Stu101 Posted November 17, 2015 Share Posted November 17, 2015 Sorry having a little trouble with the quoting function- given the age of the laptop I'm working with. But in relation to Thplinth comments above I should have been clearer. What I was referring to was intangible assets that cant be amortised- for example in the case of Rangers would, for example, the history, titles, etc. These will never appear on a balance sheet, but cant be split from the tangible assets due to their nature, nor given a value in the administration/liquidation process. I could expand on this further- but honestly cannot be arsed. People will believe what they want to. Anyway notwithstanding the common law, the CVA to Servo transferred the "business, history and assets"- so not even sure where there is any debate here (unless a court has reduced this transfer- which I am not aware of). And apologies if I have this wrong- this is only my experience based on 5 year of doing this in real life for a law firm. Quote Link to comment Share on other sites More sharing options...
Stu101 Posted November 17, 2015 Share Posted November 17, 2015 ShedTA - you are correct- if the assets are operated by a new owner then it doesn't mean the Company is the same. Again sorry I cant quote properly. Quote Link to comment Share on other sites More sharing options...
littleboyblue Posted November 17, 2015 Share Posted November 17, 2015 No. If I register a company tomorrow, I don't automatically have a business. Likewise a business can be operated by a company, partnership, sole trader, etc. Rangers old co was a company that operated the business rangers football club. Rangers new co bought the business of rangers football club from old co. So, what type of business was rangers football club? By that I mean what legal entity, I know it was a football club ;-). Quote Link to comment Share on other sites More sharing options...
bruce778 Posted November 17, 2015 Share Posted November 17, 2015 So, what type of business was rangers football club? By that I mean what legal entity, I know it was a football club ;-).The business was and is a football club and associated activities. The legal entity that owns and operates the football club was oldco and is now newco. Quote Link to comment Share on other sites More sharing options...
adamntg Posted November 18, 2015 Share Posted November 18, 2015 The business was and is a football club and associated activities. The legal entity that owns and operates the football club was oldco and is now newco. I admire your indefatigability. Quote Link to comment Share on other sites More sharing options...
ShedTA Posted November 18, 2015 Share Posted November 18, 2015 ShedTA - you are correct- if the assets are operated by a new owner then it doesn't mean the Company is the same. Again sorry I cant quote properly. The business was and is a football club and associated activities. The legal entity that owns and operates the football club was oldco and is now newco. Yes but the argument can also apply to a business. You can buy the assets of a business from a company that had gone bust and set up and start trading but that doesn't mean it's the same business either. I could buy a garage and a load of tools off a garage company that's gone bust and set up a business. But I might operate in a different way with different services so clearly the business is not the same as the old one that went bust. But as in rangers case, if my customers believe its the same business then I don't care. Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 Yes but the argument can also apply to a business. You can buy the assets of a business from a company that had gone bust and set up and start trading but that doesn't mean it's the same business either. I could buy a garage and a load of tools off a garage company that's gone bust and set up a business. But I might operate in a different way with different services so clearly the business is not the same as the old one that went bust. But as in rangers case, if my customers believe its the same business then I don't care. Let it go. Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 So, what type of business was rangers football club? By that I mean what legal entity, I know it was a football club ;-). The company is the legal entity. Quote Link to comment Share on other sites More sharing options...
ShedTA Posted November 18, 2015 Share Posted November 18, 2015 Let it go. I'm trying larky, im trying... Quote Link to comment Share on other sites More sharing options...
littleboyblue Posted November 18, 2015 Share Posted November 18, 2015 The company is the legal entity. Certainly, the Company was a legal entity. Bruce describes the football club as a business. Does a business not require some legal identity - Ltd, LLP, partnership, sole trader etc? I would have thought yes, in which case would there not be separate accounts for the Company and the football club? Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 I'm trying larky, im trying... You're very trying.......... Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 Certainly, the Company was a legal entity. Bruce describes the football club as a business. Does a business not require some legal identity - Ltd, LLP, partnership, sole trader etc? I would have thought yes, in which case would there not be separate accounts for the Company and the football club? Partnerships and sole traders are not legal entities in there was a claim against either of those it would be against the owners who have unlimited liability. Quote Link to comment Share on other sites More sharing options...
