Gratuitous Alienation, prove you paid adequate consideration, Paul McConville, Here we go again

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News that Rangers’ liquidators BDO have raised an action against the club’s administrators, Duff & Phelps, transported me back to an item we discussed in 2012.
By 31 October 2012 Newco was enjoying life under Charles Green, then heralded like some latter day Osmond brother, but all of us on CQN were more sceptical at the time.  This is from the blog that day, titled Gratuitous Alienation rears its head again:

 

“I see Charles Green dismissed out of hand the suggestion that his new company’s property assets were worth in the region of £8.5m, as suggested in a recent blog [he may be referring to Celtic Quick News, but we made no comment on what the assets were actually worth], although he refrained from disputing heads of terms exist for the sale and leaseback of Ibrox, Murray Park and the Albion Car Park [which CQN reported].
Green told Talk Sport, “The blog I’ve seen said that we’re going to enter into a sale and leaseback for £8.5m, you can shove the offer where the sun don’t shine. We’ve got a valuation in the share prospectus in excess of £80m.”
Mr Green is clearly an experienced negotiator.

I am grateful to Paul McConville, who yesterday employed our favourite legal term, Gratuitous Alienation.  It was June this year when Celtic Quick News suggested:

“Gratuitous Alienation [will]enter the lexicon soon.  Gratuitous Alienation is the Scots legal term describing when property (or cash) is transferred to another party without any, or adequate, consideration.”
Paul reminds us that “Mr Green bought all the assets, including the right to over £3 million in cash due to the former Rangers, at a cost of £5.5 million. Now he says that the fixed assets are worth in excess of £80 million, and that a sale and leaseback at a price of £8.5 million is nonsense.

“If BDO challenges the transaction as a gratuitous alienation, then it is for the purchaser to establish that “adequate consideration” was paid for the assets. That is NOT the same as saying it was the best offer anyone made.
“If BDO do raise a court action, I struggle to see how Mr Green can state that he has paid “adequate consideration” for the assets. Maybe someone could ask him”.
I am absolutely sure Mr Green will be able to demonstrate that he paid adequate consideration for the assets.  He is a resourceful and experienced businessman.  If anyone is going to find newly established oil under the Ibrox pitch, he will.
I am also sure that BDO are far too busy to worry about such questions and that the interests of creditors are best served by forgetting about this whole business.  Haven’t these poor creditors been through enough?”

 

It’s worth reminding everyone that Charles Green acquired the assets in question (Ibrox, Albion, Murray Park, trademarks and other IP) on behalf of Newco Rangers (called Sevco Scotland Ltd at the time of acquisition).  The BDO case against Duff & Phelps is the next front in this story.  If successful, it will not be the last.

How we miss Paul McConville’s analysis.  After all this time I didn’t think this was going to happen.  It’s been years since I’ve touched this stuff, I’d moved on.

‘Here we go again……….’

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  1. More money made for lawyers and the cabal. Will all this be paid by the insurance companies? I smell Masons at work. It still baffles me how the club…. could be sold for £1 and then the assets for £5.5m when creditors hadn’t been paid.and what was duff and Phelps fee again??

     

     

    Hail Hail

  2. Classy………..is when you have the manners and the decency to discuss things in a responsible and reasonable manner without resorting to deplorable and facetious personal insults

  3. What are people’s thoughts on young Kouassi?

     

     

    I’ve been wondering where/how Brendan will look to fit him into the team and I’m taking a punt on him being a box to box midfielder. He’ll start just in front of the the 2 central defenders and look to break up attacks then drive forward with the ball linking up with the front players .

     

     

    of course this might a bit much to ask of a youngster, but that’s my guess for him over the next year or so.

     

     

    Just my tuppence worth but it would be interesting to see what others think.

     

     

    Hail Hail

  4. SHILTRUM1

     

     

    Agree we have an embarrassment of riches in midfield and I am delighted I don’t pick the team!

     

     

    Work to do!

  5. West End of East End on

    BOBBY MURDOCH’S CURLED-UP WINKLEPICKERS on 8th February 2017 1:44 pm

     

     

    You know, with the team playing so well and with 4 first team players out in Dembele, Griffiths, Armstong & Rogic I forgot all about Eboue. The guys who have came in, have to a man stepped up. I honestly can’t remember when we had such strength in depth. Even with our 2 strikers out I didn’t think we would be beaten, that’s a statement and a half…

  6. BOBBY MURDOCH'S CURLED-UP WINKLEPICKERS on

    Hmmmm…

     

     

    At least twenty posts deleted.

     

     

    Is PAUL67 going for 55?

  7. BIG-CUP-WINNERS on

    CQN is being dragged down.

     

     

    Paul67 has to employ moderators to ensure old men behave.

     

     

    I actually read some centers challenging those trying to ensure some semblance of standards.

     

     

    The blog is still capable of great stuff, but you have to wonder why, day after day, the same characters embroiled themselves, in the same nonsense?

