Rangers remain at an impasse.
The team is progressing on the park, but it is matters in the boardroom and among the shareholders that continue to vex the club. No compromise can be struck, and Dave King's temporary withdrawal from the situation leaves the onus on others to act. King set out to broker a consensus between the two shareholder blocks currently at odds, and he felt discussions with Sandy Easdale and Paul Murray were "constructive", but an agreement was beyond reach.
The former Rangers director said "certain influential shareholders are unwilling to compromise at this time", although he will continue to monitor the situation. For fans, who almost unanimously back King, the turn of events causes further unrest. The South African-based businessman remains independent of all the factions, although he has previously spoken of his admiration for Murray, another former Rangers director. It was notable that the statement released by the group of shareholders backed by Murray and Jim McColl yesterday made clear their ongoing support for King.
So where does that leave the Easdale brothers? Both Sandy, who sits on the football club board, and James, who is a non-executive director of Rangers International Football Club plc, are believed to want to be involved long-term. Between them, they own around 5% of the shares, but represent nearer 25% due to agreements with Blue Pitch Holdings (BPH), Margarita Holdings (MH) and Charles Green. The brothers have proxy agreements for some of those votes, and have a purchase agreement for Green's shares. The latter will be available when the 12-month lock-in period following last year's Initial Public Offering of Shares ends in December. The terms of that agreement are unknown.
Rangers supporters still do not know who the ultimate beneficial holders of the BPH and MH shares are. A group of more than 10% of the shareholders could embark on a legal process to have the information revealed, but that would be another costly and time-consuming tussle involving lawyers. So where does that leave Rangers? In the midst of a conflict that now looks certain to carry into the annual meeting. As King has always maintained, personal enmities are influencing the decision-making process, to Rangers' disadvantage. All parties should want the RIFC board - which currently only contains James Easdale and Brian Stockbridge, the finance director - to contain a varied group of directors, with different skill sets and experience.
"The board desperately needs governance, and I'm sure Sandy Easdale would acknowledge they've ended up in an uncomfortable position," King said. "It's very important that the board gets professional governance involved, with financial and business plans that take into account the need for fresh investment [for] the funding shortfall that will come if the team is to compete again in the top flight. In my view, there will be a need to two rounds of additional funding between now and then. In a year's time, it will be possible for a block of shares to be held by right-minded people, but we will have to get through a lot to get to that stage."
Despite briefings to the contrary, King would not encounter any difficulties with being approved as a director of a publicly listed company. He has settled his dispute with the South African Revenue Service, having agreed to pay £45m in tax arrears, and fines totalling around £700,000 after he was convicted of 41 breaches of the Income Tax Act. All fraud charges were dropped. King continues to be executive chairman of Micromega, his investment firm that is listed on the Johannesburg Securities Exchange, which is a competent jurisdiction. Any board appointment needs to be ratified by the nominated advisor - Daniel Stewart - that manages RIFC's listing on the Alternative Investment Market, and also by the Scottish Football Association.
As part of his disclosure to the Nomad, King included a letter from SARS stating that they consider him a fit and proper person to hold a directorship in a plc. This letter would also be part of any future submission to the SFA, who have their own fit and proper person criteria, which is reviewed by the professional game board. King would also argue that his time spent on the Rangers board under Craig Whyte's ownership, leading up to administration, was spent trying to hold the owner to account, for which he has a lengthy and instructive paper trail. King also stressed that he did not believe that Peter Lawwell, the Celtic chief executive who sits on the PGB, would unduly influence the decision.
"The settlement of my legal disputes in South Africa was concluded on a basis that has no effect on my ability to serve as a director," King said. "I presently sit on the board of many companies. I have confirmed with my UK attorneys that the legal position is no different in the UK. That leaves only the subjective elements that would apply to any person joining a public company board or becoming involved in a football club under the auspices of the SFA.
"I am fully alert to key questions that are likely to be put to me and I am confident my responses will be persuasive. However, I have not approached the SFA other than my discussion in 2012 to establish what the elements of the fit and proper test would be. At the request of the Nomad, I have supplied a letter from the South African Revenue Services confirming that they see no difficulty with me continuing to sit on the board of companies. I further do not believe that the CEO of Celtic FC attempted to negatively pre-empt any application that I might make to the SFA. I have complete confidence that the SFA will judge any future application on its merits."
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