of the company and its resurrection which I think from memory was a management buy-out and away in the recesses of my brain there was issues with trade marks and branding. It’s everywhere 😆

http://en.wikipedia.org/wiki/McCowan%27s

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ecobhoyPosted on8:21 am - Apr 11, 2015


jimlarkin says:
April 10, 2015 at 7:35 pm

I agree with all that you say. Although wrt Green starting ‘Sevco’ I think that has to be qualified because IMO he was always a ‘front’ for others.

He didn’t invest 1p as far as I can make out in the original consortium behind Sevco 5088. And to this day we haven’t a clue about the identity of the majority of these original investors who are still there and still making money.

Fleas only drop off a dead dog when it’s dead and cold.

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ecobhoyPosted on8:40 am - Apr 11, 2015


wottpi says:
April 10, 2015 at 7:09 pm

SSB at it again.

McCoist’s contract ‘good’ and water tight.

Any other contracts signed by old board or in Ashley’s favour ‘bad’, as leaky as a colander and ripe for being ripped apart by RRM lawyers.
——————————————————
Whether SSB are at it or not I don’t know as I don’t listen to it.

But the facts surrounding McCoist’s contract are that it is ‘good’ and watertight and pre-dates the administration of Rangers in February 2012. If it hadn’t been the former Board wouldn’t have put him on gardening leave. Neither they nor the new Board can legally break the contract.

A lot of the facts are out there if you look for them 😉

From the Rangers AIM Prospectus December 2012

(b) Alistair McCoist

Under an employment agreement dated 28 December 2010 (but effective as at 8 January 2007) and which transferred to RFCL pursuant to the APA . . .

The agreement is terminable by RFCL for cause or on 12 months’ notice and by Mr McCoist on 12 months’ notice.

RFCL has the right, at any time after any notice of termination to suspend Mr McCoist’s duties or require him to only perform specific tasks or duties. During this period RFCL must continue to pay Mr McCoist’s basic salary.

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wottpiPosted on8:53 am - Apr 11, 2015


Seen on facebook

“Ashley now owns the rights to half the tattoos in Glasgow – He truly has their souls” 😛

Seriously, it would appear that everything is above board and linked to Ashley protecting his loan money and other interests. If someone had a mind to pull the plug, he has all the good stuff wrapped up. If Ashley fancies doing something he has all the good stuff wrapped up.

If the RRM want a good deal of this ‘nonesense’ to disappear all they have to do is pay back the £5m. There really is no story here. It is simply business and the bigger fish has used their financial muscle and position to get what they want from any deals they have entered into, the same way the big supermarkets will ‘bully’ suppliers to sign up the the deal that suits them and their lawyers and accountants. They get the deal they want and a lot of the risk remains with the smaller guy and their is always a penalty to pay if you the small guy gets it wrong.

I am not saying it is right but that’s the way the capitalist system now works. Since Thatcherism and Reganomics the free market and capitalism has been manipulated for the few as opposed to seeing everyone get a fair share.

Taking a fight to Ashley will be like going to a gun fight with a knife. I see no one like James Coburn on the RRM side. Challenging Ashley’s legal team will cost a fortune and take up time resource the RRM do not have. Far better dip into the first tranche of the kid’s inheritance money and pay up or simply suck it up and get on with business.

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helpmaboabPosted on9:13 am - Apr 11, 2015


McCowans Highland CHOCOLATE toffee.yum yum
Did McCowans sponsor Stenhousemuir?

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valentinesclownPosted on9:23 am - Apr 11, 2015


The Marathon was an institution of a chocolate bar. Overnight it was gone to be replaced with a Snickers bar. Loved the old Marathon as it had good historical memories of real good times. Used to call the new Snickers bar a Marathon for a period of time but as time past I got used to the new Snickers. More and more fans of the old Marathon over time accepted the new bar but some still to this day call it a Marathon and have found it hard to let go of the bar of chocolate bar.

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Celtic67Posted on9:24 am - Apr 11, 2015


helpmaboab,

McCowans owner also owned Stenhousemuir. You could hardly get a toffee bar wrapper between the football stadium and the business premises.