     

     

    One guy red-carpet, for threatening, and rightly so. I’m pretty sure Paul67 is asking for assurances that the blogs rules will be adhered to ?

     

     

    Similar correct response by the blogmeister last week. Stop wasting the blog and Paul’s time.

     

     

    Don’t post when inebriated.

     

     

    If hostility is your bag,arrange to meet each other and deal with it in some other way.

  8. BOBBY MURDOCH'S CURLED-UP WINKLEPICKERS on

    JAMABHOY

     

     

    Now,that’s a big ask of anyone,a

     

     

    NEW ROY KEANE?!!!!

     

     

    Blinkin’ flip,the search for one of those eludes even Indiana Jones-but I’ll take it!

  9. CULTSBHOY – BELIEVES IN BRENDAN on 8TH FEBRUARY 2017 1:49 PM

     

     

    It’s an open site now, anyone can view it.

     

     

    Arnold’s brother in law posts there.

  10. Brogan Rogan Trevino and Hogan on

    Good Afternoon.

     

     

    And so we return to one of the great mysteries of the modern age – just what did Duff and Phelps actually do to deserve their fee?

     

     

    And – one of those situations which an oul lawyer just loves — where a question has just no right answers and all logical answers are in fact wrong.

     

     

    BDO as liquidators are suing D&P for close on £30M and so must be arguing that somehow or somewhere, Rangers PLC should have been better off by that sum but aren’t …….. and all as a result of D&P making an arse of it.

     

     

    I haven’t as yet seen how the sum sued for is made up but there could be any number of items that collectively make up the number.

     

     

    Sale of assets at less than value? Hmmm Maybe

     

     

    Accumulated losses arising out of continuing to trade a loss making business instead of shutting it down and ceasing to trade on the spot? Very VERY possibly.

     

     

    Overcharging of fees? Real possibility.

     

     

    Negligence and Incompetence in the administration process and procedure? Possibly.

     

     

    I could go on.

     

     

    Everyone knows that Ibrox and the other assets were never worth £80M and that should be discarded as Green bunkum — but there may be a case for saying that they were really worth more than £5m had they been handled properly and formally marketed even from a non trading position.

     

     

    However, beyond wondering at the vagaries of Gratuitous Alienation, here is another we legal term to whet the appetite.

     

     

    Litigation Risk.

     

     

    That is where the bean counters at the insurers count up what it is going to cost to defend a claim one way or another. The sum you will have to pay whether you win or lose. When that is worked out then as often as not the insurers look to settle at say 75% of that figure with a view to buying the case off.

     

     

    It will be interesting to see the detail of the claim in due course. Others, of course, will look into that detail with more than a passing interest.

     

     

    Of course if it turns out that HMRC are found entitled to all the back EBT tax money, then every extra penny in the pot will largely go to filling their coffers.

     

     

    On completely different news, I am off to Lisbon at the weekend to check out some places and have a couple of meetings re the big trip in May.

     

     

    If there is anyone still thinking of joining the group and is looking for hotel rooms then please get in touch via jjoe88@hotmail.co.uk

     

     

    I am still sorting roms for one or two but they will know who they are.

     

     

    If in any doubt shout.

     

     

    I am also looking for a suitable venue for a group dinner and some entertainment on the night of the 24th so if you are traveling independently and have not appeared on the previously published Lisbon List but want to come along then drop me an e-mail so I can get a handle on numbers etc.

     

     

    Cheers

     

     

    BRTH

  11. BIG-CUP-WINNERS on 8TH FEBRUARY 2017 2:07 PM

     

     

    The issue isn’t people posting while inebriated.

     

     

    It’s other posters, realising someone else is inebriated, taking advantage of the situation by goading and provoking them, hoping for a reaction.

     

     

    It’s a nasty, sly and underhand way to behave.

  12. The Battered Bunnet on

    SoT – Grazie mille

     

     

    Auldheid – It would certainly make a heck of a film!

     

     

    Others – BDO have only made their move now because until recently, much of the topic/dispute was subject to criminal procedings. With charges dropped against Clark and Whitehouse, they’re now clear to pursue their claim in the civil courts.

     

     

    Ernie – there is a bundle of case law on PLI where there’s a criminal aspect to the claim. Since the charges against the Admins were dropped, it’s probable the PLI will be engaged. In that case, the insurer will (likely) have the decision to defend or settle based on what’s disclosed to them. (D&P have revious of course for non and partial disclosure, so who knows). My money’s on papers being lodged, then settlement reached quietly in a year or so.

  13. BOBBY MURDOCH'S CURLED-UP WINKLEPICKERS on

    BIG-CUP-WINNERS

     

     

    The “Don’t post when inebriated”,like most lessons that one passed me by for too long.

     

     

    But once learned,never forgotten.

     

     

    TBH,I’ve no problem having an argument,here or in life,usually with the guys I’m having a drink with! But state your case,wait for the reply,and if you disagree,say so and close the subject. Cos,thing is,this place shouldn’t be treated as a pub.

