How about a quick pop across to Rangers.co.uk?
Okay then – here we go! (With my comments in bold)
THERE has been growing speculation recently that an announcement from the First Tier Tax tribunal is imminent.
The Club has no knowledge of when such an announcement will be made. However, the Club as it now stands as part of The Rangers Football Club Ltd. has been informed by Her Majesty’s Revenue and Customs that any decision by the First Tier Tax Tribunal will not affect the operations of The Rangers Football Club Ltd.
I like the repeated references to “the club”. Just to make absolutely clear that the club exists, then, now and forever. Nothing to do with the “holding” company, so-called.
Mind you, when it comes time to sell the shares perhaps a different slant will be put on it, especially when it is pointed out that it is the holding company for the “holding” company in which shares are being sold!
It is quite correct to say that the FTT will not affect the former Sevco Scotland Ltd. Why should it? They are entirely separate legal entities.
You will also note that the club is referred to as “part of” the limited company. Presumably, a part that can be sold off although of course no one is suggesting that will happen.
This tax liability which is under consideration by the Tribunal is historic and was a matter for The Rangers Football Club plc (‘oldco’) which is in administration and will be subject to liquidation in due course.
The Rangers Football Club Ltd. is a corporate entity formed following the acquisition in June this year by a consortium led by Charles Green of the business and assets of Rangers, including the Club and its honours.
The Rangers Football Club Ltd was re-named after the acquisition. It however was formed before the acquisition. Otherwise, it could not have acquired the assets!
And as far as “the Club and honours” go, these were purchased for the princely sum of part of £1.
Unpaid tax liabilities led to the demise of ‘oldco’ and the EBT arrangements were part of ‘oldco’s’ liabilities. As HMRC stated in June when they decided to vote against the proposed oldco CVA, no tax liabilities relating to ‘oldco’ would transfer across to the new company. HMRC have recently reaffirmed this position to the Club’s tax advisers, Deloitte.
It did not need HMRC to confirm that, did it? However, HMRC would not reaffirm this to newco’s advisers without being asked – is this prudence, belt and braces, or was there a sneaking suspicion that, perhaps as a phoenix, HMRC might choose to purse newco in some way?
The Rangers Football Club Ltd. is a company free of external debt and all liabilities relating to ‘oldco’ are a matter for the administrators.
And so to the most important word in the statement.
I wonder what it means by saying that it is a company free of all EXTERNAL debts? After all, Mr Green told Messrs Keys and Gray yesterday that the company was debt-free.
Surely the CEO did not make a mistake about this?
And if he did, then what could this “internal” debt be?
Is it a reference to money due back to the original investors? Or is it a reference to corporate transactions in a group structure, where the “football company” will owe money, perhaps for use of the stadium, to the PLC?
Bearing in mind this is an official statement on the official website, one imagines that a word like “external” would not be added in unless clearly intended?
The impending decision of the First Tier Tax Tribunal once again calls into question the validity of the SPL Commission into the use of EBTs. They are clearly a matter for the old company and The Rangers Football Club is trying to rebuild as a great sporting institution.
This paragraph is, with due respect to the anonymous author, as Oolon Coloophid would have described it, a load of foetid dingo’s kidneys.
The Tax Tribunal is directly nothing to do with the SPL Independent Commission under Lord Nimmo Smith. As I wrote many, many months ago it would be possible for Rangers to win the Tax appeal in its entirety, yet lose the SPL case. It could win the SPL case and lose the Tax case. The results are not dependent on each other although the evidence underlying each case is the same.
The preliminary decision of the Independent Commission in fact agreed with the submission that as between oldco and newco, it was oldco which was subject to penalties for rule breaches. However, and this point is totally ignored by the statement, the Commission considered that the club could still be punished for the rule breaches of oldco in connection with the running of the club. Accordingly, any penalty imposed on the club would impact newco, within which, as the above statement says, the club is now a part.
The biter bit; what’s sauce for the goose etc…
If Mr Green declared that, in fact, the club was a new entity, and one which did not have the history and baggage of the old club, then the SPL case disappears.
However, especially when trying to sell shares, Mr Green could not change the slogan from Rangers Then, Now Forever to Rangers Yesterday, Today, Tomorrow!
Posted by Paul McConville