Day one of the Takeover Panel’s petition was nothing if not eventful. However prior to an analysis of what went down, and an acknowledgement of Alasdair Lamont’s Tweeting prowess, one should note that this petition is being presented in one of the highest courts in the UK. The Court of Session is only one step removed from the Supreme Court.
The case presented by King’s Counsel, Neil Davidson QC, (Baron Davidson of Glen Clova) and his two assistants would, if upheld, establish legal precedents. Legal precedents that would so severely compromise the efficacy of the Takeover Panel and the Takeover Appeal Board that they would effectively be no more than Paper Tigers.
I would find it unlikely that a cheap, lying, cheating, career criminal spiv like King, no matter the quality of his consigliere, could neuter these august bodies. King, who lied and cheated his way to a small fortune by bribery, racketeering, fraud, tax evasion and witness intimidation in an emerging Republic in a state of apartheid flux, has never played it by the rules. King believes that anything can be achieved with a dash, which is the slang word for a bribe or gratuity in Nigeria.
If the Takeover Panel is entrusted with policing mergers and acquisitions, it must ultimately be backed by the courts. King is defying their authority. Who the fuck does this jumped up clerk with a modest leaving certificate think he is? Does he think that buying into Rangers conferred him with gravitas? Is he believing his own lies that he qualified as an accountant in a fictitious tertiary education establishment?
The prosaic facts of the matter is that King is playing a shell game with New Oasis Asset Limited (NOAL) In the audited accounts to 30 June, 2016, it unequivocally states:
“New Oasis Asset Limited is a company controlled by the Group Chairman, Mr D. King.”
When King asserted to the TPE that NOAL was the shareholder in RIFC he was for once being truthful. However with King a lie is never far from the surface. He further stated that he had no executive authority at NOAL This flies in the face of his statement in the audited accounts. Are Campbell Dallas, the auditors of RIFC, comfortable with King’s revisionism?
King who has a brass neck that a Bunsen burner could not mark had the audacity to ask the TPE if NOAL could make the offer for the shares that are not within the concert party’s gift. The TPE agreed. No offer has been forthcoming.
The TPE is being represented by a real legal heavyweight. James McNeill QC. was the standing junior counsel to the Inland Revenue in Scotland from 1988 to 1991. He was appointed as a Judge in the Courts of Appeal of Jersey and Guernsey in 2005 .
McNeil asserted that the information in King’s affidavit shows a link between King, Glencoe, Sovereign and NOAL. Counsel for King rebutted by asking how the Panel could expect King to make an offer with no access to funds. King is arguing that he has no access to ‘freed’ capital and that he is at arm’s length from executive authority in onshore and offshore discretionary trusts.
Forgive me if I demur. The following is an excerpt from the notes that accompanied RIFC’s audited accounts to 30 June 2016:
“On 22 May 2015, the company entered into a loan agreement with New Oasis Asset Limited totalling £1.5m repayable in December 2015. Since this date, this loan has been available on demand and New Oasis Asset Limited has advised that they will extend the facilities available whilst the funds are required by the Club. In December 2015, a further loan facility of £3m was agreed, of which £2.2m has been drawn down at the year-end. This amount remains outstanding at 30 June 2016 and is due for repayment in December 2017. New Oasis Asset Limited is a company controlled by the Group Chairman, Mr D King. No interest or fees are to be charged in respect of the facilities and the loan is being provided on an unsecured basis.”
King’s affidavit is a farrago of lies. According to the audited accounts King had no problem disbursing ‘freed capital’ from his discretionary trust.
Davidson, acting for King, asserted that shareholders were not ‘chomping at the bit‘ to sell their equity in RIFC to King at 20p per share. Club 1872, having been given a bum steer by the multi-hatted conveyancing consigliere, paid 27.5p for their latest shares acquisition. However as the shares are unlisted they effectively are only worth what a third party is prepared to pay for them. More fool Club 1872 to pay more than King did.
What Davidson is driving at is that the shareholders would have their equity devalued by an offer of 20p. They would effectively be more disadvantaged by an offer than they would if King continued to flout the edicts of the TPE. Interesting argument but I cannot see this establishing a caveat in concert party regulations.
McNeil for the TPE established that correspondence between George Letham and King confirmed that the former had advised King not to breach the 30% threshold. King, buoyed by the success of driving a coach and horses through South Africa’s regulations to acquire 75% of MMI in his daughter’s name, thought that he would get away with it. David Somers thought otherwise and duly reported King to the TPE.
In his final submission of day one, Davidson begged the indulgence of the court. He stated that the situation is stark. He inquired:
“Does the court have discretion? If it does what discretion does it have?”
Can the court just deem that it’s in no-one’s best interest to compel King by Court edict to buy the shares? Nice try Davidson but Lord Bannantyne did not come down in the last shower.
I cannot foresee any set of circumstances (predicated on the evidence) where King will not be compelled to act or face the consequences.
The hearing continues today. On a final note what do the Gullibillies now think of King’s boast that he would put up half the quantum of £50m to rebuild Rangers Lite? Are they minded to play King’s shell game?