Tomorrow more will have some drink in them. I’m expecting talking points
comment by Miller Going for 5-5 (U9310)
posted 4 minutes ago
Tomorrow more will have some drink in them. I’m expecting talking points
----------------------------------------------------------------------
Aww naww.
Well this is certainly filling in the gap between end of season and the world cup starting nicely.
So good to see so many bhoys really really upset by all of this Methinks they doth protest too much
Someone else who can’t differentiate between being wound up by something and laughing at something.
I'm not 100% sure that a coi is even the correct terminology. He has a non exec role at a publicly traded company. He has no control over the flow of shares or ownership and the role itself does not lead to an obvious conflict - i assume people allege that he may make unfair or biased decisions in fear of repercussions in his other role. This would be illegal. Thats not a coi.The allegations are far too vague to demonstrate any kind of breach of corporate governance.
I think it was POV who also made the point that in the event that a clear conflict topic arose, he could simply excuse himself. Of course if that happened frequently then you would have to consider his effectiveness as a chair.
Dave king is clearly a very successful and capable businessman. He does not, however, have a strong sense of good corporate governance. In fact, he is famed for not caring about it.
It's like trump lecturing on insert anything here
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
Fair points I think simon.
This is from the SPFL’s articles of association:
NUMBER AND APPOINTMENT OF DIRECTORS
85. The minimum number of Directors shall be two.
86. The Board shall comprise:-
86.1. a Chairman;
86.2. a Chief Executive;
86.3. a Non-Executive Director;
86.4. three Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Premiership;
86.5. two Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Championship; and
86.6. one Director appointed by Members owning and operating Clubs entitled for the time being to be the members of League One and League Two.
87. The Chairman, the Non-Executive Director and the Chief Executive may not be a director, other office holder or employee of any Member nor an Official or employee of any club (as defined in articles of association of the Scottish FA) without the prior consent of the Company by Ordinary Resolution.
88. The Chairman and his Associates, the Non-Executive Director and his Associates and the Chief Executive and his Associates shall not be permitted to hold any share or shares or have or hold any other interest in any Member nor any club as defined in article 1 of the articles of association of the Scottish FA without the prior consent of the Company by Ordinary Resolution.
Probably, the important bit for Murdoch is the fact that he’s the non exec chairman.
Then this also:
n relation to the Company.
DIRECTORS' INTERESTS
115. A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting before the Company enters into the transaction or arrangement in accordance with the 2006 Act.
116. A Director who is in any way, directly or indirectly, interested in a transaction or arrangement that has been entered into by the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting as soon as is reasonably practicable, unless the interest has already been declared under Article 115 in accordance with the 2006 Act.
117. If a declaration made under Article 115 or 116 proves to be, or becomes, inaccurate or incomplete, a further declaration must be made under Articles 115 or 116, as appropriate.
118. A Director need not declare an interest in proposed or existing transactions or arrangements with the Company where:-
118.1. that cannot reasonably be regarded as likely to give rise to a conflict of interest;
118.2. of which the Director in question is not aware;
118.3. if, or to the extent that, the other Directors are already aware of such interest (and, for this purpose, the other Directors are treated as being aware of anything of which they ought reasonably to be aware); or
118.4. if, to the extent that, it concerns the terms of his service contract (as defined in section 227 of the 2006 Act) that have been or are to be considered by a meeting of the Directors, or by a committee of Directors appointed for the purpose of these Articles.
119. Subject to the provisions of the 2006 Act and provided that he has declared to the Board at a Board meeting the nature and extent of any direct or indirect interest of his in accordance with this Article 119 or where Article 118 applies and no declaration of interest is required, a Director notwithstanding his office:-
119.1. may be a party to, or otherwise be interested in, directly or indirectly, any transaction or arrangement with the Company or in which the Company is directly or indirectly interested;
119.2. may act by himself or through his firm or limited partnership in a professional capacity for the Company or hold any other office or place of profit with the Company (otherwise than as auditor) in conjunction with his office of Director, and in any such case on such terms as to remuneration, for such period and otherwise as the Board may decide;
119.3. shall not, by reason of his office, be accountable to the Company for any benefit which he derives from any such office or employment or from any such transaction or arrangement and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit;
119.4. may be a Director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise be interested in, any body corporate in which the Company is directly or indirectly interested; or 119.5. be or become a Director of any other company in which the Company does not have an interest and which cannot reasonably be regarded as giving rise to a conflict of interest at the time of his appointment as a Director of that other company.
120. The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
121. The Director in question seeking authorisation in respect of such a conflict of interest must declare to the Board at a Board meeting the nature and extent of his interest in that conflict of interest as soon as reasonably practicable.
122. Any authorisation under Article 120 shall be effected in the same way that any other matter may be proposed to and resolved upon by the Board in accordance with these Articles and will be effective only if:-
122.1. it is given in accordance with the 2006 Act;
122.2. any requirement as to the quorum at the meeting at which the matter is considered is met without counting the Director in question or any other Director interested in the matter under consideration; and
122.3. the matter was agreed to without their voting or would have been agreed to if their votes had not been counted.
123. The Board may give any authorisation under Article 120 upon such terms, for such duration and may impose such limits or conditions as it thinks fit and may vary or terminate any such authorisation at any time.
124. No declaration of interest shall be required by a Director in relation to any matter that has been authorised by the Board under Article 120 or where Article 118 applies.
125. A Director shall be under no duty to the Company with respect to any information, which he obtains or has obtained, otherwise than as a Director of the Company and in respect of which he owes a duty of confidentiality to another person. In particular, the Director shall not be in breach of the general duties he owes to the Company by virtue of sections 171 to 177 of the 2006 Act because he:-
125.1. fails to disclose any such information to the Board or to any Director or other officer or employee of the Company; and/or
125.2. does not use or apply any such information in performing his duties as a Director of the Company.
However, to the extent that his relationship with that other person gives rise to a conflict of interest or possible conflict of interest, this paragraph applies only if the existence of that relationship has been authorised by the Board pursuant to Article 120.
126. Save as otherwise provided by these Articles, a Director shall not vote on or be counted in the quorum in relation to a resolution of the Board or committee of the Board concerning a matter in which he has a direct or indirect interest which is, to his knowledge, a material interest (otherwise than by virtue of his interest in shares or debentures or other securities of or otherwise in or through the Company), but this prohibition does not apply to any resolution where that interest cannot reasonably be regarded as likely to give rise to a conflict of interest.
