Another Sevco/Rangers Mystery – the Phantom EGM? – by Ecojon

Well I have come across a few mysteries in this Long Downward March of Rangers and here is yet another one but hopefully contributors might be able to help identify a mystery Rangers shareholder.

Here is their signature and if you recognise it then let me know.

Let’s go back to 31 July when the Press Association (PA) issued the undernoted as part of a press release which was duly picked up and run by the rest of the sloppy Scottish Media.

UNDERNOTE

‘Shareholders have voted in favour of Rangers owners Sevco Scotland Limited changing its name to The Rangers Football Club Limited.

‘An extraordinary general meeting of ‘oldco’ shareholders took place at Ibrox today, where procedures were approved to enable the name change.’

Very interesting but seriously wrong.

The so-called EGM was at most a meeting of ‘Sevco Scotland Ltd’ which voted to change its name to ‘The Rangers Football Club Limited’. The ‘oldco’ was Rangers Football Club PLC (IA) and is now RFC 2012 PLC (IA).

But it was a very convenient error as it shifted media and public attention away from the mystery shareholders behind Rangers (newco) to the oldco which is of no relevance in terms of who now owns Rangers and its assets.

So who are the shareholders of Sevco Scotland Ltd, which bought all the assets of the failed Rangers? Companies House documentation shows that Sevco Scotland Ltd has two £1 shares and that as of 29/05/12 Charlie Green is shown as the only subscriber although, to me, it is unclear whether he has 1 or 2 of the shares.

On 31/07 Charlie Bhoy proposed as ‘sole director’ that Sevco Scotland change its name to The Rangers Football Club Limited.  I should make it clear I am not a lawyer or an accountant so I take the meaning of ‘sole director’ at face value.

I then can’t understand how he can be ‘sole director’ on 31/07 when on 14/06 three other directors were added to Sevco Scotland viz Malcolm Murray, Brian Stockbridge, and Imran Ahmad – all members of Rangers Board as is Green.

I am also slightly puzzled by the grand-sounding ‘Extraordinary General Meeting’ of shareholders of 31/07 as the documentation appears to point to the matter being dealt with on a straightforward ‘Written Resolution’ basis which is a legitimate device to handle company business without the need to specifically arrange a physical meeting.

But before mick gets worked-up about the catering and pies for an EGM – it appears to me that only two people at a maximum could have been present which would have been Charlie either talking to himself or to the mystery signature at the top of the article.

The mystery signature is undecipherable. But it could start as ‘Ian’ I suppose or at a stretch might be Imran Ahmad – who founded Allenby Capital and who currently works with Zeus Capital.  I’ll start going through his various directorships and see if I can find one to match – I have already checked Sevco Scotland but the documentation doesn’t show a signature for Mr Ahmad.

Interestingly in the name change documentation the mystery signer doesn’t say they are a director of Sevco Scotland but just a person entitled to vote on the resolution on 31/07.  Again I plead my lack of knowledge in this field but the only explanation I can come up with is that the mystery signer was relying on the ownership of one of the two Sevco Scotland shares to give them voting entitlement.

If that is the case then I can only presume that the other directors of Sevco don’t have a shareholding and one wonders why anyone would invest £1 million in a company and not have any share voting rights.  All seems strange to me but then I am not a non-executive director.

But it leaves the conundrum that Charlie says he is ‘sole director’ and that might be a legal thing that the other directors with no shareholding aren’t classed as ‘directors’ for voting purposes. But if the mystery signature is that of Imran Ahmad that rather blows that theory out of the water.

Oh well, looks as though the digging will have to continue and first thing I am going to do is check back Charlie Bhoy’s statements as I have a distinct memory that he said he would never be a shareholder of Rangers or own the company – but he certainly has at least 50% of the shares and possibly 100% depending on how you read Companies House documentation. Send for Bomber Brown methinks :)

Posted by Ecojon

Editor’s Note – (that sounds grand, doesn’t it!) – I will have a post up soon with clarification of some of what Ecojon is looking into above.

Paul

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37 Comments

Filed under Charles Green, Companies Act 2006, Guest Posts, Rangers

37 responses to “Another Sevco/Rangers Mystery – the Phantom EGM? – by Ecojon

    • Paul, Glasgow

      Sorrybto change the topic, but did anyone hear Billy dodds on sport sound?
      He has admitted that he was paid money due and owed under his ‘CONTRACT’ through an EBT!
      He also said that he was paid net, i.e. After tax was deducted, which means that the tax should have been paid by rfc. By paying through ebt, the tax was ‘EVADED’ by rfc as the payment was not discretionary but contractual. This is proof BEYOND doubt that rfc cheated the tax man and are guilty in this particular payment.
      It DOES NOT however proove double contracts as the payment was part of his main contract, we’ll just have to wait for the side contracts of others to proove this.

