Fiduciary responsibility and lack of candour

393

At the first hint Rangers illegally ‘won’ league titles, members of the board who made all the controversial decisions called-in all media favours to paint a picture of an innocent mistake being made.  Innocent mistakes are occasionally made when registering players, and have been known to cost clubs up to 25% of their annual income in fines, but Lord Nimmo Smith’s Commission will have to consider whether or not, on these many occasions, mistakes were innocent.

Former Rangers chairman, Alastair Johnston, without a hint of remorse, insisted that Rangers failure to properly register players under his tenure was no more than an oversight or administrative error, repeatedly insisting that EBTs had been disclosed to the club’s auditors and recorded in published accounts.

As everyone, apart from those Mr Johnston was happy to give interviews knows, there is nothing illegal with EBTs, nor are they incompatible with proper player registrations.  The key issue is whether side-letters existed and whether the club’s auditors and HMRC were treated with honesty and candour.

This is from the First Tier Tribunal decision:

“The Respondents submit that ‘the auditors had not seen the side letters, otherwise they would have been a matter of specific comment’ (para 124.3 of written submissions). It is not clear whether the auditors had actual sight of a side-letter when they made the reference to ‘the text contained within letters sent to individuals outlining their award’.

“For the year ended 30 June 2004, the auditors reported in KIM [Key Issues Memorandum] that Mr Purple had waived his right to his 10% transfer fee, and that a loan of £500,000 to Mr Purple from the Remuneration Trust was ‘unrelated from the contractual amount he would have been due’ (21/15/13).

“It would appear, from the evidence heard on Mr Purple’s termination payment, which is narrated in more detail under the section on ‘Termination Payments’ in my findings of fact, that the auditors had been told an untruth on both scores, regarding the waiver of the right, and the loan being unrelated to the contractual payment on transfer.

“The auditors were also told that the paperwork for Mr Purple was ‘mislaid’, (and therefore was not available for the auditors to inspect).

“Over the use of the remuneration trust, the auditors seemed to have been treated by the Appellants [Rangers] with the same lack of candour as accorded to HMRC.  The auditors did not seem to be privy to any (or much) of the documentation, and had not formed a view on the scheme other than relied on what they had been told by the management.”

We will have more on the fiduciary duties of Mr Ogilvie, Mr Bain and Mr McClelland, each of whom were directors of Rangers as well as the SFA or SPL, as well as those of Mr Johnston, in due course.  They had fiduciary responsibility to Rangers shareholders, and in the case of Mr McClelland and Mr Bain, to SPL shareholders.  This responsibility extended to ensuring information material to the operation of the company was disclosed to auditors and authorities, when required.  As for Mr Black (sic), we’ll deal with him another day.

As a part-owner of one SPL shareholder (Celtic PLC), this question has particular resonance.

We are busy pulling the next issue of CQN Magazine together.  If you would like to write an article, or take out some advertising , get in touch, article@cqnmagazine.co.uk.
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393 Comments

  1. miki67,

     

     

    Good luck in your fight. Your spirit is inspiring.

     

     

    Just make sure you hang in there, at least until the Champions league anthem blares out over Govan.

  2. MIKI67

     

     

    I must’ve skipped past your previous posts re. your condition, but I would like to add my good wishes to you, and remind you that you have the whole of the CQN family with you, as well as your own. I love your attitude, and hope it stands you in good stead in your battles ahead. Dont give up, and remember, YNWA.

     

     

    God bless you.

     

     

    HH

  3. bournesouprecipe

     

     

    The Sevco apologist seemed to be trying too hard for some reason.

     

     

    Fingers duly crossed for thems getting a kicking tomorrow.

     

     

    One Scotland, many Sevcos.

  4. I don’t fear any violent backlash, should justice prevail.

     

     

    The national constabulary have been armed with all the necessary legislation to keep the peace.

     

     

    Failing that, we still have the troops, who won’t need a Sat Nav to find Ibrox.

  5. Miki

     

     

    Please ignore previous post from that numpty MWD. :-)

     

     

    Here is the real thing.