127. If a question arises at a meeting as to the materiality of a Director's interest (other than the interest of the chairman of the meeting) or as to the entitlement of a Director (other than the chairman of the meeting) to vote or be counted in a quorum, and the question is not resolved by his voluntarily agreeing to abstain from voting or being counted in the quorum, the question shall be referred to the chairman of the meeting and his ruling in relation to the Director concerned is conclusive and binding on all concerned.
128. Subject to the 2006 Act, the Company may by Ordinary Resolution suspend or relax the provisions of Articles 115 to 127 (inclusive) to any extent.
129. Subject to the 2006 Act, the Company may by Ordinary Resolution ratify any transaction or arrangement not properly authorised by reason of a contravention of Articles 115 to 128 (inclusive).
I’m sure folk on either side will pick out and interpret the bits they want.
Comment deleted by Site Moderator
It should have been done behind closed doors but it should happen regardless.
I've only skimmed over the facts but if the shoe was on the other foot I think we all know we'd be up in arms about it as well.
It seems to be like there is some form of COI.
comment by timmy (U14278)
posted 2 hours, 13 minutes ago
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
----------------------------------------------------------------------
Wrong
He is King Jong Un. Total dictator. Tells his people they are the happiest people in the world, and those people believe everything he utters. Communicates everything in statements. Threatens nuclear war against anyone he doesn't like.
comment by My POV (U10636)
posted 1 hour, 4 minutes ago
Fair points I think simon.
This is from the SPFL’s articles of association:
NUMBER AND APPOINTMENT OF DIRECTORS
85. The minimum number of Directors shall be two.
86. The Board shall comprise:-
86.1. a Chairman;
86.2. a Chief Executive;
86.3. a Non-Executive Director;
86.4. three Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Premiership;
86.5. two Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Championship; and
86.6. one Director appointed by Members owning and operating Clubs entitled for the time being to be the members of League One and League Two.
87. The Chairman, the Non-Executive Director and the Chief Executive may not be a director, other office holder or employee of any Member nor an Official or employee of any club (as defined in articles of association of the Scottish FA) without the prior consent of the Company by Ordinary Resolution.
88. The Chairman and his Associates, the Non-Executive Director and his Associates and the Chief Executive and his Associates shall not be permitted to hold any share or shares or have or hold any other interest in any Member nor any club as defined in article 1 of the articles of association of the Scottish FA without the prior consent of the Company by Ordinary Resolution.
Probably, the important bit for Murdoch is the fact that he’s the non exec chairman.
Then this also:
n relation to the Company.
DIRECTORS' INTERESTS
115. A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting before the Company enters into the transaction or arrangement in accordance with the 2006 Act.
116. A Director who is in any way, directly or indirectly, interested in a transaction or arrangement that has been entered into by the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting as soon as is reasonably practicable, unless the interest has already been declared under Article 115 in accordance with the 2006 Act.
117. If a declaration made under Article 115 or 116 proves to be, or becomes, inaccurate or incomplete, a further declaration must be made under Articles 115 or 116, as appropriate.
118. A Director need not declare an interest in proposed or existing transactions or arrangements with the Company where:-
118.1. that cannot reasonably be regarded as likely to give rise to a conflict of interest;
118.2. of which the Director in question is not aware;
118.3. if, or to the extent that, the other Directors are already aware of such interest (and, for this purpose, the other Directors are treated as being aware of anything of which they ought reasonably to be aware); or
118.4. if, to the extent that, it concerns the terms of his service contract (as defined in section 227 of the 2006 Act) that have been or are to be considered by a meeting of the Directors, or by a committee of Directors appointed for the purpose of these Articles.
119. Subject to the provisions of the 2006 Act and provided that he has declared to the Board at a Board meeting the nature and extent of any direct or indirect interest of his in accordance with this Article 119 or where Article 118 applies and no declaration of interest is required, a Director notwithstanding his office:-
119.1. may be a party to, or otherwise be interested in, directly or indirectly, any transaction or arrangement with the Company or in which the Company is directly or indirectly interested;
119.2. may act by himself or through his firm or limited partnership in a professional capacity for the Company or hold any other office or place of profit with the Company (otherwise than as auditor) in conjunction with his office of Director, and in any such case on such terms as to remuneration, for such period and otherwise as the Board may decide;
119.3. shall not, by reason of his office, be accountable to the Company for any benefit which he derives from any such office or employment or from any such transaction or arrangement and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit;
119.4. may be a Director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise be interested in, any body corporate in which the Company is directly or indirectly interested; or 119.5. be or become a Director of any other company in which the Company does not have an interest and which cannot reasonably be regarded as giving rise to a conflict of interest at the time of his appointment as a Director of that other company.
120. The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
121. The Director in question seeking authorisation in respect of such a conflict of interest must declare to the Board at a Board meeting the nature and extent of his interest in that conflict of interest as soon as reasonably practicable.
122. Any authorisation under Article 120 shall be effected in the same way that any other matter may be proposed to and resolved upon by the Board in accordance with these Articles and will be effective only if:-
122.1. it is given in accordance with the 2006 Act;
122.2. any requirement as to the quorum at the meeting at which the matter is considered is met without counting the Director in question or any other Director interested in the matter under consideration; and
122.3. the matter was agreed to without their voting or would have been agreed to if their votes had not been counted.
123. The Board may give any authorisation under Article 120 upon such terms, for such duration and may impose such limits or conditions as it thinks fit and may vary or terminate any such authorisation at any time.
124. No declaration of interest shall be required by a Director in relation to any matter that has been authorised by the Board under Article 120 or where Article 118 applies.
125. A Director shall be under no duty to the Company with respect to any information, which he obtains or has obtained, otherwise than as a Director of the Company and in respect of which he owes a duty of confidentiality to another person. In particular, the Director shall not be in breach of the general duties he owes to the Company by virtue of sections 171 to 177 of the 2006 Act because he:-
125.1. fails to disclose any such information to the Board or to any Director or other officer or employee of the Company; and/or
125.2. does not use or apply any such information in performing his duties as a Director of the Company.