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Danish PastryPosted on9:24 am - Apr 11, 2015


Has the current club defaulted on Ashley’s loan? This from David Low @Heavidor:

@The MA loan has defaulted. He can sell trademarks to get his money back. Big story. No MSM coverage.
10:08am – 11 Apr 15

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mcfcPosted on9:38 am - Apr 11, 2015


If you were a genuine, very rich fan of The Rangers, as an absolute minimum and statement of intent you’d pay back the £5mil to get rid of the security against all those assets – including trademarks. Then you’d put £10mil on the table to remove all questions about insolvency over the next few months. All £15mil could be in unsecured loans, a la T3B, to give woking room while you get listed, do a share issue, court investors, or similar to replace the loan. That would make your intetnions absolutely clear.

The absence of such a simple and emblematic short term plan makes me and anyone with cash to “invest” wonder what the problem is:

a) good intnetions but no liquid £15mil to hand
b) no intention to expose your own money
c) not such a big fan, just a big ego, with easy promises
d) plans to crash the bus so why restore the bus first
e) doesn’t understand the credibility gap
f) doesn’t understand how twce bitten “investors” think

View Comment

mcfcPosted on9:43 am - Apr 11, 2015


Danish Pastry says:
April 11, 2015 at 9:24 am

Has the current club defaulted on Ashley’s loan? This from David Low @Heavidor:

@The MA loan has defaulted. He can sell trademarks to get his money back. Big story. No MSM coverage.
10:08am – 11 Apr 15

=======================================================================

Not sure how they would default since the main terms involve borrowing £5mil and paying it back at some unspecified time in the future. There would need to be bear traps in the detailed contract – but default triggers should really have been apparent in the RNS announcement. Or could Ashley have the right to demand repayment in full – and they simply don’t have the £5mil – but that would be a reckless term for L&L to accept on behalf of TRFC/RIFC.

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RyanGoslingPosted on9:59 am - Apr 11, 2015


MCFC,

That’s exactly what you’d do. Stop whining about the implications of the loan, pay the £5m off and there’s no problem. They got control of the club fairly cheaply after all. They also got control of the club by promising investment, which appears to be nonsense.

I still think we’re in a better place than we would have been if Mr Ashley had stayed in charge, but if the current board think us fans are buying all their nonsense they are sadly mistaken.

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oddjobPosted on10:03 am - Apr 11, 2015


Had a look at The Scotsman`s web site this morning. Under the sub-heading, “Obituaries”, the narrative begins “Queen of the South 3 Rangers 0”.

Do they know something we don’t?

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Danish PastryPosted on10:03 am - Apr 11, 2015


upthehoops says:
April 11, 2015 at 7:32 am

I assume Mike Ashley does not listen to Radio Clyde Superscoreboard. If he had listened to the 15 minutes I did last night last night he would have guffawed at Derek Johnstone and Roger Hannah almost issuing warnings that the Rangers board are ‘looking very closely’ at the trademark and other contracts. There was a notable ‘don’t mess with the Rangers’ undertone to it. I do hope if word reaches big Mike that it doesn’t spoil his weekend if he starts worrying that these giants of contract law and other legal matters are now on his case.

Personally I thought it was just two people who know nothing giving comforting soundbites to a targeted audience who know even less than that.
———–

Not the best group of pundits. It becomes a bit Ibrox Radio when DJ is on, but I suppose they felt they needed to open the lines after Thursday’s Queen of the South triumph. To be fair, though, it can get almost sensible at times. Gerry McCulloch does a good job, imo.

Podcast is easier to digest because it’s ad-free and allows audio scrolling. I was on taxi duty for my daughter a 3am so gave it a spin in the car in the wee hours. Laurie in Dennistoun (big Celtic man) was on, talking down the ‘neaderthal keyboard Rambos’ who say they are quite happy to never see the Ibrox club back. So that’s TSFM telt 🙂

Being from the East End I thought the best call of the night was the 72 year-old fan who’d ‘been following the club since the days of Jock Stein’. Very emotional call in tones I understood which I believe was in response the Billy McNeil statue announcement and the lack of a ‘Sir’ for the first Briton to lift the European Cup. Fair point when you think the types who get knighted these days.

