Dave King

[Gaffer 1,665]

If anyone is selling at the reduced price, I'd like Club 1872 to step forward and get them at this lower rate.  I can't imagine anyone being desperate enough for cash that they'd sell though, and this is why this is such a ridiculous situation.  As a tax payer, I'm disgusted that our funds are being wasted to chase such a pointless case.  I appreciate the law is the law, but it's disgraceful that we have such an idiotic system that's so inflexible that it can't apply common sense here.

[forlanssister 3,062]

3 hours ago, boabie said:

The decision means he has to make an offer to buy ALL the shares he doesn't control. If nobody is selling he doesn't have to buy any.

Not sure if that is the actual case because.....

 

Shareholder Information

In accordance with S.793 of the Companies Act 2006 (S. 793), RIFC has written to certain parties whom it knows or has reasonable cause to believe are interested in RIFC’s shares requiring information about the nature of those interests. 

The undernoted parties have not responded to the requests in respect of the holdings shown after their names in brackets: 

1. Blue Pitch Holdings (4,000,000),
2. Putney Holdings Limited (700,000), 
3. ATP Investments Limited (2,600,000); and 
4. Norne Anstalt (1,200,000).

The total number of shares affected is 8,500,000 (c. 10.4% of RIFC’s total issued share capital). 

 

Article 15.5 of RIFC’s Articles of Association states that, where its board of directors (the Board) is satisfied that any person appearing to be interested in shares has been duly served with a notice under s793 of the Companies Act 2006, and is in default of providing  RIFC with the information required, the Board can, in its absolute discretion, at any time thereafter by notice to such member direct that:

 

a. the member shall not be entitled to vote at a general meeting either personally or by proxy or to exercise any other right conferred by membership in relation to meetings of  RIFC in respect of such shares;

 

b. Except in a liquidation of RIFC , no payment shall be made of any sums due from RIFC for such shares and  RIFC shall not meet any liability to pay interest on any such payment;

 

c. No other distribution shall be made on such shares; and

 

d. No transfer of any of the shares held by such member shall be registered unless:

 

(i) The member is not himself in default in supplying the information requested and the transfer when presented for registration is accompanied by a certificate to the effect that the member is satisfied that no person in default as regards supplying such information is interested in any of the shares which are the subject of the transfer; or

 

(ii) The transfer is an approved transfer.

 

In brief, the above restrictions affect the right to vote the affected shares, the right to receive payments or distributions in respect of the affected shares and the right to transfer the affected shares.

 

Direction notices have been sent to each of the above parties indicating those parties are in default of their obligations under S. 793 and that the measures noted will be imposed until the Board is satisfied that it has received all of the information required in terms of the S. 793 Notice sent to that party. 

 

https://rangers.co.uk/news/headlines/shareholder-information/

[Bluedell 5,365]

41 minutes ago, Gaffer said:

If anyone is selling at the reduced price, I'd like Club 1872 to step forward and get them at this lower rate.  

Definitely not. C1872 cash should go to the club. In addition C1872 are currently saying that every penny raised in the current promotion will go to the club.

 

The issue is caused by Dave King's arrogance and it's up to him to deal with the situation that he alone created. 

 

C1872's funds should not be used to get Dave King out of a hole.

[boabie 230]

2 hours ago, forlanssister said:

Not sure if that is the actual case because.....

 

Shareholder Information

In accordance with S.793 of the Companies Act 2006 (S. 793), RIFC has written to certain parties whom it knows or has reasonable cause to believe are interested in RIFC’s shares requiring information about the nature of those interests. 

The undernoted parties have not responded to the requests in respect of the holdings shown after their names in brackets: 

1. Blue Pitch Holdings (4,000,000),
2. Putney Holdings Limited (700,000), 
3. ATP Investments Limited (2,600,000); and 
4. Norne Anstalt (1,200,000).

The total number of shares affected is 8,500,000 (c. 10.4% of RIFC’s total issued share capital). 