However, to the extent that his relationship with that other person gives rise to a conflict of interest or possible conflict of interest, this paragraph applies only if the existence of that relationship has been authorised by the Board pursuant to Article 120.
126. Save as otherwise provided by these Articles, a Director shall not vote on or be counted in the quorum in relation to a resolution of the Board or committee of the Board concerning a matter in which he has a direct or indirect interest which is, to his knowledge, a material interest (otherwise than by virtue of his interest in shares or debentures or other securities of or otherwise in or through the Company), but this prohibition does not apply to any resolution where that interest cannot reasonably be regarded as likely to give rise to a conflict of interest.
127. If a question arises at a meeting as to the materiality of a Director's interest (other than the interest of the chairman of the meeting) or as to the entitlement of a Director (other than the chairman of the meeting) to vote or be counted in a quorum, and the question is not resolved by his voluntarily agreeing to abstain from voting or being counted in the quorum, the question shall be referred to the chairman of the meeting and his ruling in relation to the Director concerned is conclusive and binding on all concerned.
128. Subject to the 2006 Act, the Company may by Ordinary Resolution suspend or relax the provisions of Articles 115 to 127 (inclusive) to any extent.
129. Subject to the 2006 Act, the Company may by Ordinary Resolution ratify any transaction or arrangement not properly authorised by reason of a contravention of Articles 115 to 128 (inclusive).
I’m sure folk on either side will pick out and interpret the bits they want.
----------------------------------------------------------------------
John Bateson, the MD of Dermot Desmond’s company IIU sits on the board of INM alongside MacLennan.
A clear direct or indirect relationship in violation of 115. and 120. of the Articles of Association of The SPFL
POV
Are you telling us that Escy read all that, AND did some interpretation before posting his OPs.
comment by theresgonnaebeashow (U5686)
posted 3 minutes ago
POV
Are you telling us that Escy read all that, AND did some interpretation before posting his OPs.
----------------------------------------------------------------------
I knew Esc would be the first one with his interpretation of things!
115-A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest.
The company in this case is the SPFL, so what transaction or arrangement is proposed with INM?!
120-The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
According to the SPFL, the board did authorise his appointment to INM. But what interests do INM have that could conflict with the company, which again in this case would be the SPFL?
comment by NNH (U10730)
posted 23 minutes ago
It should have been done behind closed doors but it should happen regardless.
I've only skimmed over the facts but if the shoe was on the other foot I think we all know we'd be up in arms about it as well.
It seems to be like there is some form of COI.
----------------------------------------------------------------------
shhhh they'll disown for pointing out facts...
most of your lot don't like them
comment by timmy (U14278)
posted 2 hours, 43 minutes ago
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
----------------------------------------------------------------------
this is actually about right
comment by The Real Jesus of Nazareth (U21721)
posted 4 minutes ago
comment by NNH (U10730)
posted 23 minutes ago
It should have been done behind closed doors but it should happen regardless.
I've only skimmed over the facts but if the shoe was on the other foot I think we all know we'd be up in arms about it as well.
It seems to be like there is some form of COI.
----------------------------------------------------------------------
shhhh they'll disown for pointing out facts...
most of your lot don't like them
----------------------------------------------------------------------
i think its important to point out that while NNH is right the rangers fans on here would not go "aye you're right"
lets not pretend than this isnt a shoe on the other foot for both fans here
People seem to accept that Dermot Desmond calls the shots at Celtic despite not owning a majority of the shares. he hires and fires the Chief Exec. him and O'brien own around 45% of celtic.
so why wouldn't they have the same influence at IMH? if these guys wanted the chairman removed, we would be removed and therefore have a mechanism to influence
comment by We are back. (U8516)
posted 12 minutes ago
People seem to accept that Dermot Desmond calls the shots at Celtic despite not owning a majority of the shares. he hires and fires the Chief Exec. him and O'brien own around 45% of celtic.
so why wouldn't they have the same influence at IMH? if these guys wanted the chairman removed, we would be removed and therefore have a mechanism to influence
----------------------------------------------------------------------
Pure supposition
The rangers statement today is an absolute disgrace.
After making no mention of the real targets of this witch hunt, they are now exposed as 'Desmond and O'Brien'.
Now they have made it personal.
Unfortunately Desmond is now forced to respond and he will.
He won't be amateurishly bought off for £3m quid either.
I now expect a swathe of stories about Mr King's external business interests. It's time the truth was out about that anyway.
It's clear that the rangers chairman is suffering some kind of mental decline and is not fit for office. He won't be around much longer.
As for how this has been dealt with...king should have done it through the proper channels and then gone public if he was unhappy with the outcome.
The SPFL had to respond publicly. In the same way that Celtic had to respond to the ticket fiasco.
Celtic and the SPFL are clearly fed up with the duplicitous bullying from the Ibrox club and have decided to fight back.
It's about time they stood up for their interests.
Said the other day that damned if they do and damned if they don’t by responding. Personally, would rather they just let King lash out at all and sundry and not reply. Don’t interrupt him...
comment by Esctosh - back to saying it like it is 😎 (U8215)
posted 13 hours, 6 minutes ago
comment by My POV (U10636)
posted 1 hour, 4 minutes ago
Fair points I think simon.
This is from the SPFL’s articles of association:
NUMBER AND APPOINTMENT OF DIRECTORS
85. The minimum number of Directors shall be two.
86. The Board shall comprise:-
86.1. a Chairman;
86.2. a Chief Executive;
86.3. a Non-Executive Director;
86.4. three Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Premiership;
86.5. two Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Championship; and
86.6. one Director appointed by Members owning and operating Clubs entitled for the time being to be the members of League One and League Two.
87. The Chairman, the Non-Executive Director and the Chief Executive may not be a director, other office holder or employee of any Member nor an Official or employee of any club (as defined in articles of association of the Scottish FA) without the prior consent of the Company by Ordinary Resolution.
88. The Chairman and his Associates, the Non-Executive Director and his Associates and the Chief Executive and his Associates shall not be permitted to hold any share or shares or have or hold any other interest in any Member nor any club as defined in article 1 of the articles of association of the Scottish FA without the prior consent of the Company by Ordinary Resolution.
Probably, the important bit for Murdoch is the fact that he’s the non exec chairman.
Then this also:
n relation to the Company.
DIRECTORS' INTERESTS
115. A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting before the Company enters into the transaction or arrangement in accordance with the 2006 Act.
