Rangers: The Sheer Brassneckery Of Administration

By on Jun 4, 2012 in Finance, Latest, Scottish Football | 21 comments

The rural west of Ireland is quiet at its noisiest. And two weeks away from the noise of the Rangers saga was blissfully quiet. I knew I was returning to something major, however, as I was aware that the BBC’s Mark Daly had fronted another Ibrox insolvency-related documentary and that administrators Duff and Phelps had finally published their “best-and-final” CVA. But nothing prepared me for the revelation that Kevin Muscat had an Employee Benefit Trust, that somebody paid money into it and that somebody paid one million pounds into it. And nothing prepared me for the sheer brassneckery of Charles Green’s largely “to be confirmed” (TBC) proposals to pay Rangers’ creditors with borrowed money. Meet the new Rangers, same as the old Rangers. In debt. On top of that, there has been a successful appeal against severe punishment for non-payment of £13m tax – an appeal which could lead to severer punishment. There have been documentary-evidenced allegations of systematic wrongdoing over nearly a decade (Rangers’ “abuse” of Employee Benefit Trusts – EBTs). And the CVA details? TBC.

The systematic, decade-long abuse of EBTs was the main focus of Daly’s documentary. But considerable efforts have been made to shift attention onto potential conflicts of interest concerning Rangers’ administrators – a side-issue of considerable proportions, but a side-issue nonetheless. Daly’s documentary was as respectful as you could be to any adult with THAT many teddy bears. Genuine Rangers “fanatic” Sammy Patterson even deflected attention from his inordinate number of tattoos and garish jewellery with an impassioned, articulate representation of fans’ despair.

The dozen-or-so minutes at the end, on Duff and Phelps’ “intriguing” role throughout Craig Whyte’s Rangers tenure, contained the sexier stuff of investigative journalism – leaked documents directly contradicting public pronouncements. And amid the on-going arguments, it is intriguing to note that Duff and Phelps admit they knew last August that owner Craig Whyte had lied about his source of takeover deal funding, yet waited until they were well-remunerated administrators before letting anyone else know. But it was Daly’s “data room” stuff – less sexy, despite the sultriest efforts of the female voiceover – which laid bare the enormity of what Rangers are accused of. Before Whyte, Rangers’ problems were large, if decreasing, bank debts, and accusations of years of financial ‘cheating.’

Daly brought us back to those simpler times. The now-famous rangerstaxcase blog states: “I will…provide the details of what Rangers have done (and) why it was illegal.” This is precisely what Daly’s doc did (possibly not co-incidentally). And if the First Tier Tribunal (Tax) (FTT(T)) has Daly’s documentation-based insight, it would take a weighty revelation to demonstrate Rangers’ innocence. There may be innocent reasons why Rangers felt Kevin Muscat was due a million pounds for non-football-related activities during his one Ibrox season (ignoring the obvious joke that most of Muscat’s displays could be defined as “non-football”). Barry Ferguson may have earned two and a half million pounds for “image rights.” No. Really. But if there aren’t and he hasn’t, then Rangers FC will have been exposed as systematic cheats for years. And there isn’t a punishment on Planet Football which would be too harsh for that.

This was a problem facing the SFA’s disciplinary and appellate tribunals as they sought an appropriate sanction for Rangers’ non-payment of taxes and national insurance last season – and, more importantly, the use of that money to bolster Rangers’ playing resources. Lord Glennie ruled, last Tuesday, that the SFA could not impose a punishment that wasn’t specified in their Judicial Panel rules. They had to choose one, or a combination, of the punishments in the rules. The misinterpretations of that judgement have been legion, however. Glennie simply sent the SFA’s decision back to the SFA’s appellate tribunal for reconsideration, directing them to restrict themselves as above.

