17 Feb 2015 07:00
17 February 2015
Rangers International Football Club plc
("Rangers" or the "Company")
Change of Venue and Time for General Meeting
Further to the announcements of 6th and 10th February 2015, the General Meeting requisitioned by JIM Nominees Limited as nominee for New Oasis Asset Limited will now take place at The Grange Tower Bridge Hotel, 45 Prescot Street, London E1 8GP at 12 noon on 4 March 2015.
On 6 February 2015, the Company convened a general meeting of shareholders for 4 March 2015, in response to a requisition received on 16 January 2015 from JIM Nominees Limited as nominee for New Oasis Asset Limited requiring that seven ordinary resolutions ("the Requisitioned Resolutions") be put to a general meeting of the Company. For reasons beyond the control of the Board, the originally intended venue is no longer available for such a meeting. The Board has now found a venue which is willing to hold this meeting, and, as a matter of priority, has ensured that this meeting occurs on the same day as originally set.
The Directors continue to recommend that shareholders vote against the Requisitioned Resolutions. In the circular to shareholders dated 6 February, the Board set out its position which envisages representation from all major shareholder groups (including New Oasis Asset Limited and the group known as the Three Bears), together with independent directors, where no one interest group will have a majority influence. The intention is that this will lead to consensus management. Offers have already been made in this regard, and dating back to before the Requisition was received. The Directors consider that the board should comprise a CEO and Finance director, representatives of the three largest shareholder groups, and at least 2 independent non-executives. This will only be achieved with consensus amongst the various stakeholders.
The Requisitioned Resolutions contemplate a smaller board. There is no promise that all shareholders' interests will be represented and serious regulatory issues remain unanswered, particularly in respect of the Scottish Football Association and the position of a NOMAD in the event that the Resolution to appoint Dave King is passed. Shareholders should consider who might be running the Company and whether it will continue to be traded on AIM if the Requisitioned Resolutions are passed. Mr King is encouraged to provide clarification to Shareholders regarding these matters.
Shareholders who wish to attend should not go to the original venue, and are asked to arrive with necessary documentation at The Grange Tower Bridge Hotel, 45 Prescot Street, London E1 8GP in time to be registered, which the board suggests is by no later than 11am. Shareholders who do not wish to, or cannot, attend are encouraged to vote by proxy. If you have already registered a proxy then this proxy will be valid for the meeting at The Grange Tower Bridge Hotel, 45 Prescot Street, London E1 8GP. Shareholders who have already appointed a proxy do not therefore need to take any action, unless they wish to change their proxy or their voting instructions or to confirm split voting instructions where there has been a subsequent change in shareholding. If you have not yet registered your proxy then the proxy sent out with the original notice of meeting may still be used and will still be valid.
If you require a duplicate form of proxy, or have any queries in relation to completing and returning a form of proxy in respect of the Meeting, please contact Capita Registrars Limited, the Company's Registrars, by telephone, on the following number: 0871 664 0300 (calls cost 10 pence per minute plus network extras). Lines are open Monday - Friday, 9:00am - 5.30pm (from outside the UK: +44 (0) 208 639 3399). The notice of Meeting circulated on 6 February 2015 (which includes the text of the resolutions to be proposed at the Meeting), together with the accompanying letter to shareholders, are available on the Company's website at http://www.rangersinternationalfootballclub.com/
For further information please contact:
Rangers International Football Club plc | Tel: 0141 580 8647 |
David Somers / Derek Llambias | |
WH Ireland Limited | Tel: 020 7220 1666 |
Adrian Hadden / Paul Shackleton | |
Newgate | Tel: 020 7148 6143 |
Roddy Watt / Ed Treadwell |