Share Transfers Agreed/Cooling off period

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Originally Posted by Jamesie

The SPL rules are here: http://www.scotprem.com/content/medi...BER%202012.pdf

Rule A6.12 extends the application of the provisions on "Insolvency Event" to any "owner or operator" of a Club. The defition of "Insolvency Event" is copied below. Sadly the press release on its own does not satisfy any of these categories:

Insolvency Event means in respect of a Club:-
(a) it entering into a Company Voluntary Arrangement pursuant to Part 1 of the Insolvency Act, a Scheme of Arrangement with creditors under Part 26 of the 2006 Act, or any compromise agreement with its creditors as a whole;
(b) the lodging of a Notice of Intention to Appoint an Administrator or Notice of Appointment of an Administrator at the Court in accordance with paragraph 29 of Schedule B1 to the Insolvency Act, an application to the Court for an Administration Order under paragraph 12 of Schedule B1 to the Insolvency Act or where an Administrator is appointed or an Administration Order is made (“Administrator” and “Administration Order” having the meaning attributed to them respectively by paragraphs 1 and 10 of Schedule B1 to the Insolvency Act) or an interim manager is appointed by any court as a step in any proceedings which include an application for the making of an Administration Order;
(c) an Administrative Receiver (as defined by the Insolvency Act) or any other Receiver is appointed over any assets which, in the opinion of the Board is material to the Club’s ability to fulfil its obligations as a Club or a Judicial Factor is appointed;
(d) shareholders passing a resolution pursuant to section 84(1) of the Insolvency Act to voluntarily wind up;
(e) a meeting of creditors is convened pursuant to section 95 or section 98 of the Insolvency Act;
(f) a winding up order is made by the Court under section 122 of the Insolvency Act or a provisional liquidator is appointed under section 135 of the Insolvency Act;
(g) ceasing or forming an intention to cease wholly or substantially to carry on business save for the purpose of reconstruction or amalgamation or otherwise in accordance with a scheme or proposals which have previously been submitted to and approved in writing by the Board;
(h) being subject to an insolvency regime in any jurisdiction outside Scotland which is analogous to the insolvency regimes detailed in paragraphs (a) to (g) above; and/or
(i) have any proceedings or step taken or any court order in any jurisdiction made which has a substantially similar effect to any of the foregoing.

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The Press Release would have no bearing on a decision, but is the fact that UBIG have told the authorities (if I'm following this right...) they can't or won't meet their obligations not, possibly, covered by d) or g)?
It's not clear from the PR what exact stage of the game they are at, but a decision seems to have been taken - presumably following a resolution passed by share holders. No?

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Originally Posted by robinp

The Lithuania government have listed them on this register at the companies own request, they have said they are unable or unwilling to pay their debts. This could fall under point (I).

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Could be.

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Originally Posted by Jamesie

The press release to me suggests UBIG has stated it is "unable or unwilling to meet their obligations". It hasn't (yet) gone as far as (g) yet IMHO. Not the first business that has admitted it can't meet its obligations but then has sought further time to sort its affairs out. Time will tell!

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It's worth remembering that the insolvency process varies from country to country. For me everything depends on what UBIG voluntarily placing themself on this list means in legal terms in Lithuania.

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Originally Posted by s.a.m

The Press Release would have no bearing on a decision, but is the fact that UBIG have told the authorities (if I'm following this right...) they can't or won't meet their obligations not, possibly, covered by d) or g)?
It's not clear from the PR what exact stage of the game they are at, but a decision seems to have been taken - presumably following a resolution passed by share holders. No?

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My money is on ultimately (g) or (i) but we need more info ASAP!

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Originally Posted by blackpoolhibs

I cant see the problem here, surely if UBIG are themselves saying they cant meet their obligations, then thats an admission of insolvency? :confused:

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Exactly they are either insolvent or there not, and the fact that they are declaring the fact themselves means they are

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Originally Posted by givescotlandfreedom

Times like these are the reason daffy was created.

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#allisdaffy :greengrin

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(f) a winding up order is made by the Court under section 122 of the Insolvency Act or a provisional liquidator is appointed under section 135 of the Insolvency Act;

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Thought HMRC had a winding up order against them just before Christmas. Should the points not have been deducted then? :confused:

Patrick McPartlin‏@p_mcpartlin4m#Hearts majority shareholder UBIG declared insolvent at own request, say Lithuanian Department of Enterprise Bankruptcy Management.



If true then :greengrin

My god.UBIG have DECLARED THEMSELVES INSOLVENT.
Bye bye Yams.

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Originally Posted by Jamesie

"Being subject to an insolvency regime" to me means that insolvency proceedings need to have been instigated against UBIG. Again, much will turn on what underpins that release. I'm not trying to be the party pooper here believe me, I just want to stop people jumping the gun and finding themselves disappointed!