     

     

    —–

     

     

    A better role model you could not have chosen.

     

     

    Our prayers will go with you in your long battle.

     

     

    Take care and a big personal Thankyou for your donation today.

     

     

    Hail! Hail!

     

     

    WeeOscar4Life team.

  6. •-:¦:-•** -:¦:- sparkleghirl :¦:-.•**• -:¦:-• on

    Oh miki67 I’m sorry it wasn’t better news. Stay strong, stay positive – sending very best wishes your way.

  7. hen1rik

     

     

    18:58 on 27 February, 2013

     

     

    Lord Hodge was to investigate the conflict of interest with D&P, whatever happened to that ?

     

     

     

    *****

     

     

    More like Lord HEDGE.

  8. hen1rik

     

    18:58 on

     

    27 February, 2013

     

    Lord Hodge was to investigate the conflict of interest with D&P, whatever happened to that ?

     

    ———————————-

     

    He said he wanted a report in two weeks time. Then he went on holiday. Nothing to see here was the cry on Halloween and then he confined oldclub to history. Job done, he kept the old club alive long enough to bring frankensteins monster to life.

     

     

    HH

  9. Thomthetim

     

     

    ‘ Failing that we still have the troops who won’t need a sat nav to find Ibrox’

     

     

    Absolutely brilliant , loved that

  10. pigalle

     

     

    Indeed Indeed.

     

     

    The Scottish Media have played their part in the downfall, tears on the eve of the decision

     

    are too little, too late.

     

     

    No matter the outcome.

  11. Vogue

     

    The same guy, now a very successful businessman, went to an interview for a management trainee with the co-op. When he got back home his maw asked how had he got on- he said ah don’t know but maybe ah shouldny have worn ma sellick scarf

  12. Gene's a Bhoys name on

    I can confidently predict cqn meltdown at about 12.10 tomorrow – whatever the verdict

     

     

    YouhearditherefirstCSC

  13. •-:¦:-•** -:¦:- sparkleghirl :¦:-.•**• -:¦:-• on

    I will be in transit for much of tomorrow so may or may not get the LNS news. Not sure when I’ll have reliable connection again. If it’s good news save me some jelly & icecream :)

  14. hen1rik,

     

    if i maybe so bold as to correct you its now supreme hodge now

     

    we reward possibly.

  15. Vogue

     

    Peterscarff

     

     

    Pal was asked at an interview.. “Do you have any questions for us?” “Aye, whits the capital of Venezuela ?”

     

    Naw he wisnae a geography teacher…..

  16. fergus slayed the blues on

    Best of luck to all the bhoys thinking sevco 2012 or old ragers 1872 will be held accountable for anything they have done .

     

    I tend to think as there has been no sanction thus far ,there will be none tomorrow .

     

    The peepil have just been wasting all our time .

     

    I believe I will not be attending a scottish football match till my club find a way out of the scottish game .

  17. PeterScarff

     

     

    Glad to see he’s done well for himself,he does know he grew up in Scotland?

     

    Could’ve been worse ,co-op might been on the shankill rd.

  18. Miki67 – best wishes for the fight to come. Sure you will prevail. My nana used to say you can’t kill a bad thing :-)

     

     

    MWD – another corp sponsor on board. Will be in touch tomorrow.

  19. 67Heaven ... I am Neil Lennon..!!.. Ibrox belongs to the creditors on

    Can I ask all the negatonians to remember that we have a massive game against Juve, and we need to cater for that in team selection tonight………it’s a great team choice, but not our best team choice

  20. 4-4-2 away from home – haven’t seen that for a while.

     

     

    No idea why Neil would want to revive it.

  21. Roddy Forsyth on 5Live – if titles stripped they will not be awarded to another club.

     

    Good sign?

  22. 67Heaven ... I am Neil Lennon..!!.. Ibrox belongs to the creditors on

    Was smiling the other night when the commentators were ‘waxing lyrical’ about Garth Bale … He has been a World Class player for years now……like Henrik, his loyalty to his team is the only thing that has kept him out of the global limelight…….what a player..!!