Professional Documents
Culture Documents
RIFC Requisition of General Meeting
RIFC Requisition of General Meeting
To:
The Directors Rangers International Football Club plc (the "Company") Ibrox Stadium 150 Edmiston Drive Glasgow United Kingdom
G51 2XD
Date: 30 July 2013
Dear Sirs,
NOTICE PURSUANT TO SECTION 303 OF THE COMPANIES ACT 2006 (THE "ACT")
We, the undersigned, representing members who hold, in aggregate, 15,921,263 ordinary shares of l p
each in the capital of the Company (representing 24.46% of the paid-up capital of the Company carrying
the right of voting at general meetings), require the Directors of the Company to convene a General
Meeting of the Company at which the resolutions set out below must be put to the General Meeting and
considered and, if thought fit, passed.
In addition to the holdings referred to above, we believe that we have the support of a number of other members who hold, in aggregate, approximately 4.3% of the paid-up capital of the Company carrying
the right of voting at general meetings. These members have indicated to us that it is their current intention to vote in favour of each of the resolutions set out below at a General Meeting of the Company convened pursuant to this notice.
ORDINARY RESOLUTIONS
.
THAT pursuant to and in accordance with section 168 of the Act, Mr. Craig Mather be and is hereby removed from office as a director of the Company with immediate effect
THAT pursuant to and in accordance with section 168 of the Act, Mr. Brian Stockbridge be and
is hereby removed from office as a director of the Company with immediate effect notwithstanding that his period of office may not have expired.
THAT pursuant to and in accordance with section 168 of the Act, Mr. Bryan Smart be and is hereby removed from office as a director of the Company with immediate effect
THAT pursuant to and in accordance with regulation 18.6 of the Articles of Association of the Company Mr. Paul Murray be and is hereby appointed as a director of the Company with
immediate effect.
THAT pursuant to and in accordance with regulation 18.6 of the Articles of Association of the Company Mr. Frank Blin be and is hereby appointed as a director of the Company with
immediate effect.
KDS/SHARED/22188547 Vl
If the Directors of the Company do not convene in accordance with the terms of this requisition a General Meeting within 21 days of the date of the deposit of this notice at the registered office of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company
shall be liable for any reasonable expenses incurred by us because of their failure and the Company may
recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kenneth.shand@mms.co.uk).
Paul Murray
John Bennett
Colin Howell
., ............................................................
John McClure
Malcolm Murray
. ..................................................... .....
KDS/SHARED/22188547 Vl
If tlle Directors of tile Company do not convene in accordance with the terms of this requisition a General Meeting within 2 l days of the date of the deposit of this notice at the registered office of the C?ompany, we shall ourselves convene a meeting pursuant to sectio)l 305 of the Act and the Company shall be liable for arty reasonable expenses incurred by us because of their lfihlre and the Compaay may
recover any such stun fi'om such of tile Directors as are in default.
We look l{rward to hearing fi'om you. Please direct any cori'espondenee with us to Kenneth Shand
Macly Murray & Spens LLP, F'Gtorge Square, Glasgow G2 I AL (,!Sel_,l_c,.s!!mgl((,mm.co.tj). Yours t'aithf'uIly,
John McCM'e
Malcolm Murray
KDS/SHAR,D21/38547 Vl
If the Directors of the Company do not convene in accordance with the terms of this requisition a
General Meeting within 21 days of the date of the deposit of this notice at the registered office of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company
shall be liable for any reasonable expenses incurred by us because of their failure and the Company may
recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kenneth.shand@mms.co.uk).
Yours faithfully,
Jim McColl
o,, ........ ,,,, ..... ,,, ..... ,, ............. ,, ................ ,
Paul Murray
Colin Howell
,,, .......... ,,,,,,,,,, ...... ,,o .............. ,, ..... , .......
John McClure
Malcolm Murray
..... , ......... ,,, ......... , ..... o,,, ....... , ..... ,,, ........ ,,,
KDS/SHARED/22188547 Vl
If the Directors of the Company do not convene in accordance with the terms of this requisition a General Meeting within 21 days of the date of the deposit of this notice at the registered office of the Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred byus because of their failure and the Company may
recover any such stun fiom such of the Directors as are in default.
We look folward to hearing from you. Please direct any con'espondence with us to Kenneth Shand, Maelay Murray & Speus LLP, 1 George Square, Glasgow G2 1AL (kenneth.shand@nmas.co.uk). Yours faithfully,
Jim MeColl
Paul Murray
John B eunett
Colin Howell
John McClure
Malcolm Murray
KDS/SHARED/22188547 VI
If the Directors of the Company do not convene in accordance with the terms of this requisition a General Meeting within 21 days of the date of the deposit of this notice at the registered office of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred by us because of their failure and the Company may recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kenneth.shandmms.co.uk).