116. A Director who is in any way, directly or indirectly, interested in a transaction or arrangement that has been entered into by the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting as soon as is reasonably practicable, unless the interest has already been declared under Article 115 in accordance with the 2006 Act.
117. If a declaration made under Article 115 or 116 proves to be, or becomes, inaccurate or incomplete, a further declaration must be made under Articles 115 or 116, as appropriate.
118. A Director need not declare an interest in proposed or existing transactions or arrangements with the Company where:-
118.1. that cannot reasonably be regarded as likely to give rise to a conflict of interest;
118.2. of which the Director in question is not aware;
118.3. if, or to the extent that, the other Directors are already aware of such interest (and, for this purpose, the other Directors are treated as being aware of anything of which they ought reasonably to be aware); or
118.4. if, to the extent that, it concerns the terms of his service contract (as defined in section 227 of the 2006 Act) that have been or are to be considered by a meeting of the Directors, or by a committee of Directors appointed for the purpose of these Articles.
119. Subject to the provisions of the 2006 Act and provided that he has declared to the Board at a Board meeting the nature and extent of any direct or indirect interest of his in accordance with this Article 119 or where Article 118 applies and no declaration of interest is required, a Director notwithstanding his office:-
119.1. may be a party to, or otherwise be interested in, directly or indirectly, any transaction or arrangement with the Company or in which the Company is directly or indirectly interested;
119.2. may act by himself or through his firm or limited partnership in a professional capacity for the Company or hold any other office or place of profit with the Company (otherwise than as auditor) in conjunction with his office of Director, and in any such case on such terms as to remuneration, for such period and otherwise as the Board may decide;
119.3. shall not, by reason of his office, be accountable to the Company for any benefit which he derives from any such office or employment or from any such transaction or arrangement and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit;
119.4. may be a Director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise be interested in, any body corporate in which the Company is directly or indirectly interested; or 119.5. be or become a Director of any other company in which the Company does not have an interest and which cannot reasonably be regarded as giving rise to a conflict of interest at the time of his appointment as a Director of that other company.
120. The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
121. The Director in question seeking authorisation in respect of such a conflict of interest must declare to the Board at a Board meeting the nature and extent of his interest in that conflict of interest as soon as reasonably practicable.
122. Any authorisation under Article 120 shall be effected in the same way that any other matter may be proposed to and resolved upon by the Board in accordance with these Articles and will be effective only if:-
122.1. it is given in accordance with the 2006 Act;
122.2. any requirement as to the quorum at the meeting at which the matter is considered is met without counting the Director in question or any other Director interested in the matter under consideration; and
122.3. the matter was agreed to without their voting or would have been agreed to if their votes had not been counted.
123. The Board may give any authorisation under Article 120 upon such terms, for such duration and may impose such limits or conditions as it thinks fit and may vary or terminate any such authorisation at any time.
124. No declaration of interest shall be required by a Director in relation to any matter that has been authorised by the Board under Article 120 or where Article 118 applies.
125. A Director shall be under no duty to the Company with respect to any information, which he obtains or has obtained, otherwise than as a Director of the Company and in respect of which he owes a duty of confidentiality to another person. In particular, the Director shall not be in breach of the general duties he owes to the Company by virtue of sections 171 to 177 of the 2006 Act because he:-
125.1. fails to disclose any such information to the Board or to any Director or other officer or employee of the Company; and/or
125.2. does not use or apply any such information in performing his duties as a Director of the Company.
However, to the extent that his relationship with that other person gives rise to a conflict of interest or possible conflict of interest, this paragraph applies only if the existence of that relationship has been authorised by the Board pursuant to Article 120.
126. Save as otherwise provided by these Articles, a Director shall not vote on or be counted in the quorum in relation to a resolution of the Board or committee of the Board concerning a matter in which he has a direct or indirect interest which is, to his knowledge, a material interest (otherwise than by virtue of his interest in shares or debentures or other securities of or otherwise in or through the Company), but this prohibition does not apply to any resolution where that interest cannot reasonably be regarded as likely to give rise to a conflict of interest.
127. If a question arises at a meeting as to the materiality of a Director's interest (other than the interest of the chairman of the meeting) or as to the entitlement of a Director (other than the chairman of the meeting) to vote or be counted in a quorum, and the question is not resolved by his voluntarily agreeing to abstain from voting or being counted in the quorum, the question shall be referred to the chairman of the meeting and his ruling in relation to the Director concerned is conclusive and binding on all concerned.
128. Subject to the 2006 Act, the Company may by Ordinary Resolution suspend or relax the provisions of Articles 115 to 127 (inclusive) to any extent.
129. Subject to the 2006 Act, the Company may by Ordinary Resolution ratify any transaction or arrangement not properly authorised by reason of a contravention of Articles 115 to 128 (inclusive).
I’m sure folk on either side will pick out and interpret the bits they want.
----------------------------------------------------------------------
John Bateson, the MD of Dermot Desmond’s company IIU sits on the board of INM alongside MacLennan.
A clear direct or indirect relationship in violation of 115. and 120. of the Articles of Association of The SPFL
----------------------------------------------------------------------
No
Lot of people confusing conflict of interest.
Happy to have the case argued whether or not it is ethically etc. correct but it is not a conflict.
Can’t have that simon-you’re not allowed to even dare question if it’s a genuine COI.
comment by JFK - Trebles for the Rebels (U8919)
posted 14 hours, 38 minutes ago
comment by timmy (U14278)
posted 2 hours, 43 minutes ago
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
----------------------------------------------------------------------
this is actually about right
----------------------------------------------------------------------
Somebody photoshop his hair on him for the craic
Sign in if you want to comment
SPFL reply
Page 4 of 4
posted on 31/5/18
Tomorrow more will have some drink in them. I’m expecting talking points
posted on 31/5/18
comment by Miller Going for 5-5 (U9310)
posted 4 minutes ago
Tomorrow more will have some drink in them. I’m expecting talking points
----------------------------------------------------------------------
Aww naww.
posted on 1/6/18
Well this is certainly filling in the gap between end of season and the world cup starting nicely.