      • ecojon

        @Paul, Glasgow

        I read his piece and I seem to be picking up real fear – if he were to be found to have been party to wilful tax evasion then I think his media career would be at an end never mind any penalties that Hector might have in mind.

  1. Not a writing expert but ‘Imran Ahmed’ fits the shape quite well. Even so, and I appreciate the digging Ecojon, didn’t Green somewhere along the line say there would be transparency? And didn’t D+P? Can’t believe they’re still peddling this nonsense – but sadly not so surprised MSM is just filling space with it.

    • ecojon

      @Kenny McCaffrey

      I just think it’s so sad that the major news story in the last few months in Scotland doesn’t seem to have been understood by MSM. Back in the day a copyboy – not being sexist they just didn’t have copygirls then – would have been able to do what I did and join the dots.

      Now it appears that the flower of Scottish journalism not only can’t do basic investigative journalism but also can’t spot glaring errors in the PA copy. It used to be that the PA shorthand notes, impeccably transcribed, formed the ‘Record’ that could be trusted implicitly.

      I am beginning to think that the PA must have been handed a PR generated Press Release and I wonder who might have been behind that?

      • Indeed, ecojon, the old ways of running a newspaper meant these things were checked properly, although to be fair, none of the jobs you describe above exists in modern operations. The poor journos are just given a laptop and told to get on with it – and it’s often hard to get wi-fi down the pub.

        Anyway, must dash – the game’s on (by the way, say what you like about Sky, their SPL advertising images are so much more attractive this season, don’t you think?)

  2. Ask Mr McCoist who it is. He’s bound to know and is a stickler for transparency.

    Good work ecojon.

  3. Alex Doherty

    Mr McCoist Please get Mr Green to name the mystery Men behind Rangers as we know you love transparency.
    Trusting yourself or the lads will get answers

  4. Geoff

    looks like a j mcclelland.

  5. Por Cierto

    It’s Craig Whyte’s Nom de Plume….

  6. Macduff

    David Murray ? Not an expert, but does look like Imran Ahmed would fit in. Good work, as something is v different between PR bluster and what goes on.

  7. The signature looks like that of Imran Ahmad.

    Allenby Capital accounts containing signature

    http://www.scribd.com/doc/102005110/Allenby-Capital-Limited

    • ecojon

      @BillyBhoy68

      Ya dancer – I reckon that is a BIG ONE-UP for the internet bampots :)

    • Joseph

      I concur. It’s the signature of IA. This internet detective work is just the bees. Just think – pulling all our resources together and we get answers. It’s like one massive editorial team working together. Our traditional press just can’t match this! And that is our strength. I’m off to the game.

  8. KG

    Imran Ahmad was my initial thoughts, and folowing BillyBhoy68’s excellent detective work, there is no doubt.

    The main question is this though. After all that happened with Whyte, and the complete lack of transparency with regards to Green’s plans, why oh why is no-one of a Rangers persuasion properly investigating this takeover.

    • ecojon

      @KG

      I think that is a very good point – to be fair there are some Rangers fans raising questions on their boards but they generally get short shrift and it is blatantly obvious that a major pro-Green PR initiative is up and running and dominating the agenda which is to ignore troublesome questions.

      Other like Leggo have done some good work but as he is clearly identified with one of the main competing elements in the Rangers Support his stuff is ignored and derided by the other factions.

      And then a helluva lot of the Ibrox support have switched-off as I don’t think they can face the Titanic-scale of the disaster they are steaming towards and the obvious inability to change course. They seem wedded to events outwith their control and frozen into inaction while Charlie Bhoy steams full ahead for his destination – a £30 million AIM Flotation.

      If that meant £30 million being invested into the club then everything would be fine – but I suspect the original investors might want to claw-back their investment plus a slice on top and then of course there’s Charlie’s £3 million commission.

      • KG

        @ecojon

        Well said, that sums it up quite nicely.

        The character of the typical Rangers supporter, although not all, is one of being a supermacist, triumphalistic in nature, with thier “we are the people” mentality.

        This means that they need led from above, they cannot come together as a group and work together for what is right.

        At other times, it seems as though it would just be too much effort for them. Happy to become keyboard warriors, but not much else.

        And the last thing they can accept is criticism, especially from “Timmies”. Or if criticism is given by non “Timmies”, then they quickly get labeled as “Timmies”. The natural reaction for them is to take the opposite point of view, even if that it to the detriment of the club they support.

