Banking’s Abu Ghraib

Revised October 3rd, 2010 (minor edits August 18th, 2015)

A fourth person has been arrested in relation to Thames Valley Police’s investigation into “corruption and large-scale fraud in connection with HBOS”. [Note: comments on this post have now been disabled and earlier comments from witnesses have been removed as a result of the police investigation “Operation Hornet”. Ian Fraser, December 7th, 2010]

Officers from the force’s economic crime unit swooped on addresses in Berkshire, Warwickshire and Cheshire before 8am last Wednesday, September 29th, 2010, arresting three individuals on suspicion of corruption, conspiracy to defraud and money laundering. The individuals — ex-Bank of Scotland Corporate director of mid-market high-risk Lynden Scourfield, his wife Jacquie Scourfield, and ex-director of Remnant Media Tony Cartwright — have been bailed pending further inquiries. (Sunday Herald news article on the arrests).

A fourth suspect, 53-year-old ex-NatWest banker David Mills, founder of the now defunct Quayside Corporate Services, was arrested at Luton airport on the afternoon of Friday, October 1st, 2010. He has been bailed until February, pending further inquiries.

The four were arrested as part of “Operation Hornet”, a Thames Valley Police investigation involving approximately 28 officers including some from the UK’s Serious Organised Crime Agency. The police probe commenced in earnest in June 2010 following a routine meeting with the Financial Services Authority.

I have been researching the BoS Reading saga since just after HBOS collapsed in September 2008.  It is the most egregious financial scandal I’ve come across in 20 years as a business and financial journalist.

The scandal started in 2002, a year after the Bank of Scotland was acquired by Halifax. Around that time Scourfield, Bank of Scotland Corporate’s director of mid-market high-risk for southern England, started to impose the services of Quayside Corporate Services, a London-based “turnaround consultancy” on customer firms.

Bizarrely Quayside, owned and managed by David Mills, had no history in turnaround, was not a member of any recognised professional institute and had only been set up in 2002, apparently by the bank. The fact that several Quayside consultants including Michael Bancroft and Tony Cartwright had a history of embezzlement and misappropriation of company funds didn’t bother either the Edinburgh-based bank or Scourfield.

Customer firms, cherry-picked from across HBOS’s southern English network, some of which had been trading successfully before Quayside’s involvement, were told their accounts were being transferred to Scourfield’s tutelage.

Then directors claim they were forced to use Quayside’s services. And, soon after Quayside’s alleged embezzlers were in place, the bank turned on the monetary taps, lending to the customer firms as if there was no tomorrow — irrespective of their ability to repay.

The original directors and owner-managers who were sucked into the scandal insist they saw no benefit from Scourfield’s largesse. Quite the reverse. They claim the additional borrowings and any profits were either squandered on inappropriate acquisitions or “siphoned out” by Quayside through extortionate “fees” and other disbursements removed from their accounts by the bank without authorization.

Quayside personnel, including the company’s founder and managing director David Mills and textiles consultant Michael Bancroft, used at least some of the proceeds to fund lavish lifestyles and to finance property-buying sprees around the world. Mills also allegedly used some of the cash to fund the purchase price and the running costs of a lavish 100-foot (30-metre) luxury yacht in the Mediterranean, the Powdemonkey.

Quayside-controlled companies were also encouraged by the bank to make sometimes inappropriate acquisitions funded by further borrowings from the Bank of Scotland —  in certain cases, such as Sharpe’s Leisure’s acquisition of Ohio-based rodmakers Thomas & Thomas, the funds never reached the vendors’ pockets. (Note: Mills, who lives near Moreton-in-Marsh in Gloucestershire, is no relation of the jailed lawyer husband of UK cabinet minister Tessa Jowell, who was found guilty of taking bribes from the Italian prime minister Silvio Berlusconi.)

As Quayside allegedly siphoned out cash, prioritizing payments to itself over payments to critical suppliers, the companies concerned were fatally weakened. Meanwhile Scourfield — who a number of sources have claimed was receiving generous “inducements” from Quayside and Quayside-controlled companies — turned a blind eye. When the companies’ owner-managers complained to the bank, insisted the matter had been investigated and that everything was above board.

In 2004-06 large portions of the equity in some the affected firms were transferred to the ownership of The Sandstone Organisation, a shadowy off-balance-sheet vehicle of HBOS’s, which appears to have been controlled by Mills via Devonshire Registrars (in 2007, according to documents filed at Companies House, Sandstone’s only directors were Mills and his wife Alison. The company secretary was Mills’s daughter Georgina Elizabeth Paffard Mills).

Directors of victimized firms tell me their equity was seized under duress. Several of the companies affected by the scandal, including Sharpe’s Leisure/Speyside Angling  Supplies, were serially phoenixed by Mills and his cohorts.

There is evidence to suggest that some of the BoS customers that came directly or indirectly under Quayside’s control — which included BLG Holdings, Bradman Lake Group, Corporate Jet Services (parent of Club 328 and Euromanx), Fransen, Magenta Studios, Mezzanine Group (owner of Smollensky’s and Attica), Multi-Sourcing Group, Remnant Media, Seoul Nassau, Speyside Angling Supplies, Sharpe’s Leisure and Theros — were used as conduits for money-laundering whilst the businesses were under the consultancy’s control.