So good to see so many bhoys really really upset by all of this Methinks they doth protest too much
posted on 1/6/18
Someone else who can’t differentiate between being wound up by something and laughing at something.
posted on 1/6/18
I'm not 100% sure that a coi is even the correct terminology. He has a non exec role at a publicly traded company. He has no control over the flow of shares or ownership and the role itself does not lead to an obvious conflict - i assume people allege that he may make unfair or biased decisions in fear of repercussions in his other role. This would be illegal. Thats not a coi.The allegations are far too vague to demonstrate any kind of breach of corporate governance.
I think it was POV who also made the point that in the event that a clear conflict topic arose, he could simply excuse himself. Of course if that happened frequently then you would have to consider his effectiveness as a chair.
Dave king is clearly a very successful and capable businessman. He does not, however, have a strong sense of good corporate governance. In fact, he is famed for not caring about it.
It's like trump lecturing on insert anything here
posted on 1/6/18
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
posted on 1/6/18
Fair points I think simon.
This is from the SPFL’s articles of association:
NUMBER AND APPOINTMENT OF DIRECTORS
85. The minimum number of Directors shall be two.
86. The Board shall comprise:-
86.1. a Chairman;
86.2. a Chief Executive;
86.3. a Non-Executive Director;
86.4. three Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Premiership;
86.5. two Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Championship; and
86.6. one Director appointed by Members owning and operating Clubs entitled for the time being to be the members of League One and League Two.
87. The Chairman, the Non-Executive Director and the Chief Executive may not be a director, other office holder or employee of any Member nor an Official or employee of any club (as defined in articles of association of the Scottish FA) without the prior consent of the Company by Ordinary Resolution.
88. The Chairman and his Associates, the Non-Executive Director and his Associates and the Chief Executive and his Associates shall not be permitted to hold any share or shares or have or hold any other interest in any Member nor any club as defined in article 1 of the articles of association of the Scottish FA without the prior consent of the Company by Ordinary Resolution.
Probably, the important bit for Murdoch is the fact that he’s the non exec chairman.
Then this also:
n relation to the Company.
DIRECTORS' INTERESTS
115. A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting before the Company enters into the transaction or arrangement in accordance with the 2006 Act.
116. A Director who is in any way, directly or indirectly, interested in a transaction or arrangement that has been entered into by the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting as soon as is reasonably practicable, unless the interest has already been declared under Article 115 in accordance with the 2006 Act.
117. If a declaration made under Article 115 or 116 proves to be, or becomes, inaccurate or incomplete, a further declaration must be made under Articles 115 or 116, as appropriate.
118. A Director need not declare an interest in proposed or existing transactions or arrangements with the Company where:-
118.1. that cannot reasonably be regarded as likely to give rise to a conflict of interest;
118.2. of which the Director in question is not aware;
118.3. if, or to the extent that, the other Directors are already aware of such interest (and, for this purpose, the other Directors are treated as being aware of anything of which they ought reasonably to be aware); or
118.4. if, to the extent that, it concerns the terms of his service contract (as defined in section 227 of the 2006 Act) that have been or are to be considered by a meeting of the Directors, or by a committee of Directors appointed for the purpose of these Articles.
119. Subject to the provisions of the 2006 Act and provided that he has declared to the Board at a Board meeting the nature and extent of any direct or indirect interest of his in accordance with this Article 119 or where Article 118 applies and no declaration of interest is required, a Director notwithstanding his office:-
119.1. may be a party to, or otherwise be interested in, directly or indirectly, any transaction or arrangement with the Company or in which the Company is directly or indirectly interested;
119.2. may act by himself or through his firm or limited partnership in a professional capacity for the Company or hold any other office or place of profit with the Company (otherwise than as auditor) in conjunction with his office of Director, and in any such case on such terms as to remuneration, for such period and otherwise as the Board may decide;
119.3. shall not, by reason of his office, be accountable to the Company for any benefit which he derives from any such office or employment or from any such transaction or arrangement and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit;
119.4. may be a Director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise be interested in, any body corporate in which the Company is directly or indirectly interested; or 119.5. be or become a Director of any other company in which the Company does not have an interest and which cannot reasonably be regarded as giving rise to a conflict of interest at the time of his appointment as a Director of that other company.
120. The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
121. The Director in question seeking authorisation in respect of such a conflict of interest must declare to the Board at a Board meeting the nature and extent of his interest in that conflict of interest as soon as reasonably practicable.
122. Any authorisation under Article 120 shall be effected in the same way that any other matter may be proposed to and resolved upon by the Board in accordance with these Articles and will be effective only if:-
122.1. it is given in accordance with the 2006 Act;
122.2. any requirement as to the quorum at the meeting at which the matter is considered is met without counting the Director in question or any other Director interested in the matter under consideration; and
122.3. the matter was agreed to without their voting or would have been agreed to if their votes had not been counted.
123. The Board may give any authorisation under Article 120 upon such terms, for such duration and may impose such limits or conditions as it thinks fit and may vary or terminate any such authorisation at any time.
124. No declaration of interest shall be required by a Director in relation to any matter that has been authorised by the Board under Article 120 or where Article 118 applies.
125. A Director shall be under no duty to the Company with respect to any information, which he obtains or has obtained, otherwise than as a Director of the Company and in respect of which he owes a duty of confidentiality to another person. In particular, the Director shall not be in breach of the general duties he owes to the Company by virtue of sections 171 to 177 of the 2006 Act because he:-
125.1. fails to disclose any such information to the Board or to any Director or other officer or employee of the Company; and/or
125.2. does not use or apply any such information in performing his duties as a Director of the Company.
However, to the extent that his relationship with that other person gives rise to a conflict of interest or possible conflict of interest, this paragraph applies only if the existence of that relationship has been authorised by the Board pursuant to Article 120.
126. Save as otherwise provided by these Articles, a Director shall not vote on or be counted in the quorum in relation to a resolution of the Board or committee of the Board concerning a matter in which he has a direct or indirect interest which is, to his knowledge, a material interest (otherwise than by virtue of his interest in shares or debentures or other securities of or otherwise in or through the Company), but this prohibition does not apply to any resolution where that interest cannot reasonably be regarded as likely to give rise to a conflict of interest.
127. If a question arises at a meeting as to the materiality of a Director's interest (other than the interest of the chairman of the meeting) or as to the entitlement of a Director (other than the chairman of the meeting) to vote or be counted in a quorum, and the question is not resolved by his voluntarily agreeing to abstain from voting or being counted in the quorum, the question shall be referred to the chairman of the meeting and his ruling in relation to the Director concerned is conclusive and binding on all concerned.