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We don't know what legal avenues a Lithuanian company has to go down when entering administration or liquidation.

This insolvency list might be a legal requirement.

If that is the case, surely it would have been decided by shareholders of UBIG. That in itself would contravene one of the SPL rules (I'm on my phone so can't see which).

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Originally Posted by Jamesie

The SPL rules are here: http://www.scotprem.com/content/medi...BER%202012.pdf

Rule A6.12 extends the application of the provisions on "Insolvency Event" to any "owner or operator" of a Club. The defition of "Insolvency Event" is copied below. Sadly the press release on its own does not satisfy any of these categories:

Insolvency Event means in respect of a Club:-
(a) it entering into a Company Voluntary Arrangement pursuant to Part 1 of the Insolvency Act, a Scheme of Arrangement with creditors under Part 26 of the 2006 Act, or any compromise agreement with its creditors as a whole;
(b) the lodging of a Notice of Intention to Appoint an Administrator or Notice of Appointment of an Administrator at the Court in accordance with paragraph 29 of Schedule B1 to the Insolvency Act, an application to the Court for an Administration Order under paragraph 12 of Schedule B1 to the Insolvency Act or where an Administrator is appointed or an Administration Order is made (“Administrator” and “Administration Order” having the meaning attributed to them respectively by paragraphs 1 and 10 of Schedule B1 to the Insolvency Act) or an interim manager is appointed by any court as a step in any proceedings which include an application for the making of an Administration Order;
(c) an Administrative Receiver (as defined by the Insolvency Act) or any other Receiver is appointed over any assets which, in the opinion of the Board is material to the Club’s ability to fulfil its obligations as a Club or a Judicial Factor is appointed;
(d) shareholders passing a resolution pursuant to section 84(1) of the Insolvency Act to voluntarily wind up;
(e) a meeting of creditors is convened pursuant to section 95 or section 98 of the Insolvency Act;
(f) a winding up order is made by the Court under section 122 of the Insolvency Act or a provisional liquidator is appointed under section 135 of the Insolvency Act;
(g) ceasing or forming an intention to cease wholly or substantially to carry on business save for the purpose of reconstruction or amalgamation or otherwise in accordance with a scheme or proposals which have previously been submitted to and approved in writing by the Board;
(h) being subject to an insolvency regime in any jurisdiction outside Scotland which is analogous to the insolvency regimes detailed in paragraphs (a) to (g) above; and/or
(i) have any proceedings or step taken or any court order in any jurisdiction made which has a substantially similar effect to any of the foregoing.

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I reckon the entry on the list of insovent companies falls under (g), (h) and (i). The one dubious factor is that the SPL board have discretion where it's a group company rather than the owner and operator, which in Rangers/Sevco's case thay claimed to mean the club company rather than the parent company. Wrongly IMHO.

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Originally Posted by CentreLine

What do we think this means for the auditors who only recently signed off the accounts declaring that hahahahearts were good for at least the next twelve months?

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I think they'll be alright - it's not HoMFC that's insolvent and it wasn't in the auditors' remit to investigate UBIG's solvency in any depth. I do feel they should have been more careful with their report in that respect though.

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Originally Posted by Kaiser1962

Patrick McPartlin‏@p_mcpartlin4m#Hearts majority shareholder UBIG declared insolvent at own request, say Lithuanian Department of Enterprise Bankruptcy Management.



If true then :greengrin

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http://media.tumblr.com/tumblr_lt91w4yeeH1qztwte.gif

Dear Admins, can we change everybodies avatar from Hector to the executioner please?

http://t3.gstatic.com/images?q=tbn:A...1600/death.jpg http://t3.gstatic.com/images?q=tbn:A...mage.php_.jpeg http://t0.gstatic.com/images?q=tbn:A...ose-sketch.jpg

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Originally Posted by hibby rae

True, Locke will think it's Christmas.

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He'll be there in his maroon speedos no doubt.

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Originally Posted by SteveHFC

http://media.tumblr.com/tumblr_lt91w4yeeH1qztwte.gif

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:LOL::big grin::Awright!:

This is hot news over on sickbag, someone even claims they might not get there share certificates after all! :faf:

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Originally Posted by JeMeSouviens

This is hot news over on sickbag, someone even claims they might not get there share certificates after all! :faf:

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​Really! :faf:

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Originally Posted by Caversham Green

I reckon the entry on the list of insovent companies falls under (g), (h) and (i). The one dubious factor is that the SPL board have discretion where it's a group company rather than the owner and operator, which in Rangers/Sevco's case thay claimed to mean the club company rather than the parent company. Wrongly IMHO.



