What is “Liberty Corporate” and Why Does the Rangers FC Group Ltd Owe it Money?

This is a bullet point and factual post to update people regarding Liberty Corporate Ltd. I don’t come to any conclusion about what it all means, except to say that it makes things even more complicated!

——————————

Today an interesting document popped up on Companies House.

You can see it linked here MG01 re Liberty Corporate

It discloses that the Rangers FC Group Ltd has granted a security in the form of a debenture over all of its assets, present and future. The main and indeed probably only assets of Rangers FC Group Ltd are (a) an 85% shareholding in Rangers Football Club PLC (in administration) and (b) rights under a floating charge over Rangers Football Club PLC’s assets in security for whatever debt is owed to Group.

A security is of course only in respect of a debt owed. How therefore is Rangers FC Group Ltd in the position of owing Liberty Corporate Ltd money? Has some interesting transaction taken place, or is there some corporate paper swapping going on?

Liberty Corporate Ltd is listed on Companies House as follows.

Name & Registered Office:
LIBERTY CORPORATE LTD
48 SKYLINES VILLAGE
LIMEHARBOUR
LONDON
E14 9TS
Company No. 05831290

It is a dormant company, whose only director is Thomas Whyte, believed to be Craig Whyte’s father. The company has issued share capital of £1,000 and is solely owned by Liberty Capital Ltd.

Its most recent accounts are here liberty-corporate-Annual-Accounts

The next set of accounts?

As Companies House tells us:-

Next Accounts Due: 29/02/2012 OVERDUE

Who would have thought that a company linked to Craig Whyte would have overdue accounts!

There have already been two potential windings up of Liberty Corporate too, probably for failure to lodge accounts!

Liberty Corporate Ltd is owned 100% by Liberty Capital Ltd, which is Craig Whyte’s British Virgin Islands company.

So Liberty Capital owns 100% of Rangers FC Group Ltd.

Rangers FC Group has just given security over all its assets to Liberty Corporate.

Liberty Capital owns 100% of Liberty Corporate.

Liberty Corporate also owns 37.72% of Merchant Corporate Recovery PLC (guess what – its accounts are overdue!)

Craig Whyte is a former director and is presently company secretary of Merchant Corporate Recovery PLC.

Duedil.com lists the business address for Liberty Corporate Ltd as :-

Suite 5 2nd Floor Viking House
Lodge Lane Daneholes Roundabout
Grays
RM16 2XE

That address is closely connected to Sherri Ellison, who has been involved with some of Craig Whyte’s companies going back many years.

One of Craig Whyte’s (born in 1969) companies was Strident plc. A director of this was Sherri Ellison.

She is or was also a director in two Craig Whyte 1971 companies – Countryliner Ltd and LM Logistics Ltd.

Sherri Ellison is an accountant trading as Ellison Business Services Ltd.

STV reported on this as Craig Whyte cementing his hold on Rangers.

It is definitely another complication in the already complex corporate structure of Mr Whyte!

CW Corporate Structure with thanks to reader DCR – although every day suggests some new change is needed!

I should add that anything corporate involving Mr Whyte will always have a quirk. Liberty Corporate Ltd is listed as Company Secretary of Tixway UK Ltd (you will recall that is Mr Whyte’s company which lost a court case and where Mr Whyte’s evidence was rubbished by the Sheriff).

However, Liberty corporate is listed as secretary to Tixway at the Bath Street, Glasgow address, and not at either of the addresses given above.

I am sure someone in Mr Whyte’s backroom team does these little things just to see if anyone spots them, by way of harmless amusement!

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16 Comments

Filed under Craig Whyte's Companies

16 responses to “What is “Liberty Corporate” and Why Does the Rangers FC Group Ltd Owe it Money?

  1. Paul,

    As has happened in many of the companies associated with Craig Whyte, a security over all the assets, book debts gets lodged just prior to the imminent closure of the business.

    Although to be fair, you don’t need a crystal ball to have seen this one coming.

  2. John Kerr

    I have no legal background whatsoever but thoroughly enjoy reading your blog and appreciate the humour you’re able to bring to all these gory details.

  3. james larkin

    http://www.legalweek.com/legal-week/news/2165846/clydes-takes-role-collyer-bristow-amid-rangers-negligence-claims

    in laymans terms…what does the story in the link tell us…are D+D looking for more than the 3.6millions?

  4. duggie73

    Paul- following on from onandx3’s point on RTC…
    Can a fixed charge be challenged and overturned in the same/similar way as a floating one can under section 245 of the Insolvency Act 1986?

  5. Joseph

    Talk about the unacceptable face of capitalism! This is just the unacceptable face of anything to do with business. Dirty tricks afoot. On the one hand Whyte makes a statement which gives the impression that he is quite happy to hand over the running of Rangers to new owners for no gain, and then does the opposite and goes all out to ensure he gets something out of this. Business people like Whyte we can do without, and I hope at the end of this he ends up in jail, where he belongs!