Yours faithfully,
Jim McColl
Paul Murray
............................................................ ,,
John Bennett
Colin Howell
John McClure
...... .....
Malcolm Murray
KDS/SHARED/22188547 Vl
If the Directors of the Company do not convene in accordmace with the terms of this requisition a General Meeting within 21 days of tle date of the deposit of tiffs notice at the registered office of the Company, we shall ourselves convene a meeting pursumlt to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred by us because of their failure and the Company may
recover may such sum from such of the Directors as m'e in default. We look faward to hearing from you. Please direct any correspondence with us to Kenneth Shand,
Maelay Murray & Spens LLP, I George Square, Glasgow G2 1AL (keTmeth.shand@mms.co.uk). Yours faithfully,
t
Jim McColl
Paul Murray
... ............... .o.....,,...,.,...o ,.., ........
John_ Belmett
Colin Howell
Malcolm
............. , ......... .h. ......... o ....... o ..... o...,.
KDS/SHARED/22188547 VI
If the Directors of the Company do not convene in accordance with the terms df this requisition a General Meeting within 21 days of the date of the deposit of this notice at the registered office of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the At and the Company shall be liable for any reasonable expenses incurred by us because of their failure anl the Company may recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kenneth.shand@nmas.co.uk).
Yours faithfully,
"'b''H'o,*.,,,,,,o,.0,,,*o,.,. ,0,o,,,,,,.*,*,.,*,,,,*,
Jim McColl
,o,,,,,=,,,,,,,,o,,o,o,,,l,,,..,.,.,,,,,,.,. ,,
Paul Murray
.... ,.,o,,.,,.o,.,,,.,,,..,.,,. o, o,..,,,
John Bennett
..... ,,,,,.,,o ..... , ..... ,,,,,,,,.,.o, ,,
Colin Howell
........ ,,, .................... ..,,. ......... ,,.
John McClure
........... ,.,,,,,,o ................ ,, ...... ,,.,
Malcolm Murray
................
KDSISHAREDi22188,7 Vl
If the Directors of the Company do not convene in accordance with the terms of this requisition a General Meeting within 21 days of the date of the deposit of this notice at the registered oflqce of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred by us because of their failure and the Company may recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, l George Square, Glasgow G2 1AL (kennetll.shand@mnas.co.uk).
Yours faithfully,
,,,o, ........ ,,o, ......... o,o, ........ ,o,, ...... ,,,,,, ...... ,,o,
Jim MeColl
.... ,, ........ , ......... ,o, ........ .. ........ 0, ..... .,
Paul Murray
John Bennett
,,, ......... o,,, ..... ,, .......... ,o, ........ tto ....... ,,.
Colin Howell
........ ,,, ........ ,, ...... .......... ,, ....... ,,, .......
John McClul'e
Malcolm MmTay
.... .......... 0., ....... ,1 ..... ,..0 ...... if,, ..... .l, .....
KDS/SHARED/22188547 Vl
If the Directors of the Company do not convene in accordance with the terms of this requisition a General Meeting within 21 days of the date of the deposit of this notice at the registered office of the Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred by us because of their failure and the Company may
recover any such sum from such of the Directors as are in default.
We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kenneth.shand@mms.co.uk). Yours faithfully,
Jim McColl
Paul Murray
John Bennett
Colin Howell
. ..'..,.; ' ..'.... o ,.,, .' o.I p . .,'o i,.I, o.,. . o
John McClure
Malcolm Murray
. k,,. ,,, ol.,,, ;o,,.oo.,,. J. ii,, ,, ,,.2 ,o or,
. ..
. .
KOS/SHARED/22188547 Vl
If the Directors of the Company do not convene in accordance with the terms of this requisition a
General Meeting within 21 days of the date of the deposit of this notice at the registered office of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred by us because of their failure and the Company may recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kermeth.shand@mms.co.uk). Yours faithfully,
Jim McColl
Paul Murray
John Bennett
Colin Howell
John McClure
Malcolm Murray
KDS/SHARED/22188547 V1
If the Directors of the Company do not convene in accordance with the terms of this requisition a
General Meeting within 21 days of the date of the deposit of this notice at the registered office of the
Company, we shall ourselves convene a meeting pursuant to section 305 of the Act and the Company shall be liable for any reasonable expenses incurred by us because of their failure and the Company may recover any such sum from such of the Directors as are in default. We look forward to hearing from you. Please direct any correspondence with us to Kenneth Shand, Maclay Murray & Spens LLP, 1 George Square, Glasgow G2 1AL (kenneth.shand@mms.co.uk).
Yours faithfully,
Jim McColl
Paul Murray
John Bennett
Colin Howell
John McClure
Malcolm Murray
Ri.e;;.Maagement LLP
KDS/SHARED/22188547 V1