I think they'll be alright - it's not HoMFC that's insolvent and it wasn't in the auditors' remit to investigate UBIG's solvency in any depth. I do feel they should have been more careful with their report in that respect though.

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Given the constant references in accounts and other things to the total reliance on UBIG it would be difficult to suggest they are not responsible for the running of the club.

SteveHFC - that's a thing of beauty:thumbsup:

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Originally Posted by Kaiser1962

Patrick McPartlin‏@p_mcpartlin4m#Hearts majority shareholder UBIG declared insolvent at own request, say Lithuanian Department of Enterprise Bankruptcy Management.



If true then :greengrin

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Reported by a good Hibbie, and contributor to Mass Hibsteria. The boy knows a good story when he sees one.

I'm prepared to wait 3 more days :cb

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Originally Posted by Jamesie

The SPL rules are here: http://www.scotprem.com/content/medi...BER%202012.pdf

Rule A6.12 extends the application of the provisions on "Insolvency Event" to any "owner or operator" of a Club. The defition of "Insolvency Event" is copied below. Sadly the press release on its own does not satisfy any of these categories:

Insolvency Event means in respect of a Club:-
(a) it entering into a Company Voluntary Arrangement pursuant to Part 1 of the Insolvency Act, a Scheme of Arrangement with creditors under Part 26 of the 2006 Act, or any compromise agreement with its creditors as a whole;
(b) the lodging of a Notice of Intention to Appoint an Administrator or Notice of Appointment of an Administrator at the Court in accordance with paragraph 29 of Schedule B1 to the Insolvency Act, an application to the Court for an Administration Order under paragraph 12 of Schedule B1 to the Insolvency Act or where an Administrator is appointed or an Administration Order is made (“Administrator” and “Administration Order” having the meaning attributed to them respectively by paragraphs 1 and 10 of Schedule B1 to the Insolvency Act) or an interim manager is appointed by any court as a step in any proceedings which include an application for the making of an Administration Order;
(c) an Administrative Receiver (as defined by the Insolvency Act) or any other Receiver is appointed over any assets which, in the opinion of the Board is material to the Club’s ability to fulfil its obligations as a Club or a Judicial Factor is appointed;
(d) shareholders passing a resolution pursuant to section 84(1) of the Insolvency Act to voluntarily wind up;
(e) a meeting of creditors is convened pursuant to section 95 or section 98 of the Insolvency Act;
(f) a winding up order is made by the Court under section 122 of the Insolvency Act or a provisional liquidator is appointed under section 135 of the Insolvency Act;
(g) ceasing or forming an intention to cease wholly or substantially to carry on business save for the purpose of reconstruction or amalgamation or otherwise in accordance with a scheme or proposals which have previously been submitted to and approved in writing by the Board;
(h) being subject to an insolvency regime in any jurisdiction outside Scotland which is analogous to the insolvency regimes detailed in paragraphs (a) to (g) above; and/or
(i) have any proceedings or step taken or any court order in any jurisdiction made which has a substantially similar effect to any of the foregoing.

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I've said it before and I'll say it again. The SPL needs to get Hearts the **** out of the league before the summer to save a mountain of hassle. We all know they're going to go tits up over the summer so hit them with the 18 points and make them the SFL's problem.

If they do that then Dundee stay up and Partick join them in the SPL. If they don't then Dundee will go down and we'll have a Morton team filling Hearts' void that's nowhere near ready for the SPL taking a tanking every weekend.

Get them out now.

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Originally Posted by dangermouse

Thought HMRC had a winding up order against them just before Christmas. Should the points not have been deducted then? :confused:

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They had a winding up Petition but as I understand it that was dropped before an order was made when they came to a deal on repayment (according to press anyway)

Time for the SPL tae lower the boom. :bye:

Top work again Steve! This is it, im sure of it!

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Originally Posted by Andy74

Given the constant references in accounts and other things to the total reliance on UBIG it would be difficult to suggest they are not responsible for the running of the club.

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I concur :agree:

I wonder if HMRC will pounce on the money they still owe to us good law aiding tax payers !?

Then that'll put another nail in this awfully big coffin ! :greengrin:greengrin

And also.does anyone know if they got paid today?

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Originally Posted by Mikey

I've said it before and I'll say it again. The SPL needs to get Hearts the **** out of the league before the summer to save a mountain of hassle. We all know they're going to go tits up over the summer so hit them with the 18 points and make them the SFL's problem.

If they do that then Dundee stay up and Partick join them in the SPL. If they don't then Dundee will go down and we'll have a Morton team filling Hearts' void that's nowhere near ready for the SPL taking a tanking every weekend.

Get them out now.

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This!

Hearts disappear and Hibs win the cup...

If Carlsberg did 2013s.