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Stock Exchange Announcement on Directorships


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Page 64 of the Prospectus and no mention of Sevco 5088. Was the information that it was a subsidiary deliberately concealed and if so, by who?

 

14. Investments

Details of the investments in which RFCL holds 20 per cent. or more of the nominal value of any class of share capital are as follows:

 

Subsidiary Undertakings (all incorporated in the United Kingdom):

Rangers Youth Development Ltd Ordinary Shares 100% Youth Development

Rangers Media Investments Ltd Ordinary Shares 100% Dormant

Rangers Financial Services Ltd Preference Shares 100% Dormant

The Rangers Shop Ltd Ordinary Shares 100% Dormant

Rangers Retail Ltd Ordinary Shares 51% Retail

Rangers Matchday Services Ltd Ordinary Shares 100% Dormant

 

Is the 20% level important?

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"and whyte is or was a director maybe even owner of sevco5088"

 

If sevco is a subsidiary of the plc Whyte cannot be its owner any more. Even if he were majority shareholder the structure of the susidiary would prevent him from having control of the Board.

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"and whyte is or was a director maybe even owner of sevco5088"

 

If sevco is a subsidiary of the plc Whyte cannot be its owner any more. Even if he were majority shareholder the structure of the susidiary would prevent him from having control of the Board.

 

 

yes its interesting to note rangers bought sevco5088

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Why are the stating "Rangers Security Services Limited" today when it changed it's name to Garrion Security Services Limited on 3/12/2012 ?

 

If true, suggests there may be other errors in this disclosure.

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Guest sergi

Taken from the stv web site.

Rangers have claimed control of a company at the heart of a legal dispute with Craig Whyte.

 

In an announcement to the stock exchange on Monday, Sevco 5088 Limited is described as a "subsidiary" of Rangers International Football Club plc.

 

Mr Whyte claims the firm was established on his behalf last year and gives him a legal hold over Rangers' assets, including Ibrox and Murray Park. He claims Charles Green was enlisted as a director of Sevco 5088 to act as a "front" for him in an attempt to regain control of Rangers, which Mr Green denies.

 

According to the AIM stock exchange notification, Mr Green held a directorship in Sevco 5088 on December 7 last year, the day the AIM admission document was published.

 

Mr Green previously stated in an interview with STV that he had "handed back" the firm to Mr Whyte after the company was no longer needed once a company voluntary arrangement (CVA) was destined to fail. No documentation confirming Mr Green’s resignation from Sevco 5088 has been filed with Companies House.

 

According to the share issue prospectus published last December, Sevco 5088 was a "related party" to Rangers International, of which Mr Green was the "sole shareholder". Mr Green said in a statement earlier this month that he "was the sole director of Sevco 5088 until he resigned and became the founder director of Sevco Scotland" which was incorporated on May 29 last year.

 

The retrospective directorate declaration to the exchange comes after Mr Green announced his intention to step down as Rangers chief executive with immediate effect on Friday, citing "negative publicity" surrounding his links to Mr Whyte.

 

It also emerged after former Rangers owner Mr Whyte instructed lawyers to contest the lodging of termination notices with Companies House for director appointments of himself and associate Aidan Earley with Sevco 5088.

 

The online documents were filed last week, after Mr Whyte confirmed he was seeking to use the company to seize control of the club’s assets. Mr Whyte is adamant the termination move was not made by himself or Mr Earley, while he has also stated it does not alter his ownership or role as a director of Sevco 5088. The businessman’s lawyers have contacted Companies House over the lodging of the termination forms.

 

Documents

 

STV revealed documents were filed with Companies House which appeared to show Ibrox chief executive Mr Green’s signature on the Sevco 5088 directorships of Mr Whyte and Mr Earley on May 9, 2012. Days later, Sevco 5088 signed an exclusive agreement for the club’s assets with administrators Duff and Phelps, although they were eventually transferred to an unrelated entity, Sevco Scotland Limited.

 

The electronic forms filed last Tuesday stated that the directorships of the pair had been terminated on the same day they were appointed last year.

 

However, a spokesman for the former Rangers owner said: "Mr Whyte has noted the attempt to remove himself and Mr Earley as directors of Sevco 5088.

 

"Mr Green has publicly acknowledged that he resigned as a director and transferred the company some time ago. The Companies House record is not the legal determinant of who owns the company and who are directors. This issue will form part of the forthcoming legal case."

 

Companies House said only people with access to the online authorisation code for the company could have terminated the appointment, while it was unable to clarify who had lodged them. The e-forms relating to the moves do not name the individual behind them, while no signatures are present on the forms as they were submitted via the registrar’s website.

 

Sevco 5088

 

STV contacted Rangers and Mr Green for comment on the development, but they did not provide a response for publication. Mr Green is still listed as a Sevco 5088 director on the Companies House website and signed off on a proposal to dissolve the firm on December 27 last year, weeks after Mr Whyte sent him a letter warning of legal action. London legal firm Field Fisher Waterhouse, which established Sevco 5088 as an off-the-shelf company in March last year, declined to comment on the move.

 

The registered address of the firm was recently changed from Field Fisher Waterhouse’s Vine Street office to one in London’s Skyline Village, which is associated with Mr Whyte’s businesses. However, last Wednesday an e-filing with Companies House reverted it to lawyer’s office.

 

STV recently revealed that Mr Green admitted asking Mr Whyte for £25,000 to pay the legal fees of Field Fisher Waterhouse. The outgoing Rangers chief executive claimed the cheque bounced, however STV obtained proof to suggest it cleared and the money was paid out of a business account associated with Mr Earley.

 

Rangers announced they had instructed lawyers to respond to the claims of Mr Whyte and Mr Earley, while they also said they would be preparing a file to submit to Police Scotland in relation to the dispute. The club also informed the stock exchange in London that an independent inquiry into the conduct of Mr Green and Imran Ahmad was being carried out, days before the chief executive announced he was stepping down.

 

Last week Worthington Group plc, which has close links to Mr Whyte and Mr Earley, announced to the stock exchange that it would be funding the legal action against Rangers after receiving advice that it had a "prima facie case". Mr Whyte has sold a 26% stake in his firm Law Financial Limited, which he claims owns Sevco 5088 as well as several other companies, under the £250,000 deal.

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So why did Rangers International Football Club plc, a company set up on 16/11/12, agree to buy Sevco 5088 in the period between 16/11/12 and 7/12/12?

THE RELEVANT DATES ARE 29/5/12 AND 7/12/12 BECAUSE SEVCO 5088 COULD JUST AS EASILY BE A SUBSID OF RFC (F. SEVCO SCOTLAND) AS OF RIFC. 29/5/12 IS THE DATE OF INCORPORATION OF RFC. IN BOTH CASES, SEVCO 5088 WOULD BE PROPERLY DESCRIBED AS A SUBSID OF RIFC.

 

Why did Green and Stockbridge not disclose their direcorships as was required?

YOU MEAN IN THE PROSPECTUS? PART XII PARA 7 INCLUDES A CATCH-ALL RE RANGERS SUBSIDS. CENKOS CLEARLY BELIEVED THAT WAS SUFFICIENT.

 

Why did Green or Stockbridge not notify Companies House of Green's directorship in the football club?

THEY DID

 

Why was both of their directorships in Rangers Media Limited never dislcosed to Companies House?

THEY WERE

 

(Sorry about the caps - easiest way to answer)

 

Given the last two answers, you might want to reconsider whether "Stockbridge is obviously failing in his position as Company Secretary". ;)3

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