  6. ifa007

    SOMETHING IS GOING ON AT MERCHANT HOUSE GROUP!

    http://www.iii.co.uk/investment/detail?code=cotn:MHG.L&display=discussion&it=le

    On 28 March 2012, the board became aware that, between October 2011 and December 2011, 652,333,333 ordinary shares in the Company, representing 14.1 per cent. of the Company’s enlarged issued share capital, had been issued without having been announced or admitted to trading on AIM and therefore requested the Suspension pending the outcome of an investigation by the board.

  7. Is this a game of Find the Lady?

  8. ifa007

    Over half of the money owed to Ticketus by Glasgow Rangers would be wiped out if the Blue Knights Consortium takes over the club.

    http://www.fundweb.co.uk/uk/rangers-debt-deal-could-result-in-eis-investor-losses/1049188.article
    A bid being prepared by the Blue Knights Consortium includes an agreement with Ticketus to wipe £17m off the debt it is owed by Rangers, according to the BBC.

    The Blue Knights Consortium plans to mount its bid for the club tomorrow ahead of this week’s deadline to submit proposals to the administrators.

    The BBC reports that under the terms of the deal, which are yet to be finalised, Rangers would owe Ticketus around £10m. This would be paid back interest-free over seven years, with nothing repaid in the first two years.
    Octopus Investments owns Ticketus, a London-based firm which provided Rangers with “working capital” in exchange for future season ticket sales, through its protected EIS.
    In February, Glasgow Rangers’ administrators Duff & Phelps said it was unclear on the whereabouts of £24m advanced from Ticketus to the Rangers’ account.
    It later clarified that £18m of £24m advanced had been accounted for and was used to pay off Rangers’ debt to Lloyds Banking Group when the club was taken over by current owner Craig Whyte last May.
    Ben Yearsley, investment manager at Hargreaves Lansdown, says: “If this deal goes ahead as the details have been given, I assume that investors have lost the majority of their money – especially as the balance of £10m is being paid back over seven years.”
    Paul Latham, managing director of Octopus, says: “The exact impact of the administration process on Ticketus unfortunately remains uncertain until the future of Rangers has been finalised, and at this stage the process is still underway so we cannot comment on the specifics of this investment.”
    He adds: ”Only our investors in the Octopus EIS have exposure to Ticketus and therefore Rangers. Ticketus forms a small part of the diversified EIS portfolio and we have a number of additional protections for our investors built into the EIS product that we would seek to deploy if necessary, this includes our deferred AMC. We are communicating regularly with our clients on Ticketus and the situation at Rangers

    • duggie73

      Well, that was yesterday’s news, tomorrow’s might be different.

      Ticketus’ offer of taking a £17mil cut may have been based on the amount paid by the Blue Knights to buy out CW finding it’s way back to Ticketus.

      Ticketus may well take the possibility of a switcheroo leaving them with nothing seriously.

      Although…

      A cynic might say Ticketus in actual fact CGAF whether they make any money back from a newco, or a continued RFC, as the tab for any losses they make will be picked up by their lawyer’s insurance for not spotting that Scots law leaves them exposed to losses in the even of liquidation.

      Such a cynic may be of the opinion that any and all of Ticketus’ manoeuvring has from day one been nothing other than meaningless posturing to make it appear that Ticketus have been “duped”.

      For the avoidance of doubt, I am not suggesting that this is in fact the case, I am merely observing that there’s a lot of cynicism around these days.

  9. Compulsive Viewer

    Should we be blaming Thomas Whyte for all of this nonsense?
    Shouldn’t Mr Whyte Snr. take a firm hand with the boy and tell the imp to stop all this malarky and get a proper job in an office.
    Anyone out there got a vacancy for a bright lad with a furtive imagination?

  10. new xmass game , just loose touch with all your fiddles run up debt everywhere sit back watch others try to unravel it made by mister whyte care of the BIG HOOSE

  11. Bhoywonder

    I’ve been reading these blogs and RTC and they offer much needed transparency, so a lofty well done to both. I can’t help but think that Mr Doncaster and D&P are bending over backwards to ensure RFC remain a going concern, regardless of the financial bombshell that clearly awaits. It all stinks. If CW has transferred the assets to Liberty, then the value of, I assume Ibrox Stadium and Murray Park whatever this may be, escape the inevitible liquidation process. So much underhanded skullduggery and blatant “legal” law breaking…rip off Britain at it’s very best.

  12. Bhoywonder

    If the BKC led by Paul Murray are successful and “win”…do we ever get to know who the other bidders are, or were?..hmmm..since we already know Club18 (sorry) are not interested (clever chaps) maybe the other American bidder is a Big Mac or KFC! Notwithstanding all this nonesense, the lack of transparency appears hugely intentional as a CVA is highly unlikely. Imagine other legitimate businessmen looking in and thinking “go on, give them one and let’s all have a party”. Liquidation is inevitable, otherwise a precedent would be set allowing others to stick 2 fingers up at HMRC, spreadeagle their assets and bury everyone in in a corporate paperchase. Why can so called educated businessmen not see this?

  13. colin

    i just hope green is our Mcann without the cap.were was all this money walter /brown (legends)have now and not months ago before this mess??? we are the ppl and always will be. as big marvin said belive.

  14. Pingback: How Unfortunate – Merchant House Group now advised by Firm Formed by Rangers FC Director | Random Thoughts Re Scots Law by Paul McConville

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