There was no dispute in his court that the sanction was appropriately severe. The Disciplinary Tribunal’s view, that Rangers had committed “as serious offences against the ordinary standards of corporate governance as one could imagine,” still stands. Severe punishment is still due Rangers for gaining £13m worth of sporting advantage through Whyte’s non-payment of taxes. A fine was deemed insufficient by the original tribunal – hence the perceived need for an additional penalty. So the tribunal look likely to “revisit” the other punishments available to them – suspension, ejection from the Scottish Cup, expulsion from football or termination of SFA membership.

Mark Dingwall of Rangers’ Supporters Trust, still believes Rangers were unfairly punished, as it was all Craig Whyte’s fault. Rangers’ website even said the club had given the SFA’s Appellate Tribunal “a compelling case that the…non-payment of (tax) was down to…Craig Whyte and not the club”. But the ORIGINAL tribunal established that Scottish case law said different – citing an early 70s spat involving Tesco Supermarkets. And Rangers’ representative, Michael McLaughlin, accepted that very fact during the original hearings, that Whyte was the “controlling mind” of the company and was, therefore, for the purposes of this case, the company. Rangers fans should remember that – in case a particularly miffed tribunal are in a less generous mood when they revisit the issue this coming Friday.

If nothing prepared me for Kevin Muscat’s millionaire status, nothing could possibly have prepared me for the Company Voluntary Arrangement (CVA) proposals which eventually emerged – one week after the final, final deadline for them. The enormity of the proposals’ flaws may never sink in. “TBC” appears almost as often in the 60-page document as “CVA”, for goodness sake. And Paul Clark’s revelation that creditors don’t need the key detail of the proposals in order to accept them was almost a new law of physics. I accept that this convoluted administration has turned Clark this way and that upon his return to normal life he will again be a decent man. But his responses to genuine questioning of the process have become those of an ignorant, rude pig of a man.

Asked how creditors could accept a financial arrangement without knowing the…er… finances, he snapped: “They don’t have to know. You show me the rule where they have to know.” But if a creditor is prepared to accept £1,000 it would surely help to know if the offer is £1,500 or £500. The unknowns are large enough for currently speculated levels of repayment to be more than halved. Clark also claimed it was “very rare that creditors know a strict number of pence-in-the-pound,”  despite recent (and not-so-recent in the case of my own team Kingstonian) football club administrations ALL including that figure. Creditors will have to wait until various legal processes are completed before receiving payment. The administrators have proposed that whatever tax the FTT(T) decides Rangers have avoided will be included in the CVA – whenever that ruling emerges (and after the required separate hearing on penalties for late payment). And the administrators’  case against Whyte’s former lawyers Collyer Bristow, which they seem sure will bring £25m to creditors, only STARTS in October. Creditors could be accepting a “cent-in-the-euro” deal in an independent Scotland if that case gets complicated.

Meanwhile, even my cynicism levels can’t cope with the administrators letting Green merely LEND Rangers the money to pay creditors. Green says he has already attracted huge investment into the club – though doubts have unsurprisingly emerged about this. But the administrators are prepared to let him pay NONE of that to creditors and to effectively purchase the club with its own money – just as Whyte did. I REALLY don’t understand that. There are other gems in the proposal. HMRC’s claim for tax and national insurance owed has leapt by all but four million pounds since the administrators last reported in April. This has been (mis?)interpreted as Duff and Phelps maintaining Whyte’s ‘laissez-faire’ attitude to taxation obligations.

Their April report included tax of £595,953 to the end of March in the “receipts and payments” account. But there is no indication in the CVA proposal as to the source this extra £4m. A £3m claim has arisen from Rangers’ “small tax case” – a liability the club accepted long ago. But this is a separate amount in the proposals, hence HMRC’s overall claim advancing beyond £21m. Oh… and if the CVA fails, Green can obtain a property portfolio (Ibrox Stadium, Murray Park training ground et al), which he recently boasted was worth £113m, for four and a half millions pounds. Now, I know property values and “realisable” values can vary wildly. But if I didn’t know better, I’d say the administrators’ valuation was designed to ensure that creditors could not benefit from Rangers’ liquidation, thereby forcing them to accept the CVA.