128. Subject to the 2006 Act, the Company may by Ordinary Resolution suspend or relax the provisions of Articles 115 to 127 (inclusive) to any extent.
129. Subject to the 2006 Act, the Company may by Ordinary Resolution ratify any transaction or arrangement not properly authorised by reason of a contravention of Articles 115 to 128 (inclusive).
I’m sure folk on either side will pick out and interpret the bits they want.
posted on 1/6/18
Comment deleted by Site Moderator
posted on 1/6/18
It should have been done behind closed doors but it should happen regardless.
I've only skimmed over the facts but if the shoe was on the other foot I think we all know we'd be up in arms about it as well.
It seems to be like there is some form of COI.
posted on 1/6/18
comment by timmy (U14278)
posted 2 hours, 13 minutes ago
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
----------------------------------------------------------------------
Wrong
He is King Jong Un. Total dictator. Tells his people they are the happiest people in the world, and those people believe everything he utters. Communicates everything in statements. Threatens nuclear war against anyone he doesn't like.
posted on 1/6/18
comment by My POV (U10636)
posted 1 hour, 4 minutes ago
Fair points I think simon.
This is from the SPFL’s articles of association:
NUMBER AND APPOINTMENT OF DIRECTORS
85. The minimum number of Directors shall be two.
86. The Board shall comprise:-
86.1. a Chairman;
86.2. a Chief Executive;
86.3. a Non-Executive Director;
86.4. three Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Premiership;
86.5. two Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Championship; and
86.6. one Director appointed by Members owning and operating Clubs entitled for the time being to be the members of League One and League Two.
87. The Chairman, the Non-Executive Director and the Chief Executive may not be a director, other office holder or employee of any Member nor an Official or employee of any club (as defined in articles of association of the Scottish FA) without the prior consent of the Company by Ordinary Resolution.
88. The Chairman and his Associates, the Non-Executive Director and his Associates and the Chief Executive and his Associates shall not be permitted to hold any share or shares or have or hold any other interest in any Member nor any club as defined in article 1 of the articles of association of the Scottish FA without the prior consent of the Company by Ordinary Resolution.
Probably, the important bit for Murdoch is the fact that he’s the non exec chairman.
Then this also:
n relation to the Company.
DIRECTORS' INTERESTS
115. A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting before the Company enters into the transaction or arrangement in accordance with the 2006 Act.
116. A Director who is in any way, directly or indirectly, interested in a transaction or arrangement that has been entered into by the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting as soon as is reasonably practicable, unless the interest has already been declared under Article 115 in accordance with the 2006 Act.
117. If a declaration made under Article 115 or 116 proves to be, or becomes, inaccurate or incomplete, a further declaration must be made under Articles 115 or 116, as appropriate.
118. A Director need not declare an interest in proposed or existing transactions or arrangements with the Company where:-
118.1. that cannot reasonably be regarded as likely to give rise to a conflict of interest;
118.2. of which the Director in question is not aware;
118.3. if, or to the extent that, the other Directors are already aware of such interest (and, for this purpose, the other Directors are treated as being aware of anything of which they ought reasonably to be aware); or
118.4. if, to the extent that, it concerns the terms of his service contract (as defined in section 227 of the 2006 Act) that have been or are to be considered by a meeting of the Directors, or by a committee of Directors appointed for the purpose of these Articles.
119. Subject to the provisions of the 2006 Act and provided that he has declared to the Board at a Board meeting the nature and extent of any direct or indirect interest of his in accordance with this Article 119 or where Article 118 applies and no declaration of interest is required, a Director notwithstanding his office:-
119.1. may be a party to, or otherwise be interested in, directly or indirectly, any transaction or arrangement with the Company or in which the Company is directly or indirectly interested;
119.2. may act by himself or through his firm or limited partnership in a professional capacity for the Company or hold any other office or place of profit with the Company (otherwise than as auditor) in conjunction with his office of Director, and in any such case on such terms as to remuneration, for such period and otherwise as the Board may decide;
119.3. shall not, by reason of his office, be accountable to the Company for any benefit which he derives from any such office or employment or from any such transaction or arrangement and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit;
119.4. may be a Director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise be interested in, any body corporate in which the Company is directly or indirectly interested; or 119.5. be or become a Director of any other company in which the Company does not have an interest and which cannot reasonably be regarded as giving rise to a conflict of interest at the time of his appointment as a Director of that other company.
120. The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
121. The Director in question seeking authorisation in respect of such a conflict of interest must declare to the Board at a Board meeting the nature and extent of his interest in that conflict of interest as soon as reasonably practicable.
122. Any authorisation under Article 120 shall be effected in the same way that any other matter may be proposed to and resolved upon by the Board in accordance with these Articles and will be effective only if:-
122.1. it is given in accordance with the 2006 Act;
122.2. any requirement as to the quorum at the meeting at which the matter is considered is met without counting the Director in question or any other Director interested in the matter under consideration; and
122.3. the matter was agreed to without their voting or would have been agreed to if their votes had not been counted.
123. The Board may give any authorisation under Article 120 upon such terms, for such duration and may impose such limits or conditions as it thinks fit and may vary or terminate any such authorisation at any time.
124. No declaration of interest shall be required by a Director in relation to any matter that has been authorised by the Board under Article 120 or where Article 118 applies.
125. A Director shall be under no duty to the Company with respect to any information, which he obtains or has obtained, otherwise than as a Director of the Company and in respect of which he owes a duty of confidentiality to another person. In particular, the Director shall not be in breach of the general duties he owes to the Company by virtue of sections 171 to 177 of the 2006 Act because he:-
125.1. fails to disclose any such information to the Board or to any Director or other officer or employee of the Company; and/or
125.2. does not use or apply any such information in performing his duties as a Director of the Company.
However, to the extent that his relationship with that other person gives rise to a conflict of interest or possible conflict of interest, this paragraph applies only if the existence of that relationship has been authorised by the Board pursuant to Article 120.