 

Article 15.5 of RIFC’s Articles of Association states that, where its board of directors (the Board) is satisfied that any person appearing to be interested in shares has been duly served with a notice under s793 of the Companies Act 2006, and is in default of providing  RIFC with the information required, the Board can, in its absolute discretion, at any time thereafter by notice to such member direct that:

 

a. the member shall not be entitled to vote at a general meeting either personally or by proxy or to exercise any other right conferred by membership in relation to meetings of  RIFC in respect of such shares;

 

b. Except in a liquidation of RIFC , no payment shall be made of any sums due from RIFC for such shares and  RIFC shall not meet any liability to pay interest on any such payment;

 

c. No other distribution shall be made on such shares; and

 

d. No transfer of any of the shares held by such member shall be registered unless:

 

(i) The member is not himself in default in supplying the information requested and the transfer when presented for registration is accompanied by a certificate to the effect that the member is satisfied that no person in default as regards supplying such information is interested in any of the shares which are the subject of the transfer; or

 

(ii) The transfer is an approved transfer.

 

In brief, the above restrictions affect the right to vote the affected shares, the right to receive payments or distributions in respect of the affected shares and the right to transfer the affected shares.

 

Direction notices have been sent to each of the above parties indicating those parties are in default of their obligations under S. 793 and that the measures noted will be imposed until the Board is satisfied that it has received all of the information required in terms of the S. 793 Notice sent to that party. 

 

https://rangers.co.uk/news/headlines/shareholder-information/

You're right of course. But C1872 and those sympathetic to us will not be selling any shares at the price King will be offering. There may be the odd mank who managed to pick up 2 shares thinking he'd gain some insight into our dealings who'll now bail out disappointed , but what I meant was, King will need to make an offer to those who could make a difference. In probability they won't sell so the whole thing is a waste of time and money.

Them's the rules. King knew that. Hell mend him.

[forlanssister 3,062]

27 minutes ago, boabie said:

You're right of course. But C1872 and those sympathetic to us will not be selling any shares at the price King will be offering. There may be the odd mank who managed to pick up 2 shares thinking he'd gain some insight into our dealings who'll now bail out disappointed , but what I meant was, King will need to make an offer to those who could make a difference. In probability they won't sell so the whole thing is a waste of time and money.

Them's the rules. King knew that. Hell mend him.

Of course King acted in a cavalier manner and against the advice of his colleagues and the whole thing reeks of farce but it is what is and will be dealt with without much hindrance to RFC.

 

It's not clear whether those who received the S793 notice will be made an offer or whether they could accept one without complying with the notice which could provide to be the most interesting thing in this sorry saga if they are finally forced to reveal who they actually are.

 

Today's notice doesn't mean King has to make the offer it means either King or NOAL has to which may have been the best outcome King could seriously have obtained.  

Edited March 1, 2018 by forlanssister

[Uilleam 5,518]

Right, for those wot know about these things: may Rangers have a shares' issue (restricted, or unrestricted public offering, or whatever) before DK and/or  Trusts Various undertake(s) the rather expensive, and presumably futile, exercise of making a pukka but under par take over offer?

[craig 5,199]

16 hours ago, Gaffer said:

If anyone is selling at the reduced price, I'd like Club 1872 to step forward and get them at this lower rate.  I can't imagine anyone being desperate enough for cash that they'd sell though, and this is why this is such a ridiculous situation.  As a tax payer, I'm disgusted that our funds are being wasted to chase such a pointless case.  I appreciate the law is the law, but it's disgraceful that we have such an idiotic system that's so inflexible that it can't apply common sense here.

They can't.  It is King that has to make the offer at the reduced rate.  Any sellers would have to sell to King.  He could, then, sell to C1872 I suppose - but as BD says, that isn't cash directly into RFC but indirectly into the hands of any sellers of shares.

[Gonzo79 13,837]

It's a bit of a daft rule that King has to make this offer.  I don't blame him for sticking the finger up but I'm also unsurprised he now has to do it anyway.

 

 

[forlanssister 3,062]

7 hours ago, Uilleam said:

Right, for those wot know about these things: may Rangers have a shares' issue (restricted, or unrestricted public offering, or whatever) before DK and/or  Trusts Various undertake(s) the rather expensive, and presumably futile, exercise of making a pukka but under par take over offer?

The offer will be made before any rights issue/placing.

[trublusince1982 243]

Did the judge not find in his favour and say king or his company need to pay? Wasn't the appeal saying he wasn't personally liable?