Thread by @YoudanTrophy

@MarcIles

A dull little thread, to show the hierarchy of Companies making up Anderson's failed #BWFC Group.

@BWFCFans are probably familiar with it & many will be #Burnden Shareholders.

At the top sits :
1. Inner Circle Investments
which owns 94.5% of:
2. Burnden Leisure

Minority Shareholders are owed a Fiduciary Duty.
That Duty is a legal obligation on the Co. & its Dirs.

Sufficient % exists to Call a GM for Burnden Leisure Ltd
That Right's threshold for exercise is 5%

But obvious practical problems, herding 6,267 cats

legislation.gov.uk/ukpga/2006/46/…

Ken Anderson owns 100% of Inner Circle.

Both its 2 Issued Shares are in hock to Moonshift Investments, controlled by the Trustees of the Estate of Eddie Davies (so Probate &c. is likely also a factor)

The shares secure a £5m Davies-Anderson loan given before the former's death

2. Burnden Leisure
owns 100% of
3. Bolton Wanderers Football & Athletic Co.

2. Burnden Leisure
also owns 100% of
4. Bolton Sporting Ventures

IMG1 shows flow of control from the MidCo (Burnden) to its subsidiaries
IMG2 shows the flow of control from TopCo (Inner Circle)

The Foot-Ball arm of the #BWFC Group Structure also controls two companies.

3. BWF&ACo
owns 100% of
5. Bolton Sports Village

3. BWF&ACo
owns 100% of
6. Bolton Whites Hotel

The 3 diagrams illustrate flow of control from TopCo (ICI), through MidCo (BL), to subsidiaries

2 of the 6 above are important, group-wise, as a result of their cashflow & profitability.

Respectively, these are :
3.@OfficialBWFC
6.@BoltonWhitesHtl
effectively forming 'legs'

They are also both subject to Insolvency Proceedings before the High Court, Cases 856 &1349 of 2019

It is clear that cashflow failed within element 3 of the Group.

The well-documented late 2018 shortfall, which Ken plugged by not paying people & an advance on EFL income by early 2019, had a catastrophic effect of structural cascade throughout.

Peter & Paul, in the vernacular.

The Petitions are fatal to the Group, structurally - any Assets of Utility are within elements 3 & 6.

Most obvious pertain to land & buildings but there are Reg. IP Rights.

e.g. 3.BWF&ACo holds 'BWFC':
trademarks.ipo.gov.uk/ipo-tmowner/pa…

6. BW Hotel, holds another:
trademarks.ipo.gov.uk/ipo-tmowner/pa…

That concludes the 'interesting' part of this dull little thread
(well, at least it has pictures)

Really dull bit after a cuppa
@LionOfViennaSte @BoltonNews @BWFCST @BurndenAces @OfficialBWCT @TrottersForum @NeilBonnarBN @BWFCForum

RT if you hate KA, or if you just want him out

The following posts relate to loans secured against Group Structures.

These range from effectively-pawned Shares (Burnden Leisure) to Debentures & Legal Mortgages.

Charge-Holders have a broad range of fairly Draconian powers, effectively any point where loans may be jeopardised

1.
INNER CIRCLE INVESTMENTS Ltd
(09782053)

Charge 0001:
to Moonshift Investments Ltd [BVI]

Charge over 100% of the Shares held by Inner Circle Investments Ltd
(in Burnden Leisure Ltd)
beta.companieshouse.gov.uk/company/097820…

£5m personal loan
{see terms "Facility Agreement" & "Borrower" below}

2a
BURNDEN LEISURE Ltd
(00335699)

Charge 0022:
to Moonshift Investments Ltd [BVI]

First Fixed & Floating Charges over undertaking, IP Rights & Real Property
beta.companieshouse.gov.uk/company/003356…

£5m personal loan
{see terms "Facility Agreement" & "Borrower" below}

2b
BURNDEN LEISURE Ltd
(00335699)

Charge 0023:
to Kenneth Anderson

Composite Guarantee & Debenture
beta.companieshouse.gov.uk/company/003356…

amount unspecified
{but see clause 13, below, relating to the purported 'loan' advancements to the company by Ken Anderson}

3a
BWF&A Co. Ltd (00043026)
Petitioned <HMRC, Case 856 of 2019>
thegazette.co.uk/notice/3214455

Charge 0060:Moonshift Inv. Ltd [BVI]

1st Fix. & Float. Charges over the whole, IP Rights & Prop.(Sch.2, below)
beta.companieshouse.gov.uk/company/000430…

£5m pers. loan
{see "Facility Agreement" & "Borrower"}

3b
BWF&A Co. Ltd (00043026)
Petitioned <HMRC, Case 856 of 2019>
thegazette.co.uk/notice/3214455

Charge 0061:Kenneth Anderson

Composite Guarantee & Debenture
beta.companieshouse.gov.uk/company/000430…

amount unspecified
{but see clause 13, below, purported 'loan' advancements to company by Ken Anderson}

4.
BOLTON SPORTING VENTURES Ltd
(03225433)

Charge 0322 5433 0015 :
to Kenneth Anderson

Composite Guarantee & Debenture
beta.companieshouse.gov.uk/company/032254…

amount unspecified
{@MarcIles NB clause 13, below, relating to the purported 'loan' advancements to the company by Ken Anderson}

5.
BOLTON SPORTS VILLAGE Ltd
(03025835)

Charge 0302 5835 0013 :
to Kenneth Anderson

Composite Guarantee & Debenture
beta.companieshouse.gov.uk/company/030258…

amount unspecified
{@BWFCST NB clause 13, below, relating to the purported 'loan' advancements to the company by Ken Anderson}

6.
BOLTON WHITES HOTEL Ltd (03674979)
<Petitioned by MCLCREATE Ltd, Case 1349 of 2019>
thegazette.co.uk/notice/3233667

Charge code 0008:Kenneth Anderson

Composite Guarantee & Debenture
beta.companieshouse.gov.uk/company/036749…

amount unspecified
{NB clause 13 below, purported 'loan' advancements by KA}

Net effect of the arrangements (by the sole Director, Ken) would be (assuming the "Charges" held by Ken to be valid & enforcable) that Ken gets paid off any way in which the house of cards collapses.

@LionOfViennaSte @BurndenAces @BWFCStats @TrottersBlog

legislation.gov.uk/ukpga/2006/46/…

With Administration being the best solution for all concerned, the Big Q. is : how closely will the Insolvency Practitioner look at Ken, his purported "Charges" & his conduct?

@BWFCTalk @WanderersTID @BoltonNuts @MyBWSA

RT if you think Ken's an amoral, anagrammatical King Cnūt.

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