On the football side good call suggested a simple knock-out, three or four tier CL so that all the actual national Champions played in pool 1, 2nd placed in pool 2, and so on, with some kind of semi-finals taking place between the four winners. Point being to restore some of the ethos of the European Cup to the competition. Not a bad idea. CL desperately needs new thinking and every national champion to be given direct access. The current repetitive annual cakewalk for the super rich is mostly unwatchable.

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AllyjamboPosted on10:04 am - Apr 11, 2015


Danish Pastry says:
April 11, 2015 at 9:24 am

He doesn’t give details of any default, but someone on his timeline suggests it might be caused by the delisting from AIM. With all the strange contracts that have been agreed at Ibrox since Green appeared, it would come as no surprise to find out that MA had included any number of default triggers to his loan!

Total conjecture, of course, but, as I say, such skulduggery would come as no surprise. Perhaps the sudden panic from the board is not that they’ve been surprised by the use of the TMs as security, or that they are now held in SD’s name, but that they will have to find that £5m, along with the next tranche of working capital, or lose the TMs and everything else that’s held as security, up to a value of £5m.

I am beginning to think MA’s men might be back running the show by the time the season ends. With the evidence so far, that might be the best outcome for the bears, as, unless they’ve been putting on a show to confuse the ‘enemy’, incompetence appears to be the current board’s best feature.

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Danish PastryPosted on10:15 am - Apr 11, 2015


@mcfc & @Allyjambo

I saw that comment about the AIM delisting as a possible trigger. I was wondering about this yesterday while reading the posts on here. I can’t imagine MA letting go easily as he is something of a collector of defunct brands, if that’s not too harsh.

The Merlin chappie has a post up. A bit doom-laden with much wailing and gnashing of teeth, and a puzzling last paragraph.

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mcfcPosted on10:15 am - Apr 11, 2015


Allyjambo says:
April 11, 2015 at 10:04 am

Danish Pastry says:
April 11, 2015 at 9:24 am

He doesn’t give details of any default, but someone on his timeline suggests it might be caused by the delisting from AIM.

======================================================

Default on AIM delisting would be a very sharp condition for Ashley to include – that would probably not be needed in the RNS because it was seen as a remote possibility at the time – pre EGM request. But if true, would suggest Ashley is thinking hard about the long-term and heading off the RRM at every pass.

It would be horrifying for the RRM to find after the EGM coup in the knowledge that they had only the slimmest chance of getting a replacement Nomad – after W H Ireland bailed rather than being sacked by King – as he stated – oops.

Anyway all harmless speculation for the moment – let’s no assume too much.

View Comment

neepheidPosted on10:16 am - Apr 11, 2015


As regards kindly Uncle Mike’s £5m loan, I would be amazed if it wasn’t repayable on demand. That is just normal commercial practice for any loan with no specified date for repayment. Without a repayable on demand clause,the loan is effectively in perpetuity.

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mcfcPosted on10:39 am - Apr 11, 2015


neepheid says:
April 11, 2015 at 10:16 am
Without a repayable on demand clause,the loan is effectively in perpetuity.

===============================================================

Good point, but that means Ashley could call in the loan and pocket the trademarks the next week, after RIFC paid the wages. I’d think maybe options to require full repayment once say every couple of years would be more sensible for RIFC.

It’s easy to fall into the trap of thinking Ashley is some evil mastermind. But nothing I’ve seen so far is beyond a man with a plan working out all the angles and offering RIFC terms to match – usually fairly standard stuff – but to his obvious advantage – leveraging his position as lender of last resort. And RIFC have accepted those terms freely – albeit in the form of L&L in recent months.

Perhaps what is more notable is that the RRM are often surprised, appalled, indignant at Ashley’s thoroughness and professionalism. RRM seem to expect things to be exactly the way they want them to be.

So Ashley is not Mr Evil, but the RRM are Mr Naive, Mr Amatuer, Mr Dumb-Entitlement.