In the light of Green’s CVA brassneckery, his “mixed” business past should be examined more thoroughly. We’ve luckily been spared rehashes of 2011’s appalling Whyte hagiographies – Daily Record newspaper journalist Exclusive By Keith Jackson is not a Green devotee. But proper insight seems likely again to be the preserve of bloggers and London-based satirical magazines – the latest Private Eye offers ‘interesting’ insight into his involvement in construction company Panceltica Holdings and (Rangers fans, look away now) its 2009… liquidation. Rangers fans’  groups have raised concerns about the numerical ebb-and-flow of Green’s investor base and his Whyte-esque club acquisition strategy, which is hugely to their credit. But for most of the Scottish football and financial press to fail to follow suit yet again is unforgivable.

There is increasing outrage among anti-Rangers factions (Celtic fans mostly but not exclusively) that the Ibrox club are “getting away” with so much – that so much smoke is producing so little fire. This anger has some foundation in “traditional” anti-Rangers mentalities. And I know many readers of this website would ascribe that mentality to me. But my anger at what is – and isn’t – happening to Rangers is based on a general view that football clubs get away with ignoring principles of financial sense and fair play. It isn’t a “traditional” anti-Rangers mentality. I know my own mind on that. Until I returned from the rural West of Ireland, I simply viewed Rangers as an extreme example of financial recklessness in financially-reckless times, and a victim of venture-capitalist Craig Whyte’s venture-capitalism.

However, the conduct of Rangers’ administration, fans’ misplaced sense of injustice over their club’s proven wrongdoings (Celtic were bad – but really…) and the insistence that any Rangers criticism is ranting from the bigoted wing of Celtic’s support has all heightened my outrage. I believe that Rangers abused their EBT scheme to gain an unfair sporting advantage. I believe they have underpaid millions of pounds in tax over a decade – up to and including this February. I believe they failed to declare all the payments they should have declared to football’s authorities. I believe that the administrators have acted in the best interests of Rangers, rather than Rangers’ creditors. And I believe that their full role at Ibrox since December 2010 has far from emerged. And you CERTAINLY don’t have to be a Celtic fan to believe none of that is right.

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    21 Comments

  1. Another excellent post Mark. What RFC fans also don’t seem to realise is that even if it was Whyte who orchestrated the no VAT policy, it was the WHOLE of the club who benefitted. How would the players have been paid if they didn’t use that money that should always have been the tax man’s?

    If it is true that Duff & Phelps have continued this no VAT/NIC/PAYE practice then they really must be brought to book. If HMRC agree to this patheic CVA then it’s time for every tax-paying man, woman and business to withhold their tax as well.

    Let’s not forget that HMRC have been quick to issue Hearts and Falkirk with winding-up orders for realtively small tax debts as compared to Rangers.

    The sense of entitlement of Rangers fans is sickening. They have gotten away with it for far too long, but no one appears to have the courage to punish these crooks.

    Brian_Damage

    June 4, 2012

  2. We live in a great society. Folk can believe what they want….

    Frank

    June 4, 2012

  3. Hi Mark, great piece. In my opinion the most outrageous aspect of the CVA process is the blatant undervaluation by at least £15.5 million of the real estate (a £4.5 million fiddle cf a valuation by Lambert and Smith of in excess of £20 million three months ago – talking bricks and mortar no fancy adjustments for anything). If Duff and Phelps had given a realistic valuation, then the liquidation column on page 37 of the CVA document would have come to £8 million net (instead of zero) and have easily brought the best deal for creditors. And this isn’t just a management accounts statement, they appear to have actually AGREED with Green to sell Ibrox, Murray Park, the Albion Carpark and all Rangers’ property assets for this £4.5 million in the event of the CVA being rejected by creditors. All creditors are therefore being defrauded by this fraudulent move. Happy to talk you through if you want. Thanks again to 200 percent for getting all this “out there”. Docility rules for the vast majority of other so called journalists’ offerings on the case.