126. Save as otherwise provided by these Articles, a Director shall not vote on or be counted in the quorum in relation to a resolution of the Board or committee of the Board concerning a matter in which he has a direct or indirect interest which is, to his knowledge, a material interest (otherwise than by virtue of his interest in shares or debentures or other securities of or otherwise in or through the Company), but this prohibition does not apply to any resolution where that interest cannot reasonably be regarded as likely to give rise to a conflict of interest.
127. If a question arises at a meeting as to the materiality of a Director's interest (other than the interest of the chairman of the meeting) or as to the entitlement of a Director (other than the chairman of the meeting) to vote or be counted in a quorum, and the question is not resolved by his voluntarily agreeing to abstain from voting or being counted in the quorum, the question shall be referred to the chairman of the meeting and his ruling in relation to the Director concerned is conclusive and binding on all concerned.
128. Subject to the 2006 Act, the Company may by Ordinary Resolution suspend or relax the provisions of Articles 115 to 127 (inclusive) to any extent.
129. Subject to the 2006 Act, the Company may by Ordinary Resolution ratify any transaction or arrangement not properly authorised by reason of a contravention of Articles 115 to 128 (inclusive).
I’m sure folk on either side will pick out and interpret the bits they want.
----------------------------------------------------------------------
John Bateson, the MD of Dermot Desmond’s company IIU sits on the board of INM alongside MacLennan.
A clear direct or indirect relationship in violation of 115. and 120. of the Articles of Association of The SPFL
posted on 1/6/18
POV
Are you telling us that Escy read all that, AND did some interpretation before posting his OPs.
posted on 1/6/18
comment by theresgonnaebeashow (U5686)
posted 3 minutes ago
POV
Are you telling us that Escy read all that, AND did some interpretation before posting his OPs.
----------------------------------------------------------------------
I knew Esc would be the first one with his interpretation of things!
115-A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest.
The company in this case is the SPFL, so what transaction or arrangement is proposed with INM?!
120-The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
According to the SPFL, the board did authorise his appointment to INM. But what interests do INM have that could conflict with the company, which again in this case would be the SPFL?
posted on 1/6/18
comment by NNH (U10730)
posted 23 minutes ago
It should have been done behind closed doors but it should happen regardless.
I've only skimmed over the facts but if the shoe was on the other foot I think we all know we'd be up in arms about it as well.
It seems to be like there is some form of COI.
----------------------------------------------------------------------
shhhh they'll disown for pointing out facts...
most of your lot don't like them
posted on 1/6/18
comment by timmy (U14278)
posted 2 hours, 43 minutes ago
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
----------------------------------------------------------------------
this is actually about right
posted on 1/6/18
comment by The Real Jesus of Nazareth (U21721)
posted 4 minutes ago
comment by NNH (U10730)
posted 23 minutes ago
It should have been done behind closed doors but it should happen regardless.
I've only skimmed over the facts but if the shoe was on the other foot I think we all know we'd be up in arms about it as well.
It seems to be like there is some form of COI.
----------------------------------------------------------------------
shhhh they'll disown for pointing out facts...
most of your lot don't like them
----------------------------------------------------------------------
i think its important to point out that while NNH is right the rangers fans on here would not go "aye you're right"
lets not pretend than this isnt a shoe on the other foot for both fans here
posted on 1/6/18
People seem to accept that Dermot Desmond calls the shots at Celtic despite not owning a majority of the shares. he hires and fires the Chief Exec. him and O'brien own around 45% of celtic.
so why wouldn't they have the same influence at IMH? if these guys wanted the chairman removed, we would be removed and therefore have a mechanism to influence
posted on 1/6/18
comment by We are back. (U8516)
posted 12 minutes ago
People seem to accept that Dermot Desmond calls the shots at Celtic despite not owning a majority of the shares. he hires and fires the Chief Exec. him and O'brien own around 45% of celtic.
so why wouldn't they have the same influence at IMH? if these guys wanted the chairman removed, we would be removed and therefore have a mechanism to influence
----------------------------------------------------------------------
Pure supposition
posted on 1/6/18
The rangers statement today is an absolute disgrace.
After making no mention of the real targets of this witch hunt, they are now exposed as 'Desmond and O'Brien'.
Now they have made it personal.
Unfortunately Desmond is now forced to respond and he will.
He won't be amateurishly bought off for £3m quid either.
I now expect a swathe of stories about Mr King's external business interests. It's time the truth was out about that anyway.
It's clear that the rangers chairman is suffering some kind of mental decline and is not fit for office. He won't be around much longer.
As for how this has been dealt with...king should have done it through the proper channels and then gone public if he was unhappy with the outcome.
The SPFL had to respond publicly. In the same way that Celtic had to respond to the ticket fiasco.
Celtic and the SPFL are clearly fed up with the duplicitous bullying from the Ibrox club and have decided to fight back.
It's about time they stood up for their interests.
posted on 1/6/18
Said the other day that damned if they do and damned if they don’t by responding. Personally, would rather they just let King lash out at all and sundry and not reply. Don’t interrupt him...
posted on 1/6/18
comment by Esctosh - back to saying it like it is 😎 (U8215)
posted 13 hours, 6 minutes ago
comment by My POV (U10636)
posted 1 hour, 4 minutes ago
Fair points I think simon.
This is from the SPFL’s articles of association:
NUMBER AND APPOINTMENT OF DIRECTORS
85. The minimum number of Directors shall be two.
86. The Board shall comprise:-
86.1. a Chairman;
86.2. a Chief Executive;
86.3. a Non-Executive Director;
86.4. three Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Premiership;
86.5. two Directors appointed by Members owning and operating Clubs entitled for the time being to be the members of the Championship; and
86.6. one Director appointed by Members owning and operating Clubs entitled for the time being to be the members of League One and League Two.
87. The Chairman, the Non-Executive Director and the Chief Executive may not be a director, other office holder or employee of any Member nor an Official or employee of any club (as defined in articles of association of the Scottish FA) without the prior consent of the Company by Ordinary Resolution.
88. The Chairman and his Associates, the Non-Executive Director and his Associates and the Chief Executive and his Associates shall not be permitted to hold any share or shares or have or hold any other interest in any Member nor any club as defined in article 1 of the articles of association of the Scottish FA without the prior consent of the Company by Ordinary Resolution.
Probably, the important bit for Murdoch is the fact that he’s the non exec chairman.
Then this also:
n relation to the Company.