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ecobhoyPosted on10:41 am - Apr 11, 2015


neepheid says:
April 11, 2015 at 10:16 am

As regards kindly Uncle Mike’s £5m loan, I would be amazed if it wasn’t repayable on demand. That is just normal commercial practice for any loan with no specified date for repayment. Without a repayable on demand clause,the loan is effectively in perpetuity.
——————————————————————
Regulatory Notice issued to AIM on 27 January 2015 undernoted is the relevant section wrt the first £5 million loan tranche.

There is no specified repayment period for the first tranche of the Facility.

Of course that doesn’t mean that there isn’t a clause which allows for repayment to be demanded at some future unspecified date and it might well give a notice period for that unspecified payment date.

Knowing Ashley’s ‘love’ of Rangers I’m sure the repayment period would be generous – say 7 days.

Of course that would most likely result in insolvency unless someone ponied-up big.

Does Ashley want insolvency? Would he gain or lose financially from it? Or has his reasoning gone beyond purely business factors into a more personal realm?

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yourhavingalaughPosted on10:45 am - Apr 11, 2015


The new Sports Direct shop opened in Argyle St this week,everything nicely spaced out as opposed to the normal clutter,first display that hits you is the luggage,all sizes and all with the Rangers crest,assistant advised me if I was thinking of buying to hold off as they would prob come down in price within weeks,I told him I was not realy planning to be jetting anywhere in the near future but thanks for the tip.

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briggsbhoyPosted on10:49 am - Apr 11, 2015


I suspect there will less badge kissing down Ibrox way in the next few games.

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scapaflowPosted on10:51 am - Apr 11, 2015


RyanGosling says:
April 11, 2015 at 9:59 am

Spot on. RIFC seems to be infested with financial tape worms, that are leaching the resources out of the company.

Kingco, are going to have to get rid of this parasitic infestation, if they are going to have any chance of prospering. It will take time & money, sadly, that time & money will be unavailable for more visibly productive tasks.

If Kingco are serious about rebuilding this business, it will be a long and rocky road, they need to be upfront with their customers, about what exactly that will mean.

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Matty RothPosted on10:55 am - Apr 11, 2015


Pure speculation from me..

But rather than the delisting being the reason for the Loan default could it be the other way about?

ie. could it be that Kingco were happy to allow the club to delist in full knowledge they would want to avoid the public gaze of AIM announcements when the defaulted on this loan?

This assumes that Mike always had the ability to call in the loan, perhaps with a 30 day repayment period or similar and kingco knew this well before charging into the EGM insulting the board and Mike along the way.

Perhaps the fully expected him to call it in and had no intention of paying it but now they are in a panic as they realise the trademarks are threatened.

Wouldn’t surprise me one bit if simple arrogance led the current board into such an aggressive course of action which they now may realise was a headless charge.

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mcfcPosted on11:02 am - Apr 11, 2015


scapaflow says:
April 11, 2015 at 10:51 am

If Kingco are serious about rebuilding this business, it will be a long and rocky road, they need to be upfront with their customers, about what exactly that will mean.

==================================================================

It’s all about timescale. If King is thinking about a 5-10 year plan then putting in £30mil-£50mil now would seem very risky – will RIFC turn a profit in that time – let alone return the investment.

But if King is thinking of RIFC as an institution that deserves a plan for the next 100 years, then £50mil now looks much more sensible – becuase there is a reasonable expectation of 80+ years of modest profits.

So is he an institutional investor for the long term, or is he hoping to put cheap lipstick on a pig and flip RIFC for a quick profit once CL is in sight – and perpetuate its instability.

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scapaflowPosted on11:13 am - Apr 11, 2015


mcfc says:
April 11, 2015 at 11:02 am

Trouble is, a good chunk of that “investment” will be required for “colonic irrigation” purposes. If you think about about the sequencing, and draw a wee Gantt chart, it becomes apparent that every thing is a dependency, on clearing the host of the parasitic infestation. Otherwise, the “for ever tenner we spend, The Sevco Triangle gets £2 (or whatever)” issue, will continue to cripple your reconstruction efforts.

