Rangers directors under fire

01 October 2013 08:16

Rangers directors have been accused of being "hell-bent" on denying shareholders their right to vote on the composition of the board after the club dismissed a resolution to appoint four new members.

The Rangers board claimed an attempt to install Paul Murray, Malcolm Murray, Scott Murdoch and Alex Wilson, in a proposed vote at the club's annual general meeting on October 24, was ''unlikely to be properly constituted under s338 of the Companies Act 2006''.

However, the group seeking change insists it submitted its request in a "perfectly valid" manner.

The row follows an earlier agreement which saw a group of dissenting shareholders, led by Clyde Blowers chairman Jim McColl, drop demands for a general meeting to vote on a resolution to remove chief executive Craig Mather, Brian Stockbridge and Bryan Smart and install Paul Murray and Frank Blin, in return for a guarantee that the club's AGM be held before the end of October. An earlier compromise deal fell through.

Current directors could be voted off at the AGM but the board announced it considered the new resolution invalid and "vexatious" because no amendment to the terms of the withdrawal of the original request had been discussed beforehand.

In a statement to the London Stock Exchange, Rangers said: "The board is also concerned that the contents of the proposed resolutions may also be either ineffective or frivolous as any director appointment must comply with the company's articles of association and is subject to prior regulatory approval."

The club also claimed that the request, which was received on Friday, arrived after notice for the AGM had been sent to the printers. The club's annual accounts, which revealed operating losses of £14.4million, were published four days later on Tuesday.

In a statement released to Press Association Sport, a representative of the dissenting shareholders accused the board of being unreasonable and insisted their aim was to strengthen the board with "successful professionals who are lifelong Rangers supporters".

The statement added: "We confirmed to the board that we would meet the reasonable additional costs and expenses of including these nominations in the AGM notice.

"We heard nothing from the board all weekend until their lawyer, Field Fisher Waterhouse, was in contact at lunchtime on Monday requesting a large volume of information to authenticate our notice and to inform us that, in any event, 'the AGM documentation was sent to the printer for printing and posting on Friday'.

Source: PA

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