DIRECTORS' INTERESTS
115. A Director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting before the Company enters into the transaction or arrangement in accordance with the 2006 Act.
116. A Director who is in any way, directly or indirectly, interested in a transaction or arrangement that has been entered into by the Company shall declare the nature and extent of his interest to the other Directors at a Board meeting as soon as is reasonably practicable, unless the interest has already been declared under Article 115 in accordance with the 2006 Act.
117. If a declaration made under Article 115 or 116 proves to be, or becomes, inaccurate or incomplete, a further declaration must be made under Articles 115 or 116, as appropriate.
118. A Director need not declare an interest in proposed or existing transactions or arrangements with the Company where:-
118.1. that cannot reasonably be regarded as likely to give rise to a conflict of interest;
118.2. of which the Director in question is not aware;
118.3. if, or to the extent that, the other Directors are already aware of such interest (and, for this purpose, the other Directors are treated as being aware of anything of which they ought reasonably to be aware); or
118.4. if, to the extent that, it concerns the terms of his service contract (as defined in section 227 of the 2006 Act) that have been or are to be considered by a meeting of the Directors, or by a committee of Directors appointed for the purpose of these Articles.
119. Subject to the provisions of the 2006 Act and provided that he has declared to the Board at a Board meeting the nature and extent of any direct or indirect interest of his in accordance with this Article 119 or where Article 118 applies and no declaration of interest is required, a Director notwithstanding his office:-
119.1. may be a party to, or otherwise be interested in, directly or indirectly, any transaction or arrangement with the Company or in which the Company is directly or indirectly interested;
119.2. may act by himself or through his firm or limited partnership in a professional capacity for the Company or hold any other office or place of profit with the Company (otherwise than as auditor) in conjunction with his office of Director, and in any such case on such terms as to remuneration, for such period and otherwise as the Board may decide;
119.3. shall not, by reason of his office, be accountable to the Company for any benefit which he derives from any such office or employment or from any such transaction or arrangement and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit;
119.4. may be a Director or other officer of, or employed by, or a party to any transaction or arrangement with, or otherwise be interested in, any body corporate in which the Company is directly or indirectly interested; or 119.5. be or become a Director of any other company in which the Company does not have an interest and which cannot reasonably be regarded as giving rise to a conflict of interest at the time of his appointment as a Director of that other company.
120. The Board may authorise any matter proposed to it by a Director at a Board meeting which would, if not so authorised, involve a breach of duty by that Director under section 175 of the 2006 Act, including, without limitation, any matter which relates to a situation in which a Director has, or could have, a direct or indirect interest which conflicts, or possibly may conflict, with the interests of the Company.
121. The Director in question seeking authorisation in respect of such a conflict of interest must declare to the Board at a Board meeting the nature and extent of his interest in that conflict of interest as soon as reasonably practicable.
122. Any authorisation under Article 120 shall be effected in the same way that any other matter may be proposed to and resolved upon by the Board in accordance with these Articles and will be effective only if:-
122.1. it is given in accordance with the 2006 Act;
122.2. any requirement as to the quorum at the meeting at which the matter is considered is met without counting the Director in question or any other Director interested in the matter under consideration; and
122.3. the matter was agreed to without their voting or would have been agreed to if their votes had not been counted.
123. The Board may give any authorisation under Article 120 upon such terms, for such duration and may impose such limits or conditions as it thinks fit and may vary or terminate any such authorisation at any time.
124. No declaration of interest shall be required by a Director in relation to any matter that has been authorised by the Board under Article 120 or where Article 118 applies.
125. A Director shall be under no duty to the Company with respect to any information, which he obtains or has obtained, otherwise than as a Director of the Company and in respect of which he owes a duty of confidentiality to another person. In particular, the Director shall not be in breach of the general duties he owes to the Company by virtue of sections 171 to 177 of the 2006 Act because he:-
125.1. fails to disclose any such information to the Board or to any Director or other officer or employee of the Company; and/or
125.2. does not use or apply any such information in performing his duties as a Director of the Company.
However, to the extent that his relationship with that other person gives rise to a conflict of interest or possible conflict of interest, this paragraph applies only if the existence of that relationship has been authorised by the Board pursuant to Article 120.
126. Save as otherwise provided by these Articles, a Director shall not vote on or be counted in the quorum in relation to a resolution of the Board or committee of the Board concerning a matter in which he has a direct or indirect interest which is, to his knowledge, a material interest (otherwise than by virtue of his interest in shares or debentures or other securities of or otherwise in or through the Company), but this prohibition does not apply to any resolution where that interest cannot reasonably be regarded as likely to give rise to a conflict of interest.
127. If a question arises at a meeting as to the materiality of a Director's interest (other than the interest of the chairman of the meeting) or as to the entitlement of a Director (other than the chairman of the meeting) to vote or be counted in a quorum, and the question is not resolved by his voluntarily agreeing to abstain from voting or being counted in the quorum, the question shall be referred to the chairman of the meeting and his ruling in relation to the Director concerned is conclusive and binding on all concerned.
128. Subject to the 2006 Act, the Company may by Ordinary Resolution suspend or relax the provisions of Articles 115 to 127 (inclusive) to any extent.
129. Subject to the 2006 Act, the Company may by Ordinary Resolution ratify any transaction or arrangement not properly authorised by reason of a contravention of Articles 115 to 128 (inclusive).
I’m sure folk on either side will pick out and interpret the bits they want.
----------------------------------------------------------------------
John Bateson, the MD of Dermot Desmond’s company IIU sits on the board of INM alongside MacLennan.
A clear direct or indirect relationship in violation of 115. and 120. of the Articles of Association of The SPFL
----------------------------------------------------------------------
No
Lot of people confusing conflict of interest.
Happy to have the case argued whether or not it is ethically etc. correct but it is not a conflict.
posted on 1/6/18
Can’t have that simon-you’re not allowed to even dare question if it’s a genuine COI.
posted on 2/6/18
comment by JFK - Trebles for the Rebels (U8919)
posted 14 hours, 38 minutes ago
comment by timmy (U14278)
posted 2 hours, 43 minutes ago
Dave king is the Donald trump of Scottish football. Just needs to get a better wig to complete the ensemble.
----------------------------------------------------------------------
this is actually about right
----------------------------------------------------------------------
Somebody photoshop his hair on him for the craic
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