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mcfcPosted on11:31 am - Apr 11, 2015


scapaflow says:
April 11, 2015 at 11:13 am

Otherwise, the “for ever tenner we spend, The Sevco Triangle gets £2 (or whatever)” issue, will continue to cripple your reconstruction efforts.

===================================================================

Absolutely – PMG has quoted £28mil as Ashley’s price to go away – probably not a bad working figure – but not the whole parasitic load.

If you were looking at a 100 year plan – you’d be negotiating staged repayments to free your childhood club. Otherwise you’d simply be prolonging the infestation before the obvious conclusion.
.

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AllyjamboPosted on11:34 am - Apr 11, 2015


scapaflow says:
April 11, 2015 at 10:51 am

I think what we are seeing with our speculation is that, after 3 years of some unbelievable revelations, absolutely anything is possible within the walls of Ibrox. So much of our speculation over the years might well have been very near to the actuality, but because of our compliant (to their, at the time, favoured party within Ibrox) media, we will probably never know. It has to be remembered that much happens within all companies that never becomes public knowledge, even those under much public scrutiny, so just because some of, say, PMGB’s revelations are never substantiated, doesn’t mean that they didn’t come to pass or were narrowly avoided, it just means the lid was kept on tight enough to prevent it being revealed in the MSM.

On the fact that no defaults were listed in the AIM notice about the Ashley loan. We know that AIM is not particularly well regulated, nor all that keen on taking action should their regulations be broken. I wouldn’t be surprised if many details are missed from similar announcements amongst many of their listed companies that go unnoticed and wrists are merely slapped when some come to light. Unless there is some provision in company law that says full public disclosure is required, then it is highly unlikely that any actionable offence has occurred by not disclosing any default triggers in the loan agreement. The then board members could claim that, as they had a NOMAD and no plans to delist, or that any other trigger was likely under their watch, then they felt there was no need to mention it. They could also say that as King had made it perfectly clear that he had a NOMAD lined up that there was no need to inform him and his consortium immediately, and that they had no responsibility once Llambias and Leach had been kicked off the board.

It is also very likely that now RIFC plc is no longer on AIM, that any breaches of their regulations are now of no interest to them!

Would be quite clever that; a default trigger that comes into effect only after the company leaves the regulatory body that might have the power to take action over any non-disclosure in the public announcement.

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ecobhoyPosted on11:45 am - Apr 11, 2015


scapaflow says:
April 11, 2015 at 11:13am

Trouble is, a good chunk of that “investment” will be required for “colonic irrigation” purposes. If you think about about the sequencing, and draw a wee Gantt chart, it becomes apparent that every thing is a dependency, on clearing the host of the parasitic infestation. Otherwise, the “for ever tenner we spend, The Sevco Triangle gets £2 (or whatever)” issue, will continue to cripple your reconstruction efforts.
—————————————————————–
You’re spot-on – the long term-financial viability problems with Rangers has always been that they failed to live within their means.

But certainly since 2012 there has been a crippling cost burder added to ‘normal’ running expenses in the shape of money disappearing to faceless, anonymous overseas investors and a serious of onerous contracts which may well be legal but which should never have been agreed to or signed by anyone putting the interests of Rangers first.

Unless the parasites are identified and forced-out Rangers will not survive IMO no matter how much money is invested in it as I’m sure all sorts of ‘escalator’ clauses are sitting there waiting to kick-in to cream-off investment.

I said in an earlier post this morning that fleas don’t drop-off a dead dog until it’s cold. I suppose I should have added that sometimes they can be removed by expensive and prolonged flea eradication regimes.

The problem with them is that they are often very toxic and can end-up killing the dog anyway because deep-seated infestation resulting in poor health, emaciation and loss of the will to endure perpetual misery.

However my Cup semi-final ticket has just arrived and I’m having a very light lunch and heading to the pub to watch today’s warm-up 😆

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upthehoopsPosted on11:50 am - Apr 11, 2015


All this talk of Rangers being delisted and the smokescreen that provides must be a dream for the Scottish media. What they don’t see didn’t happen and they will certainly not go looking for it. No doubt Celtic will continue to have their fully audited financial figures pored over to find some kind of negative slant to report. That was the way it was when Rangers were propped up by the Bank of Scotland’s millions and Celtic were self sufficient. I honestly don’t believe the media in any other democratic country would operate with the brazen double standards the Scottish media do on these matters.