        In fact, they will not even examine that view, they just simply and defiantly reject it.

        The “No Surrender” attitude has come back to haunt them in all of this and will continue to do so throughout Green’s regime.

        Unfortunately for them, none of the so called fans representative groups stood up to the challenge when they were needed, they were more interested in getting their faces on television.

        And now they will do exactly the same.

        Let’s just bury our heads in the sand and hope it’s all right. Greens in place now, let’s just go with it, and doesn’t matter if we don’t know what his plans are. NO QUESTIONS ASKED.

        This all hinges on a successful share flotation, and the level of season ticket sales may give some indication as to what the likely success will be.

        For me though, I imagine there are still forces working in the background (Smith, McColl, Park etc) who will be persuading those Rangers fans with financial means not to invest, and this along with the lack of investment from the foot soldiers as well as the current financial crisis paints a substantial risk for Green.

        Greens dreams of large financial investment from the Asian markets, through Family Offices and Institutional Investors, I feel are long gone.

        I feel that it is all going to end in tears again and that we may well be looking at another insolvency event.

      • been quiet for a week or so watching listening and reading I have a post later with more observations but this is good work and needs to be continued, the £30m is never never and eco is correct when he says that its all about £ here and now, no future is planned, well not for rangers-the rangers or any other football playing club as far as green is concerned.

        Note now ALL relevant business as far as The rangers football club ltd will be conducted at arms length in england in order to restict public access to information……..more to follow

  9. Pingback: Fun With Forms! Could Sevco’s Change of Name to Rangers Be Invalid? | Random Thoughts Re Scots Law by Paul McConville

  10. charliedon

    I’m confused. Is this blog saying that two matters were dealt with on 31st July, namely (1) changing the name of the oldco and (2) the newco? Who voted on the oldco change of name, was this Mr Green and associate(s)? If so, surely they have nothing whatsoever to do with the oldco? Can anyone clarify this for me?

    • ecojon

      @charliedon

      So we are sure that we are all singing off the same hymn sheet it might be easier if you defined what you mean by ‘oldco’ and ‘newco’.

    • cmh64

      charliedon: I’ve been intrigued by that too. I’d understood that there had to be a meeting of oldco people to do their name change first, so that Sevco could do theirs. I thought the share sale between Whyte and Green was only relevant if a CVA was agreed, so the oldco name change had to involve Craig Whyte. Unless it was D&P again as they’re still in administration. If it was them, could they justify spending any money to do it? It seems odd to me that Green can, once again, be involved in both halves of the process though.
      Maybe I’ve misunderstood, but I’m baffled.

  11. A very entertaining and thought provoking piece.
    Why, I wonder is there such a desire to call the company which owns the football club the same name as the football club? Weren’t we told that the football club is a different entity from the company which owns it? In fact is was trumpeted that it doesn’t matter who owns the club, it is the club itself which continues!
    Why, then, this urgency to call Sevco, the owning company, The Rangers Football Club Limited?
    Another question; what happens to the club if The Rangers Football Club Limited goes into administration or liquidation?
    Show me a darkened room, I need a lie down!

    • ecojon

      @Oscar

      I think my sanity was saved when I had the Eureka moment to operate on the principle that everything that was being done was aimed at Charlie Bhoy getting to his AIM Flotation as quickly as possible.

      By using that as my North Star other things started to fall into place. So ‘The Rangers Football Club Limited’ is a private company which can’t offer its shares for public sale. But a company floating on the Alternative Investment Market can sell shares to the public although the designation of the company would change to Plc from Ltd.

      So it may be possible that if Green achieves his target of floating Rangers that the name used for the ‘new’ AIM company to be known as ‘The Rangers Football Club Plc’.

      Now one thing I learnt as I unravelled the dealings of a certain Craig Whyte was his fondness for having companies registered which bore a passing resemblance to other much better-known companies with a similar name. It doesn’t take too active an imgaination to spot the benefits this might bring.

      In the case of a possible ‘The Rangers Football Club Plc’ in the AIM orbit I ponder the similarity of the name of its now-dead and disappeared predecessor which is already a bit of Rangers history which has had the airbrush treatment.

      AIM doesn’t appear to have a regulation as to how long a company should be in existance before it can apply to float in that market although various references appear to suggest three years as a suitable period. But that is way too long for Charlie Bhoy’s timetable.

      So even not a hard and fast rule it might make the large institutional investors and savvy wealthy individuals balk at putting money into a company just recently incorporated – some might even term it a very high-risk gamble.