     

     

    It should be treated as being a guest at a private party.

     

     

    (I’m fully aware of how sanctimonious-and possibly hypocritical-that all looks,but as I said,sometimes I take a long time to learn.)

  14. I would not be surprised if Rogic is already as fit as he was.

     

    I have a theory that BR wants him 90 minute fit and we will not see him until he is.

     

     

    HH.

  15. Shiltrum1

     

     

    You are bang to right mate. This place is on its erchie now. Its beyond a parody of what it used to be. And we all know the reason for it. Several self-obsessed halfwits, heads right up their own ass with no real interest in any sort of real debate when faced with a difference of opinion. “Its aw aboot me”. Tossers. Complete tossers.

     

    I very rarely read the posts now and post even less because its not a place i enjoy any more. Sad to say as it used to be a daily must for me.

     

     

    It will be be very interesting to see how big Tam fits back into Brendan’s plans, but i really hope he does, as I think he’s a class act. Great first touch, can play a pass, good link-up play between defence and attack and clearly can score.

     

     

    As an aside, im guessing you used to frequent a wee club just off the Cally Road in sunny ole Wishy ?

     

     

    HAIL! HAIL!

     

    Token

  16. Apollonia and Michael

     

     

    Shortly after Michael Corleone arrives in Sicily following his escape from New York, Apollonia encounters Michael, who was returning from an excursion in the village of Corleone with his bodyguards, Calò and Fabrizio. The two men claimed Michael has been hit by what Sicilians call “the Thunderbolt” – a powerful, almost dangerous longing in a man for a particular woman. After making inquiries with Apollonia’s father, Michael gains a careful approval from Signor Vitelli to begin an Old World courtship, whereupon the entire Vitelli family would be chaperoning. Michael willingly agreed to this out of respect for the Sicilian way and Apollonia. Over the course of time, the couple was shown doing activities such as picnics and taking walks while Vitelli family members casually participated, and Michael presenting Signora Vitelli with jewelry to gain her approval before she passed it on to her daughter as a gift. The courtship served a dual purpose; that Michael would be marrying into the entire Vitelli family and for him to honor the fact she was a virgin. After a term of this courtship, Signore and Signora Vitelli grant their blessing for Michael to marry Apollonia, and Signor Vitelli gives her away in an elaborate wedding ceremony

  17. The question is………….who’s unseen hand/s decided that “enough is enough” and orchestrated the downfall of the Hun?

     

     

    Cyber pint to the best conspiracy theory (or is it)

  18. Re: Kitalba red card from Paul67

     

    VFR800

     

    THE GREEN MAN

     

    CELTIC CHAMPS ELECT

     

    TONYDONNELLY67

     

    CLINK\O/

     

    PHILBHOY

     

    MOONBEAMSWD

     

    IMATIM

     

    MARADOMINIC

     

    The entire childish squabble has been deleted – no matter how small or large your contribution to it.

     

    If you wish debate an issue on CQN – please do so without resorting to; aggressive, threatening or snide remarks.

     

    ________________________________

     

    Moderators are on here to apply CQN Blog Rules as set out by P67 – not to argue with Deleted Posters.

     

    If you genuinely believe your ‘deleted post’ merits reinstatement – then man-up and email Paul67 direct with your reasons why my/our ‘deletion’ should be overturned.

  19. I said to ole EuroChamps67 – we’d not see Tom Rogic for a while after he hobbled off against Dundee.

     

     

    But I’ll take him back the way he was just before that injury, regardless of how many minutes the supporters think he can play.

  20. BOBBY MURDOCH'S CURLED-UP WINKLEPICKERS on

    That’s about forty posts deleted now.

     

     

    PAUL67 has as much chance as some deid club of getting to 55,though.

     

     

    He needs snookers…

  21. Looking for some positive replies here bhoys (I hope).

     

     

    Booked two tickets for Saturday’s game over the phone last Tuesday and was told by the nice lady in the Ticket Office that my tickets would be posted out pronto. Postie passes the house today, ergo still nae tickets, so I phone Ticket Office again and a different young lady tells me that my Season Ticket has been activated.

     

     

    Apart from left hand/right hand analogies coming into play, has anyone else been told that their Season Ticket has been activated? My neebor two along got two paper tickets a couple of days ago through the post!

  22. Celtic Champs Elect on

    Moderator I have no squabble in my posts being deleted

     

     

    I have my opinions on the red carded duo that I will now keep to myself as your inbox must be fill by the clique complaining

  23. Saw a post earlier giving our Antipodean Celts a bit of a hard time

     

    Ladies and gentlemen of the Court to counter that I present in evidence Melbourne Mick. One of the best most Celticest reads on the blog.

     

    Anyway would love to see Henderson getting a run out in the 10 role. Has the brain, ability and feet to carry it off.

     

    HH

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