Rangers shareholders have backed two heavily-disputed AGM resolutions regarding the allotment of shares by the Ibrox board.
Resolutions seven and eight were passed by shareholders who supported the board plans to allow for shares to be distributed to favoured investors.
The first motion backed - resolution seven - allows for the directors to allot new shares. While resolution eight gives the board powers to distribute shares to hand-picked investors without first offering them to existing shareholders.
And despite debate over the resolutions before the AGM, both motions received the necessary backing to go through.
Resolution seven achieved the necessary majority backing while special resolution eight passed the 75 percent majority vote threshold.
Bruce Farquhar had introduced the resolutions as the AGM kicked off in Glasgow on Tuesday as he took the place of company secretary James Blair for proceedings.
The Anderson Strathearn chair and partner was appointed to head the meeting with the Rangers company secretary Mr Blair unable to attend.
Explaining the two resolutions, Mr Farquhar said: "Resolution seven is to authorise the allotment of shares. The proposal is the directors be authorised to allot shares in accordance with the terms set out in the resolution.
"And the board is aware that there has been some concern amongst shareholders about part b) of resolution seven.
"And the board would like to reassure members that after this year it is their intention that members will be asked to affirm their continued approval to the subsequent allotments at each year's AGM.
"Resolution eight will give the directors authority to allot shares for cash without first offering them to existing shareholders in proportion to their existing holding of shares.
"The circumstances of such an allotment are recounted in the resolution and in the explanatory notes set out alongside the notice.
"That authority will expire on December 5, 2027 and as this is a special resolution a 75 percent majority will be required."
Dave King and Club 1872 both confirmed they would vote against the resolutions - as well as going against chairman Douglas Park's re-appointment.
But all eight resolutions - including Douglas Park's re-appointment to the board - put to shareholders passed, the club has confirmed.
A club statement on the votes read: "THE Board of Rangers International Football Club PLC is pleased to confirm that all resolutions presented at today’s Annual General Meeting were approved by shareholder vote.
"This successful outcome will assist the club with its ambitious investment plans, on and off the field of play.
"Full details of the shareholder vote shall follow."
Mr Farquhar was appointed by the board to lead the meeting in the absence of company secretary Mr Blair who missed the AGM having slipped a disk in his back.
He introduced himself and explained Mr Blair's absence stating: "I am Bruce Farquhar, chairman and partner of Anderson Strathearn. I have been appointed by the board to attend the day as cover for your company secretary, James Blair.
"Unfortunately James has slipped a disk in his back and James has asked me to pass on his apologies for being unable to attend today's meeting. He's hoping to be back on his feet soon."
Rangers AGM resolutions seven and eight in full
Resolution Seven
“THAT the Directors be and are hereby generally and unconditionally authorised in accordance with section 551 of the Companies Act 2006 (the “Act”) to allot equity securities (as defined in section 560(1) of the Act):
(a) up to an aggregate nominal amount of £216,164 and such authority shall expire at the conclusion of the Company’s next Annual General Meeting in 2023, but so that the Company may, in each case, before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement as if the power conferred hereby had not expired. This authority shall be in substitution for any previous authorities granted in this regard by the Company, but without prejudice to any allotment of equity securities or grant of rights already made, offered or agreed to be made pursuant to such authorities; and
(b) in addition to and without prejudice to the authorisation provided at sub-paragraph (a) above, an aggregate nominal amount of £432,328 per annum in the year following this Annual General Meeting and for each of the following four years and such authority shall expire on 5 December 2027 or on the date of the Company’s Annual General Meeting in 2027 if earlier, but so that the Company may (other than with regard to any transaction that would complete after 5 December 2027), in each case before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement as if the power conferred hereby had not expired.
"This authority shall be in substitution for any previous authorities granted in this regard by the Company, but without prejudice to any allotment of equity securities or grant of rights already made, offered or agreed to be made pursuant to such authorities.”
Resolution Eight
“THAT the Directors be and they are empowered pursuant to Section 570(1) of the Act to allot equity securities (as defined in Section 560(1) of the Act) of the Company wholly for cash pursuant to the authority of the Directors under Section 551 of the Act conferred by Resolution 7 above, as if Section 561(1) of the Act did not apply to such allotment provided that unless previously revoked, varied or extended, this power shall expire on 5 December 2027”