      So if I was Mr Green how would I get round this possible ‘problem’ – well I would make sure I purchased a company which already had a 100+ year history and I would make sure that the name I picked as my AIM flotation vehicle would take me to that history as soon as I googled it. I think that could be very reassuring to investors on the other side of the world not fully conversant with the intricacies of Scottish Football.

      Of course perhaps Mr Green really does take pride in the Rangers History for its own sake and doesn’t see it as merely a ‘tool’ to sell shares in a soon to be launched AIM company. It will all come out in the wash as my old grannie used to say.

      • cmh64

        @ecojon. Thanks for this explanation too. This is something I have been curious about since the name “The Rangers Football Club Ltd” was first mentioned, swiftly followed by talk of a flotation. Your explanation makes a lot of sense. Cheers :-)

      • Plughole

        Thank you.
        I didn’t understand why these name changes were happening, but I think you might have nailed it.
        Imran said the intention is to float at the end of October, that may be a little optomistic, but they don’t do hanging about, so they probably want to do it inside a year.
        The PR machine is in overdrive telling anyone questioning Charlie’s motives or business practices to shut up and get over it. I still think he’s over reached, but he’s put a lot of time in and he’s nothing if not tenacious. He’s an interesting character and I’m grateful for the part he’s playing in the spectacle.
        Keep on blogging.

  12. charliedon

    @ecojon
    By “oldco” I mean Rangers Football Club (in administration) and by “newco” I mean Sevco Scotland Ltd. can you help clarify the voting on the oldco’s name change?

  13. ecojon

    @charliedon

    If you go to Paul’s separate post it will probably clear-up any confusion.

  14. iain

    “Very interesting but seriously wrong.

    The so-called EGM was at most a meeting of ‘Sevco Scotland Ltd’ which voted to change its name to ‘The Rangers Football Club Limited’. The ‘oldco’ was Rangers Football Club PLC (IA) and is now RFC 2012 PLC (IA).”

    I’m interessted in how you know this to be true?

    Hw do you know there wasn’t an EGM of oldco?
    It seems a very important part of this piece to simply and glibly pass over it.

    • ecojon

      @iain

      I think if you read both pieces (Paul & mine) they provide a very balanced and accurate report. In the PA press release, no doubt straight from a PR handout from Ibrox by the look of it, two separate mechanisms have been conflated and give at the very least a very confused interpretation which the paranoid among us might consider to be intentional.

      I think any fair-minded football supporter on reading the two pieces together will be left in no doubt as to what was going on and I trust that you are one of those and not someone with a closed mind who is not a seeker after the truth.

      I would have thought it might be of some interest to you to know – according to Companies House documentation – that there appears to be two shareholders of the new company that owns Ibrox, Murray Park, the club history and the players who haven’t walked yet.

      The two shareholders are Charlie Bhoy and this other guy who appears to be using the signature of Imran Ahmad :)

      These two effectively ‘own’ the assets through the votes conferred by the shares. I would have thought that Rangers fans might be quite grateful to know who ‘owns’ their club.

      Of course we have a slight problem with ‘Signature’ man because if it is Imran Ahmad then it is more than likely that he represents anonymous investors who may or may not be clients of Zeus Capital or even Blue Pitch Holdings.

      After all that Rangers has undergone with CW I thought fans would have taken more care of the ‘ownership’ of their club. They were promised ‘transparency’ by Green and that certainly seems to be what Ally supports. But ah hae ma doots, especially when looking back to Green’s utterances about no one having more than 10% of the club, then that moved to 15%, and then we discovered that Blue Pitch Holdings had, what was it, 23%?

      And didn’t Green say that he wasn’t going to hold shares or ownership of the club – if you want to check the facts go and look at Companies House records or follow Paul’s links. That is where the truth will be revealed to you although I doubt if it will make a blind bit of difefrence to you.

      And btw I don’t simply and glibly pass over anything and I think any reader of my posts, with an open mind, would agree with my standpoint.

      • iain

        You stated there hadn’t been an EGM of “oldco” there clearly has.

        It’s all fairly straight forward…and I didn’t need a couple of wordy pieces to work it out.
        “oldco” changed their name and so did “newco”.
        There…simple

        To be perfectly honest I’m not particularly bothered abut who each and every individual are who own the club….shock horror I know.
        I’ll leave worrying about that stuff to Celtic supporters on sites like these.

        All I know is Green and his cohorts put their money where their mouths were when so-called “Rangers men” preffered to hang back and let others do the dirty work of liquidation..no doubt in the hope of picking up the pieces afterwords and looking the good guys.

