Ownership of Rangers F.C.
This article details the ownership of the Scottish football club Rangers. Rangers were founded in 1872 and were incorporated into a limited company in 1899 as The Rangers Football Club Ltd. In the year 2000, Sir David Murray decided to float the club on the stock market, subsequently changing the company into a PLC. In 2012, The Rangers Football Club Plc entered administration and the company´s business, history and assets, including Rangers FC, Ibrox Stadium and Murray Park were bought by Sevco Scotland Ltd. Sevco Scotland Ltd later changed its name to The Rangers Football Club Ltd.
- 1 Current company overview
- 2 Company history
- 3 Current shareholders
- 4 Current Board of Directors of Rangers International Football Club plc
- 5 Current Board of Directors of The Rangers Football Club Ltd
- 6 References
Current company overview
The Rangers Football Club Ltd, previously called Sevco Scotland Ltd, is a limited company based in Glasgow, formed to replace The Rangers Football Club Plc (which was subsequently renamed RFC 2012 plc), incorporated in 1899, which entered liquidation procedures on 14 June 2012. Having purchased the business, history and assets of The Rangers Football Club Plc, including Rangers FC and the all-seated 50,987-capacity Ibrox Stadium in south-west Glasgow, several players agreed to have their contracts transferred to the company. After an application to transfer the old company's Scottish Premier League membership was rejected, an application to join the Scottish Football League was accepted with the club being placed in the third division. The Rangers Football Club Plc's SFA membership share was transferred to the new company on 27 July 2012.
Prior to incorporation
The football club was formed in 1872 and was operated by the four founders until its incorporation on 27 May 1899. At the point the Club was Incorporated, a limited company (The Rangers Football Club ltd) was formed and the Club now had legal personality, with directors and liabilities in accordance with The Companies Act.
From the company's formation in 1899, no single shareholder obtained a large enough shareholding to have a majority (and thereby be deemed the owner). From 1963, John Lawrence (Glasgow) Ltd began increasing its shareholding in the company, eventually becoming the largest shareholder with 15%. John Lawrence of John Lawrence (Glasgow) Ltd, became the club's Chairman and served for nearly ten years, retiring in 1973 due to ill health. On Lawrence's death in 1977, his shareholding in the Lawerence Group, and in its business, was transferred to his grandson, Lawrence Marlborough. The following years saw a steady increase in the Lawrence Group's shareholding in the club.
In 1985, the Lawrence Group increased its shareholding in Rangers to a 52% majority, following a deal with then club vice-chairman Jack Gillespie. In November 1988, head of the Lawerence Group, Lawrence Marlbrough sold the company for £6 million.
Murray International Holdings
Between 1988 and 2011 Scottish steel magnate David Murray was the owner of Rangers, after he had purchased the company for £6 million, via his own company Murray International Holdings.
During the late 1990s Murray increased the clubs player transfer budget in an attempt to succeed in both domestic and European football. High-profile players such as Paul Gascoigne and Brian Laudrup joined the club during this time. After Dick Advocaat became manager, Murray again sanctioned some large transfer spending on players such as Tore Andre Flo and Ronald de Boer. During this time, Murray employed an Employee Benefit Trust scheme to pay players, and other staff at board room level, including himself. EBT's have been described as tax avoidance schemes, and allowed Rangers players and employees to pay less tax on what they were paid. Former Rangers owner David Murray denied any cheating took place with regards to this EBT scheme during his stewardship. HMRC took issue with the scheme and provided Rangers with a bill of £49million, inclusive of interest and penalties. This was disputed and was ruled upon by 3 judges at a First Tier Tax Tribunal. The tax tribual verdict was announced on 20 November 2012, with Rangers winning the appeal.
Rangers Football Club became a limited company on 27 May 1899 when it was incorporated as The Rangers Football Club Ltd. It continued in this form until the year 2000 when Sir David Murray decided to list the company on the stock exchange, making it a public limited company. The name of the company was therefore changed to The Rangers Football Club Plc.
Whyte and The Rangers FC Group
After protracted takeover negotiations with David Murray, the club was bought by Scottish businessman Craig Whyte on 6 May 2011 for £1, through his company Wavetower Limited (subsequently renamed The Rangers FC Group Limited). Although the deal came with stipulations, such as paying off the clubs £18m debt to Lloyds Banking Group, and making further investment in the team. Early into Whyte's reign at the club, doubts and allegations began to surface relating to his business past, most notably a documentary by BBC Scotland that reported Whyte had previously been banned from being a Director of any UK companies. It was also disclosed that Whyte did not pay the £18m Lloyds debt as stipulated in the takeover deal, but instead secured a £27m deal with ticketing company Ticketus against future season ticket sales, to pay the debt. Whyte came under intense media pressure, with many journalists claiming he 'purchased the club with fans' money'. On 13 February 2012 Whyte filed legal papers at the Court of Session giving notice of an intention to appoint Administrators.