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woodsteinPosted on11:56 am - Apr 11, 2015


Karma?
http://www.myfuturesinfalkirk.co.uk/towns/stenhousemuir.aspx
Stenhousemuir F.C.

In the summer of 1964, Rangers revealed a plan to The Scottish Football League to remove Stenhousemuir F.C. from the league, along with four other clubs, on the basis that they were poorest-supported clubs over the previous three seasons. Four years later, Stenhousemuir, along with Albion Rovers, Berwick Rangers, Brechin City and Stranraer, with support from a number of clubs, including Celtic, Hamilton Academical and Airdrieonians, successfully defeated this plan.
—————————————-

ecobhoy says:
April 11, 2015 at 8:07 am
—————————————————————-
“We are talking, of course, about the Highland Toffee bar, which evolved from the legendary Penny Dainty,”

http://www.scotsman.com/news/leader-such-sweet-sorrow-if-we-lose-our-highland-toffee-1-1866940

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scapaflowPosted on11:57 am - Apr 11, 2015


Allyjambo says:
April 11, 2015 at 11:34 am

I tend to put Ashley into the issue box marked Sevco Triangle.

Whether it’s income that should be flowing into the company, but is instead flowing elsewhere, or additional costs flowing outwards, its all the same issue.

Merchandising & Marketing is a core business activity for a modern sports company. Outsourcing the function, makes as much sense as standing on your DCK with your golf shoes :mrgreen:

The football beckons, and its fecking snowing, would you Adam & Eve it!

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yourhavingalaughPosted on12:06 pm - Apr 11, 2015


You begin to wonder,Dave King is 60 years of age this year,unless you are very laid back about spending your hard earned fortune and subsequently your grandkids future on a investment that will have no return for quite a few years,no stress ,no mental health issues along the long road then go for it,I don’t see Dave being the type of person to be horizontally laid back as would be required with this investment and hope he has taken some health advice on this,when you get to certain period in life you need to make sure it’s you that’s walking the dog and not the dog that’s walking you.

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ecobhoyPosted on12:12 pm - Apr 11, 2015


It – of course – has to be remembered that the loan agreement is with TRFCL and not RIFC Plc.

I would think that could be very significant in terms of a liquidation and the way in which Ibrox appears to be ‘exempt’ but that all other assets of TRFCL now appear to be tied-up by SportsDirect with the exception of 25% of RRL.

That 25% I would imagine would come under the automatic sale provision to SportsDirect contained in the original joint venture contract. So fi I am reading it correctly a liquidator wouldn’t get a sniff of it.

Perhaps a crunch truly is coming. Undernote AIM RNS wrt January 27 loan:

The Board of Rangers announces that Rangers Football Club Limited (“the Club”) has entered in to agreements with SportsDirect.com Retail Limited and associated companies (“SD”), to provide a long term on-going credit facility of up to £10m (the “Facility”).

So if the loan has defaulted then it’s TRFCL which holds the can. Perhaps some of our insolvency gurus can opine as it’s not an area I have any expertise in.

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oddjobPosted on12:34 pm - Apr 11, 2015


Alistair Johnson is suggesting that Rangers may have to create a new badge to reclaim the club from Mike Ashley.
Would such action trigger a default, or does the loan agreement already provide for such an eventuality?
If it is as simple as that to withdraw a surety, what’s next? Demolish Edmiston House? Bulldoze Murray Park?

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readceltPosted on12:37 pm - Apr 11, 2015


Am I right in thinking that if there has been a default on the £5M loan from Ashley and he wanted to play hardball, he could effectively padlock Murray Park and lock people out the car park on match days at Ibrox. Or do I have the terms of the deal wrong?

Aside from ownership of intellectual property, a move like that would be a real show of strength against the neutered RRM board.

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