        Someone mentioned before the latest prank call from that perrenial lunatic Tommy the taxi driver. I listened to it the other day. Unwittingly he managed to put a lot of minds at ease…in his eagerness to trip Ahmad up he actually provided the platform for him to clear some stuff up which a lot of people had ben worrying about.

        Now…I know this is old fashioned….but my season ticket is re-newed and I’m looking forward to getting ack to Ibrox and watching my team….I’ll let you all worry about the forms used to change names, who owns what and whether Ahmad has had business deallings with Whyte.

      • ecojon

        @iain

        Perhaps for the first time I agree with you iain – that is indeed a simple solution :) I just wish that real-life and high-finance was as ‘simple’.

        One of the major reasons I am interested in who owns Rangers is because the current Rangers ‘ownership'; ex leading lights like Walter Smith; and a huge percentage of the fanbase are of the opinion that the SPL will be bankrupt without it and that the effect will ripple throughout Scottish Football with slashed TV revenues bla bla bla.

        So it seems I am damned because I have listened to these warnings and done a bit of checking and what I’ve found so far is that basically no one knows what is happening financially at Rangers – other than 1 or 2 people. You have said that that doesn’t interest you as a Bear – fortunately there are a helluva lot of football supporters from many Scottish clubs that it does bother as we recognise that in such a small country we are all interdependent on each other to a greater or lesser extent..

        Again you trot out the Green PR line about putting his money where his mouth is. What money? The quid he gave CW? Because I don’t know of anything else he has invested and he is on public record as saying he hasn’t invested anything. Your capacity for ignoring fact coupled with self delusion is quite staggering,

        I know some of the Rangers men you speak of and I believe at the end of the day they will yet again prove that they are Rangers men and pick-up the pieces. My major quibble with them is that I don’t think they had the heart to tell Rangers fans the truth – that Ibrox is a financial black-hole and it would be madness to pour any more money into it, in its current set-up and ethos. But these are matters for Rangers people to deal with as only they can build a modern-age football club. If you genuinely think that Green is a newco Rangers man I feel sorry for you as the crunch when it comes will be all the sorer.

        All he has done is bang the Big Drum and make appropriate mouth music while playing the bigotry card and he has become the Pied Piper of Ibrox. It remains to be seen which garden path the residents will be led-up.

        I hope you enjoy your football at Ibrox and beyond and to be honest I won’t be sorry to see you go, as you seem to infer, because I never thought you added much to the debate and I certainly don’t think an open mind was present.

        But I am glad to hear that you have no worries about Ahmad having business dealings with Whyte – personally I would be worrying whether there will be any assets left after what to me is an invevitable further financial collapse.

      • @Iain incredible narrative………………….wheres the sand????????????? oh no its being used to hold up sevco assets…….turning your back on the “rangers men” giving your money to green and co and blindly folow following again……………..yes incredible, but then nothing has really changed and that is very very sad….

  15. ecojon

    http://www.dailyrecord.co.uk/sport/football/football-news/ex-rangers-boss-walter-smith-tells-1214747

    “WALTER SMITH last night challenged the SPL to come up with proof that Rangers used EBTs and dual contracts for players while he was manager.

    An independent commission has been set up to investigate the Ibrox club’s affairs. However, former boss Smith said: “All I hear about is talk of stripping Rangers of titles.

    “But any alleged wrongdoing involving EBTs and contracts has yet to be proven. I belong to that section of the Rangers support who wonder when the game will consider that the club has received enough penalties and punishments for what’s gone on.”

    —————————————————————————————

    My understanding is that the basic proof that provided the ‘prima-facie’ case was provided by D&P albeit very reluctantly.

    The Commission as I understand it will not be ruling on whether the use of EBTs constituted wrongdoing as that is a matter for the HMRC to pronounce on.

    Instead, it will have the relatively simple job of determining whether the payments to players, generated by the EBT system, constituted a ‘hidden’ payment to players on top of the already disclosed – to the SFA – contract terms. I have no doubt that all Walter hears about is talk of stripping titles as most of his Rangers buddies are talking about nothing else. Not even the prospect off further success in the Ramsdens Cup is managing to change the topic of conversation.

    However, now having had the chance to re-read Walter’s rant at leisure it becomes obvious, just like his compadre Dodds, that Walter is distancing himself from the ‘brown stuff’ and I don’t mean the HP sauce.

    He’s only demanding the proof for when he was manager and not for other periods – no doubt he will get his opportunity to tell all when the Commission Comes a Calling :)

    I should add, that I think the hardest part of the Commission’s job will be the decision/s on what penalties to be imposed or not and, to be honest, I don’t envy them that task.

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