On 14 February 2012, The Rangers Football Club Plc, which was subsequently renamed RFC 2012 plc, entered administration over non-payment of £9 million in PAYE and VAT taxes to HM Revenue and Customs. Entering administration meant the team was deducted 10 points by the SPL, effectively ending its 2012 Championship challenge. In April 2012, the administrators estimated that the club's total debts could top £134m.
On 25 June 2012, the Crown Office asked Strathclyde Police to investigate the purchase of Rangers and the Club's subsequent financial management during Whyte's tenure.
Liquidation and current ownership
Sevco 5088 Ltd was formed on 29 March 2012  as a means for Charles Green to acquire Rangers FC. Sevco Scotland Ltd (subsequently renamed The Rangers Football Club Ltd) was formed to ensure that if the formation of a new company was required in the event of a CVA being rejected, then the Club's corporate entity would be a Scottish registered company as it has always been. When the CVA failed the assets of The Rangers Football Club Plc (subsequently renamed RFC 2012 plc) were then sold for £5.5 million.
On 14 June 2012, the HMRC's formal rejection of the proposed CVA meant that the company would enter the liquidation process. The accountancy firm BDO were appointed to reveal why the company running the club failed.
Sevco Scotland Ltd acquired Ibrox Stadium and Murray Park on 14 June 2012 after the rejection of a proposed CVA meant that RFC 2012 plc would enter liquidation. along with various other assets including intellectual property, goodwill and various contracts. An application to transfer the Scottish Premier League membership from the 'oldco' to the 'newco' was rejected on a 10–1 vote. Thereafter, an application to the Scottish Football League was successful with Rangers securing associate membership and a place in the 4th tier of Scottish Football, Division 3, for the 2012–13 season. Agreement was reached on the transfer of SFA membership, with the new company accepting a number of conditions relating to the old company. The club also awaits the conclusion of an investigation of alleged rule breaking by use of dual contracts by Rangers over the period 2001 to 2010. Former Rangers owner David Murray has denied any cheating took place during his stewardship.
As a result of Rangers' "assets, business and history" being sold to a new company when The Rangers Football Club Plc (subsequently renamed as RFC 2012 plc) entered the liquidation process, the extent to which Rangers can be regarded as a continuation of the club officially founded in 1872 has been interpreted differently. Rangers Football Club has been described by some in the mainstream media as a "new club", whilst Chief Executive Charles Green has maintained "this is still Rangers", with the SPL chairman Neil Doncaster saying "it is an existing club, even though it's a new company".
In December 2012, a company called Rangers International Plc was formed and listed on the London stock exchange and became the holding company for the The Rangers Football Club Ltd which, in turn, owns the football club.
As the new company had not filed any accounts (as of April 2013), it was not clear what its performance would be. Major Scottish banks including Royal Bank of Scotland, reportedly "concerned at the current uncertainty about the club's future and its backers" declined to provide the new company with the corporate banking facilities it needed. Metro Bank was hired instead.
After the administration and relaunch of Rangers, a local Audi dealership terminated a lucrative sponsorship agreement. It was reported that primary sponsor Tennent's would remain with the new company but would renegotiate a new deal.
Towards the end of August 2012, it was revealed that Arif Naqvi, chief executive of private equity firm Abraaj Capital, owned just under 18% of the Company's shares after having agreed to invest £2m in June 2012. Other investors included Imran Ahmad and Richard Hughes, from Zeus Capital, owning 9.8% each (Hughes has a 6.8% stake in Rangers ). Rangers manager Ally McCoist owning a share of about 4.5% and Scottish-based businessman Ian Hart, who was part of the Blue Knights group, owning a shareholding of 1.3%. The Blue Knights was one of several groups or individuals that had expressed an interest in succeeding the original Rangers structure.
It was revealed in an AIM announcement on 5 December 2012 that Charles Green has a 14.9% shareholding, with Newcastle owner Mike Ashley having a 8.9% stake. Green and Ashley's shares were projected to fall to 8.67% and 5.20% respectively after the company's flotation on the stock market. Other shareholders, both before and after the flotation, were also revealed including Blue Pitch Holding, Margarita Funds Holding Trust, Craig Mather, Norne Anstalt, Legal & General Investment Management Limited, Insight Investment Management (Global) Limited, Cazenove Capital Management Limited, Hargreave Hale Limited and Artemis Investment Management LLP.
Current Board of Directors of Rangers International Football Club plc
|Non-Executive Chairman||David Somers|
|Chief Executive Officer||Graham Wallace|
|Non-Executive Director||Norman Crighton|
Current Board of Directors of The Rangers Football Club Ltd
|Non-Executive Director||James Easdale|
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