    Tom Cassidy

    June 4, 2012

  4. It’s odd that the Rangers Trust are arguing that there is a legal difference between the actions of someone in a position of responsibility and the liability of the company for their actions if said actions were done in the companies name, even if they were harmful to the company, and even if they were done without reference to others with legitimate interests in the company.

    That’s because there’s clauses in their own governing document saying the same:

    http://www.rangerssupporterstrust.co.uk/rstsite/component/docman/doc_download/32-trust-rules

    They basically say that if someone deals with the Trust and its officers in good faith, if it turns out that those officers were acting without the powers of the body in whose name they acted, then that lack of power is immatrerial.

    It’s a standard busoiness clause, which is there to ensure that the means by which a company exercises its powers are closely safeguarded by the Board and officers, and for the Trust to suddenly decide it is iniquitous to apply it in their case is more than a little hypocritical given the principle suffuses their own arrangements.

    Dave

    June 4, 2012

  5. Congratulations on an excellent article. The problem with this administration is that Duff and Phelps are compromised by their obvious links with Craig Whyte. I have read the CVA document and have wondered why the Blue Knights bid was found to be less compelling. The quantum of their bid seems to have involved a real sum rather than a loan sum.

    The more I read about this sorry business the more I begin to wonder why Scotland Yard have not been invited to investigate this company (Duff and Phelps). I don’t believe any thinking person could have any confidence in this administration process and authorities need to step in now to limit the damage.

    This is a high profile administration involving a footballing institution of global significance. The whiff of corruption surrounding the administration is possibly only imagined; however there is no transparency and large sums of taxpayers money are at stake.

    Bill

    June 4, 2012

  6. Bill, you may think the case has a significance beyond Govan. I couldn’t possibly comment. For anyone interested beyond our shores the faster they are liquidised and whooshed down the sewage pipe the better.

    Tom Cassidy

    June 5, 2012

  7. You really all do have an unhealthy obsession with everything Rangers, Catholic upbringing and belonging to the second biggest religion in Scotland maybe?

    Gordon Wilson

    June 5, 2012

  8. Gordon, the words “Catholic” and “religion”(neither of which I ever discuss) only appear once on this page – you brought them into it.Not in Mark’s article and as far as I can see not even diagonally referred to by any of the other posters. I enjoyed my time in Scotland, but find Switzerland much better. To do with standard of living and generally better ambiance. Off to count my money. Keep in touch.

    Tom Cassidy

    June 5, 2012

  9. It should now be dawning on everyone that Rangers will most likely start next season in the SPL, not in administration, on zero points and with only a UEFA one year ban to remind them of the last 12 months.

    If the FFT penalty is put within the CVA then it can be reduced by say 95%, changing a bill for 75m into 3.75m at a stroke.

    I get the feeling that HMRC will agree to the CVA and Ticketus will too, while they take Craig Whyte for every penny he personally has, plus his nice castle and that bolt-hole in Monaco.

    This will leave Green able to sell Rangers in the very near future for a considerable profit, he is due his 8.5m back as stated above, and he has even publicly acknowledged that he intends to profit from buying Rangers.

    I wonder if other potential buyers were put off as they didn’t foresee such a fortuitous turn of events?

    I feel for those who are of a righteous indignation persuasion but you are really not going to enjoy the next few months…

    Matt

    June 5, 2012

  10. Gordon, speaking as a Rangers fan could you please stop bringing religion into this? It’s not an issue here, check the history books and you’ll find it’s a red herring stoked up by troublemakers and bigots like you. We support a football club in a shambolic state and facing up to reality is the only thing that will get this sorted and we can still have a team to support.

    Can I also point out that not all Rangers fans are blind to whats going on here, not all expectant of better treatment and arrogant in thinking some sort of special case will be made. We just want it all to be clear where the club\team stand and to get to a conclusion, hopefully one that still has a Rangers.

    But please, ditch the religion crap.

