I posted about the recent Rangers announcement on the official website regarding the addition of two new non-executive Directors to the Board of the Rangers Football Club Limited. The name of Mr Imran Ahmad was missing from the list and this initially seemed odd, bearing in mind how highly Mr Green had spoken of him on 17th October when announcing that Mr Ahmad had left Zeus Capital to become Commercial Director at Ibrox.
Subsequent inquiries by Ecojon, reported here, suggested that we had been concerned regarding Mr Ahmad for no reason.
He remains involved with Zeus Capital.
In addition, his appointment as Commercial Director would render his position as a non-executive director redundant. He could have stayed as an executive director, but the suggestion is that he will take up a place on the football board (although there has been no announcement yet to my knowledge of any separate company to run the football business). As I have said before, it is a common structure to have a PLC which owns the limited company which in turn owns the football operation.
All will become clear of course when the Prospectus is issued, at which stage all interested parties can consult their financial advisers and stockbrokers to determine whether or not to purchase shares.
Why in the heading do I mention sending forms to Companies House?
Under Section 167 of the Companies Act 2006 there is a duty on a company to notify directorial changes to the Register of Companies.
The relevant part of the section states:-
A company must, within the period of 14 days from—
(a) a person becoming or ceasing to be a director…
give notice to the registrar of the change and of the date on which it occurred.
If Mr Ahmad stepped down on 17th October, when his appointment as Commercial Director was announced, as seems to be implied, then Companies House ought to have known by 1st November. As at this morning, there is no record of Mr Ahmad having resigned as a director.
As the organisation now running Rangers is a far more efficient outfit than its predecessor turned out to be, then the likely explanations are:-
- That the paperwork has gone astray en route to Companies House;
- That Companies House has not processed the information timeously (which is highly unlikely in my experience); or
- That the resignation was only made effective when the new directors, Messrs Smith and Hart, were appointed, and it was felt appropriate not to make any announcement of Mr Ahmad’s change in status.
In the latter case, as a private limited company, there is no obligation to make a public announcement. That is why the notification to Companies House is required. In that event the time window is still open.
In theory, it is a criminal offence by the company and its officers to miss the 14-day time window. For that reason I have no doubt that the issue is simply one of paperwork being diverted in the post or the ether, and that the official records will be up to date imminently.
There is no possibility that, unlike Mr Whyte’s time in charge, the need to notify Companies House has simply been forgotten. After all, at the end of June when Messrs Murray, Stockbridge and Ahmad were appointed, the Companies House records were updated that very day.
Posted by Paul McConville