thplinth Posted November 18, 2015 Share Posted November 18, 2015 Current company overviewThe Rangers Football Club Ltd,[1] previously called Sevco Scotland Ltd, is a limited company[2] based in Glasgow. It was formed in 2012 to replace[3] The Rangers Football Club Plc (which was subsequently renamed RFC 2012 plc), incorporated in 1899,[4] which went out of business and entered liquidation procedures on 14 June 2012.[5] Having purchased the business, goodwill[6][7] and assets of The Rangers Football Club Plc,[8] including the all-seated 50,987-capacity Ibrox Stadium in south-west Glasgow, several players agreed to have their contracts transferred to the new company.[9] Some players left to join other clubs as free agents since their former employer had been in breach of contract. After an application to transfer the old company's Scottish Premier League membership was rejected, an application to join the Scottish Football League was accepted with the club being placed in the third division. The Rangers Football Club Plc's SFA membership share was transferred to the new company on 27 July 2012.[10]Company historyPrior to incorporationThe football club was formed in 1872 and was operated by the four founders until its incorporation on 27 May 1899. At the point the Club was Incorporated, a limited company (The Rangers Football Club ltd) was formed and the Club now had legal personality, with directors and liabilities in accordance with The Companies Act. https://en.wikipedia.org/wiki/Ownership_of_Rangers_F.C. ...... That above seems a fair description to me of what happened. Between 1872 and 1899 were the assets of the club owned by the 4 founders? Be curious to see how it evolved to incopration in 1899. Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 Current company overview The Rangers Football Club Ltd,[1] previously called Sevco Scotland Ltd, is a limited company[2] based in Glasgow. It was formed in 2012 to replace[3] The Rangers Football Club Plc (which was subsequently renamed RFC 2012 plc), incorporated in 1899,[4] which went out of business and entered liquidation procedures on 14 June 2012.[5] Having purchased the business, goodwill[6][7] and assets of The Rangers Football Club Plc,[8] including the all-seated 50,987-capacity Ibrox Stadium in south-west Glasgow, several players agreed to have their contracts transferred to the new company.[9] Some players left to join other clubs as free agents since their former employer had been in breach of contract. After an application to transfer the old company's Scottish Premier League membership was rejected, an application to join the Scottish Football League was accepted with the club being placed in the third division. The Rangers Football Club Plc's SFA membership share was transferred to the new company on 27 July 2012.[10] Company history Prior to incorporation The football club was formed in 1872 and was operated by the four founders until its incorporation on 27 May 1899. At the point the Club was Incorporated, a limited company (The Rangers Football Club ltd) was formed and the Club now had legal personality, with directors and liabilities in accordance with The Companies Act. https://en.wikipedia.org/wiki/Ownership_of_Rangers_F.C. ...... That above seems a fair description to me of what happened. Between 1872 and 1899 were the assets of the club owned by the 4 founders? Be curious to see how it evolved to incopration in 1899. Your powers of cutting and pasting are truly astounding. Quote Link to comment Share on other sites More sharing options...
thplinth Posted November 18, 2015 Share Posted November 18, 2015 (edited) Your powers of cutting and pasting are truly astounding. Anything is better than watching you disappear up your own metaphysical arsehole for another 10 pages. Hmmmm or tell us more about the fascinating distinction beteen a sole trader and business... edit: Hun plays man and not ball. Shocker. Edited November 18, 2015 by thplinth Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 Anything is better than watching you disappear up your own metaphysical arsehole for another 10 pages. Hmmmm or tell us more about the fascinating distinction beteen a sole trader and business... edit: Hun plays man and not ball. Shocker. Another classic riposte, where do you dream this stuff up from? Quote Link to comment Share on other sites More sharing options...
Glasgowmancity Posted November 18, 2015 Share Posted November 18, 2015 Certainly, the Company was a legal entity. Bruce describes the football club as a business. Does a business not require some legal identity - Ltd, LLP, partnership, sole trader etc? No Quote Link to comment Share on other sites More sharing options...
thplinth Posted November 18, 2015 Share Posted November 18, 2015 (edited) But in relation to Thplinth comments above I should have been clearer. What I was referring to was intangible assets that cant be amortised- for example in the case of Rangers would, for example, the history, titles, etc. These will never appear on a balance sheet, but cant be split from the tangible assets due to their nature, nor given a value in the administration/liquidation process. I could expand on this further- but honestly cannot be arsed. People will believe what they want to. Here is a reasonable summary of what an intangible assets can be. http://brandirectory.com/glossary/definition/intangible_asset As you can see 'titles' do not count. Where would they fit under? The only intangible assets that RFC lists is Brand and Player Registrations. So the only possible one would be Brand. Maybe you could argue the brand value would be affected and maybe it would be, slightly. But that would be indirectly like if Dave King got caught shagging a goat or something on the marble staircase. Anything bad about the club could effect the brand value... And legal distinctions do matter say...when you want to go to court. So the fact RFC 1899 won the titles and not RFC 2012 could very well mean there is nothing RFC 2012 can do or say or claim about those old titles won during the RFC 1899 era. Edited November 18, 2015 by thplinth Quote Link to comment Share on other sites More sharing options...