    Andy Archer

    June 5, 2012

  11. Gordon your blind biggot rantings have again shown your lack of knowledge. The catholic church in Scotland have larger attendanes than any other and in England more than the c.o.e.

    Kevin

    June 5, 2012

  12. I suppose we can add Duff and Phelps to a long line of administrators taking over football clubs who are clearly not working for the good of the creditors which – call me naive – I thought was the damned point.

    Mike Landers

    June 5, 2012

  13. So, ,Gordon Wilson , your deny and deflect stance stance has been seen through buy other posters, Ignoring religion what have you to say on Ranger’s current standing in Scottish or even European football?

    What do YOU think if events at Ibrox over the last 15 months? Is Sir David Murray as a saint or a sinner? Why did the majority of you fellow fans welcome Craig Whyte/white as id her were the Messiah despite being told at the time he was, in reality, a very naughty boy? What do you think about think about the ‘big’ tax case and what punishment- if any – should be meted out the Rangers later this week?

    Can you let us have your opinions please…….

    Eve R Bee N'duped

    June 5, 2012

  14. one thing I am sure of is that Scotland would be a better place without the team in question.

    PJM

    June 5, 2012

  15. Excellent piece. But to say that the outrage is “mostly felt by Celtic fans” is badly misguided – I would say that outwith Rangers, the anger is unanimous. I am a Hearts fan and I am incandescent with what’s been going on at Ibrox.

    Tom Purdie

    June 5, 2012

  16. A good article which has covered some unbelievable points that involves the biggest sporting (and probably financial) scandal in Scottish history – since the Darien Scheme.
    I cannot believe that this will go unpunished as when the full investigations are complete it is likely that other than the SFA, that FIFA, HMRC, HBOS, The Scottish Parliament and Strathclyde Police will have big questions to be answered. This is possible fraud and financial doping on a massive scale.
    Sir David Murray should lose his knighthood (as Fred Goodwin did) and be held to account for his role in this scandal. I was amazed that over the years when I and many others had been led to believe that he had put tens of millions into Rangers the fact is that he had not and all the money was borrowed.
    I would also add that this matter has seriously damaged Scottish football whatever the outcome and that I and many other non Old Firm fans will stay away from the SPL if Rangers are allowed back into the SPL.

    It is time for Scotland to move into the 21st century and get rid of the sectarian blight on our nation and the first step forward is to deal with this scandal and throw Rangers Fc out of Scottish football. This is truly Scotland’s shame.

    JIM

    June 6, 2012

  17. An unbalanced article full of hearsay, speculation, accusation and blind hope!! Scottish football is finished.

    For every accusation pointed in the direction of Rangers, I can point one of the same structure back to Celtic FC. More and more documentation has been turning up on the Celtic FC in the past 7 days.

    Tax avoidance, Dual contracts for Robbie, Roy Keane, Bellamy and Juninho. The very accusation howled against Rangers FC. Formation of a “Newco” under Mr McCann in the 90′s, with taxman losing over £30m?? very very interesting information UNREPORTED, Yet no mention of it in our press or media??

    Anyway, that is all by the by for now. SFA are now proven to be untrustworthy. SPL are in a very strong position. SPL teams are turkey’s voting for xmas, Rangers FC?? Scottish courts will see justice is done. There must be balance. Rangers will be punished, do you want Scottish Football punished with it too??

    Saint or Sinner

    June 7, 2012

  18. SAINT OR SINNER – more lies and deflection. Why will Scottish football be punished due to Rangers long and continuing malfeasance?

    The howling going is from Sammy Patterson and pals discovering they are not ‘ra peepul’ but easily led eejits.

    Hector

    June 7, 2012

  19. After the decision today it is a pity that all who made remarks about rangers could not be taken to court and fined heavily and the money put into a rangers fighting fund. Wouldn’t that be ironic

    H Crawford

    November 20, 2012

  20. Actually, H, I think it would. Irony is a much misused word but I think you’ve used it correctly here. See you in court?

    Mark Murphy

    November 20, 2012

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