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Oldco newCo merging


bede

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some of us had shares in the old co ? yes i would still like to have them without having to buy them again. but i care about the football team not the company even after losing about £3000 in shares through liquidation :cgreen:

Did you care that whyte sold the Arsenal shares?

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I know we are the same club, it's not even up for debate, club is the same, but we are a newCo.

Rangers - 1872 till forever

The company 1899-2012

BUT

The old company hasn't yet been liquidated, now it currently/did/ owe 50m to HMRC, but we haven't lost the case.

If we were to win the case I assume the debts of the old company would be wiped, the footballing debts we have paid since (most).

So could we buy back the oldco if we one the case and merge it with the newCo, or just own it anyway.

We don't need it, but imagine sticking it to the Tims. There's this one guy I know and it would give me soooo much pleaser to hear him if we bought the old company and merged it.

Could this happen? :21:

Thought the oldco was getting liquidated on the 12th of October?

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Too late for that. It's getting liquidated as CVA was rejected. A new CVA can't be proposed.

I'm pretty sure a new CVA could be proposed, up until the company is placed into liquidation.

There would be very little reason to do so as that company has no assets whatsoever though. But it would mean the company wasn't liquidated and that we had legitimately paid our debts (or agreed a deal to pay a percentage of those debts, and write the rest off)

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What are you basing this on? The law or your logic?

Past experience of CVA's.

I have seen CVA's rejected and then another CVA proposed. All that has happened in this case between the two proposals (were there to be another proposal) is there was a sale of assets.

If you believe otherwise, what is your reason?

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Past experience of CVA's.

I have seen CVA's rejected and then another CVA proposed. All that has happened in this case between the two proposals (were there to be another proposal) is there was a sale of assets.

If you believe otherwise, what is your reason?

I've no reason to believe otherwise as I don't have any CVA experience. Thanks for clearing it up.

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I've no reason to believe otherwise as I don't have any CVA experience. Thanks for clearing it up.

A new CVA could be proposed, but it will never happen as the company has no assets, so is worthless.

Would be nice to see it saved from liquidation, but i very much doubt it will happen. (tu)

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A new CVA could be proposed, but it will never happen as the company has no assets, so is worthless.

Would be nice to see it saved from liquidation, but i very much doubt it will happen. (tu)

This might be a daft thing to ask but, could they not just transfer the assets back to the oldco?

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This might be a daft thing to ask but, could they not just transfer the assets back to the oldco?

We would have to apply to have our membership share of the SFA and SFL transferred to the new new company (old company). Tupe all the players over etc.

So its doubtful.

This was Bill Millers plan though, before he bailed.

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We would have to apply to have our membership share of the SFA and SFL transferred to the new new company (old company). Tupe all the players over etc.

So its doubtful.

This was Bill Millers plan though, before he bailed.

(tu) Sounds like to much hassle considering we would have to deal with the SFA again.

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I posted this in the 'No Debts etc - Is it something to shout about ?' Thread.

This exchange of views is from a Thread on the Rangers board on New-606, where I am a Site Moderator and also look after the Rangers board.

RE: Charles Green's Chinese Dream

Just in case these have been missed (from 'HMRC and Administration') :

(02-09-2012 03:53 PM) Larry-AV Wrote:

Eight days after Administration I suggested a Payment Plan, to repay all creditors in full. I have not abandoned that belief and this is how it might be achieved, with the liquidation of the Oldco being cancelled.

Rangers FC's Operating Companies : Oldco & Newco > Merge ?

1} The Newco builds up capital through investments from shareholders.

2} The Newco creates a Debts Fund to pay off Oldco creditors.

3} The Newco buys the remaining assets of the Oldco, liquidation of Oldco cancelled.

4} Oldco debenture holders have their shares transferred into the Newco.

5} At this stage both Oldco and Newco have the same owners and the Options now are :

a} Newco is taken over by Oldco

b} Oldco is taken over by Newco

c} Rangers follows the Celtic model and uses more than one Operating Company.

6} The Payment Plan is used to repay creditors from the Debts Fund.

7} A portion of income per Season goes into the Debts Fund. This continues until all the debts are cleared, in full.

(02-09-2012 07:04 PM) El Car Wrote:

The problem with that is that any creditors would have to agree to it, and HMRC don't want their money; they want litigation because any success in that department potentially strengthens their powers. They could have accepted the original CVA and it would have been better for everyone from a financial point of view. If D&P had worked for free the creditors would probably still have lost out on more than they would have if the CVA had been approved.

(02-09-2012 09:15 PM) Larry-AV Wrote:

I can see your points, El Car, but.

After the CVA was rejected I wrote asking why HMRC would need to drive the Oldco into liquidation in order to pursue litigation against those deemed to have infringed the Law. If someone has acted unlawfully, what bearing would the status of any Company they were associated with have on this ?

HMRC would better serve the Taxpayer through concentrating on arguing its corner on the 'Big' and 'Small' Tax Cases.

Duff & Phelps are legally entitled to the fees for their services, even if people critcise them and/or the level of those fees.

As regards the 'debt' to Ticketus, this was incurred by Craig Whyte, which I think is something personal to him, not the Oldco.

For all the other creditors, the Payment Plan offers them repayment in full, so why would they reject it ?

(02-09-2012 09:43 PM) El Car Wrote:

Don't get me wrong, Larry, I totally agree with you - I was just pointing out why HMRC would always have prevented the best outcome for the many in favour of a shot at gaining more powers for itself, which it can do through successful litigation (which they then use as precedent for saying they are allowed to pursue football cub directors, for example). It's not about money because they'll spend more than they'll ever recover that way. They couldn't achieve the same result if the company survived simply due to way regulation applies. I don't know enough about it to say exactly why it's different, but I'd think it's to do with the fact that a company in liquidation has failed and can 'evade' responsibilities in a business sense, while one that continues to operate is still open to ongoing penalties through normal financial channels. Also, agreeing a CVA would presumably constitute reaching settlement on liabilities.

Anyway the whole situation is ludicrous when you get people moaning about the taxpayer missing out and yet celebrating the liquidation of the original company, and then many of those same people also criticise D&P's fees because creditors missed out.

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I'd rather we were given the option to buy shares in the oldco as opposed to the newco. Some people say they don't care about the company, I do, it will be sad to see it liquidated, its been part of the club for over 100 years. Owning a share in a company that until recently was called sevco wont mean as much if I buy in. On the bright side at least its not whyte doing the share issue, he would probably have sold off the assets to another consortium and left us holding shares in a worthless company while he lives it up in Monaco.

Agree and then we could be seen to be paying our debts. That would truly represent the best of the Ger's instead of claiming we re debt free when we millions.

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