thplinth Posted November 18, 2015 Share Posted November 18, 2015 This is the type of entity that RFC 1872-1899 would have been described as today. You will note it is nether a sole trader nor a partnership nor a company but it would have been required to pay corporation tax had it turned a profit. 6. Unincorporated association An ‘unincorporated association’ is an organisation set up through an agreement between a group of people who come together for a reason other than to make a profit, eg a voluntary group or a sports club. You don’t need to register an unincorporated association, and it doesn’t cost anything to set one up. Individual members are personally responsible for any debts and contractual obligations. If the association does start trading and makes a profit, you’ll need to pay Corporation Tax and file a Company Tax Return in the same way as a limited company. https://www.gov.uk/business-legal-structures/unincorporated-association Quote Link to comment Share on other sites More sharing options...
Stu101 Posted November 18, 2015 Share Posted November 18, 2015 But in relation to Thplinth comments above I should have been clearer. What I was referring to was intangible assets that cant be amortised- for example in the case of Rangers would, for example, the history, titles, etc. These will never appear on a balance sheet, but cant be split from the tangible assets due to their nature, nor given a value in the administration/liquidation process. I could expand on this further- but honestly cannot be arsed. People will believe what they want to. Here is a reasonable summary of what an intangible assets can be. http://brandirectory.com/glossary/definition/intangible_asset As you can see 'titles' do not count. Where would they fit under? The only intangible assets that RFC lists is Brand and Player Registrations. So the only possible one would be Brand. Maybe you could argue the brand value would be affected and maybe it would be, slightly. But that would be indirectly like if Dave King got caught shagging a goat or something on the marble staircase. Anything bad about the club could effect the brand value... And legal distinctions do matter say...when you want to go to court. So the fact RFC 1899 won the titles and not RFC 2012 could very well mean there is nothing RFC 2012 can do or say or claim about those old titles won during the RFC 1899 era. Sorry running between meeting at the moment so cant give a full response- but they are intangible assets that cannot be amortised- hence why they do not appear on a balance sheet. However they obviously exist, and I believe that an administrator/liquidator would be under an obligation to extract any value from them- if any value could be realised (need to check this though- as its been a few years since I looked at this). As I've said before, I'm not sure where under Scots law allows these assets to be removed from the underlying assets (as opposed to intangible assets which can be amortised- which are obviously stand alone constructs). However that's obviously what I believe the position to be at common law. In any event, the contract transferring interest to Servo refers to the transfer of the history, etc. So unless that contact has been reduced I would think this is where it would now vest. Anyway- bet your all glad I'm off on holiday later on this afternoon. Quote Link to comment Share on other sites More sharing options...
sbcmfc Posted November 18, 2015 Share Posted November 18, 2015 If the association does start trading and makes a profit, youll need to pay Corporation Tax and file a Company Tax Return in the same way as a limited company. https://www.gov.uk/business-legal-structures/unincorporated-association Tax and profit??? Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 Tax and profit??? Glasshouses. Quote Link to comment Share on other sites More sharing options...
stocky Posted November 18, 2015 Share Posted November 18, 2015 wow, everyone is expert on company/business/association/partnerships law now. this is all about football is it not, , , the rest is whitewash, why did rangers football club not compete in the European competitions the following year? Rangers football club finished second the year they went into liquidation and qualified for Europe. why did all their players leave , Rangers football club ended and a new Rangers football club started the fans of this club believe they are the same club , they play in same place have the same name other fans believe they are a new club who play in the same place and have the same fans and have the same name. they two sides will never agree. i really dont know why it matters, honestly i dont, Quote Link to comment Share on other sites More sharing options...
sbcmfc Posted November 18, 2015 Share Posted November 18, 2015 Glasshouses. Fair point. It is quite funny how (and a lot of us are guilty of it) we associate people and their personality with their football teams. Motherwell fans go shopping sprees with money they don't have eventually paying back a fraction of what they spent. Rangers fans are tax dodgers or those guys that are "businessmen" that are always pretty flash, but nobody is really sure what they do. Quote Link to comment Share on other sites More sharing options...
Larky Masher Posted November 18, 2015 Share Posted November 18, 2015 Fair point. It is quite funny how (and a lot of us are guilty of it) we associate people and their personality with their football teams. Motherwell fans go shopping sprees with money they don't have eventually paying back a fraction of what they spent. Rangers fans are tax dodgers or those guys that are "businessmen" that are always pretty flash, but nobody is really sure what they do. To be fair you could go on shopping spree in Motherwell with a tenner and ironically I pulled up by the taxman last month for some earnings (which I'd genuinely forgotten about) I didn't declare on my last tax return. Quote Link to comment Share on other sites More sharing options...
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