(Regulatory interlude: The FSA fined HBOS £1.25m after discovering that the bank had an“absence of effective systems and controls in respect of its record-keeping policies and procedures”, i.e. lax money laundering controls, in December 2003. The FSA’s Andrew Proctor said the failures were particularly serious as they undermined the bank’s ability to “comply with the requirements of orders served by law enforcement agencies under the Proceeds of Crime Act.”

Also in late 2002, the FSA carried out a full risk-assessment across HBOS’s business, known as an ‘Arrow’ assessment, and identified a need to “strengthen the control infrastructure within the group”. The regulator also commissioned a report from PWC on HBOS’s risk-management framework. At the request of the FSA, Dr Andrew Smith, HBOS’s head of group financial and operational risk, a former KPMG accountant, (now Dr Angela Smith) embarked on an internal review of corporate lending procedures and controls in 2004. This was a “risk mitigation plan” designed to reassure the bank’s board and the FSA that HBOS was tightening up its procedures and controls. Smith was meant to assess the degree of “independent challenge of credit approvals” in HBOS’s corporate arm  and establish whether its “atypical” processes were justifiable.

Former head of group regulatory risk, Paul Moore, has told me that Smith’s findings, presented to HBOS’s board and audit committee in either June or October 2004, “may have been a whitewash”. Smith’s report should also have been passed to the FSA. But the FSA was, of course, “outsourcing” banking oversight to the banks’  risk management departments at the time which meant that it could have treated everything in Smith’s report as gospel.

Between March and October 2006, more than three years after the scandal commenced, the bank’s line is that a senior executive, believed to be BoS Corporate’s impaired assets director Tom Angus, “discovered” that something was seriously awry in its high-risk department.

After Angus’s  “discovery” of activities potentially including corruption, large-scale fraud and money-laundering, the bank decided the best solution was to seek to orchestrate a “cover up”. It  decided that the best way to achieve this was to “hive down” Scourfield’s circa £1 billion loan book.

This involved shutting down 50-75 often completely innocent customer firms (and it may have been as many as 200), irrespective of whether they merited continued support. Bank of Scotland executives Andrew Scott and Fraser Kelly ruthlessly executed the “hiving down” plan from May 2007 onwards.

The process began with PWC, the ‘big four’ accountancy firm, investigating some of the affected firms. Just prior to some firms entering administration, Quayside consultants allegedly stripped out some of their most valuable assets, transferring ownership off-the-shelf companies, some linked to the Sandstone Organisation. Hours before some of the administrations, Quayside executives also sought to cover their tracks by allegedly destroying corporate financial records — for example by scrubbing computer hard drives and eve through the large-scale burning of documents.

Large numbers of HBOS’s corporate customers were forced into administration with PWC handling two of the largest, Bradman Lake Group and Corporate Jet Services. Others were handled by KPMG, Menzies Corporate Restructuring (MCR – now known as Duff & Phelps), Hurst Morrison Thomson and Vantis.

The administrations also seem to have been expressly designed to enable directors and associates of Quayside (since subsumed into a new company, Core Enterprise Management) to take ownership of whatever was left of the victimized firms’ assets. If the companies’ legitimate owners/managers made higher offers at this stage, their offers were rejected. If they complained to the bank they were stonewalled and told their businesses were “collateral damage”. Unsecured creditors — including suppliers, employees and the HMRC — got ‘shafted’.

In the case of CJS, there is evidence to suggest that multi-million pound payments were made to subsidiary companies days after the administration occurred. One wonders why PwC administrators David Chubb and Mike Jervis allowed this.

Experts have speculated that the scandal may have stemmed from a legitimate policy decision made by BoS Corporate in about 2001-02. In order to accelerate the growth of its corporate loan book and minimize provisions for bad debts, it seems the bank decided to restructure and collateralize (bundle) its impaired SME assets, albeit in somewhat unorthodox ways, before stepping up its lending.

One version of what happened next is that things  got out of hand, and that this was linked to the well-documented flaws in IFRS accounting, compounded by Basel II. At BoS Corporate, the situation was exacerbated by virtually non-existent internal controls, an atypical approach to credit vetting, and a deeply flawed remuneration structure. Another theory, dismissed as far-fetched by some, is that board-level directors at the bank were actually behind the scandal.

Whoever knew what, senior executives at BoS Corporate would have benefited financially from the goings-on at Bank of Scotland Corporate Reading branch, since their bonuses would have been linked to short-term profitability, which was bolstered by arrangement fees, loan volumes (irrespective of loan quality), and overall profitability of their division.

Other senior UK bankers have told me that, in their banks, it would have been impossible for Scourfield to have lent up to £1 billion to Quayside-controlled entities without the bank’s board directors knowing. One said that, at his institution, the main board directors would have had”red warning lights flashing on their computer screens” if a corporate lending executive had persisted in lending scores of millions  to  firms:- (a) whose annual accounts were qualified by their auditors, or which had failed to file accounts (b) which were heavily loss-making and had little realistic prospect of a return to profit (i.e. technically insolvent). All or some of the above criteria applied to every firm involved in the BoS Reading scandal within months of Quayside becoming involved.

An intriguing sub-plot is that, after their existing auditors failed to deliver clean audits, many of the Quayside-controlled entities appointed Manchester Square-based Brett Adams as auditors. Brett Adams shares an address with The Sandstone Organisation / Devonshire Registrars.

After the discovery of widespread torture and physical abuse by the US army at the Abu Ghraib prison in Iraq, the people ultimately responsible — the Pentagon and US government — eventually accepted accountability and the individuals responsible were jailed. However no-one at Lloyds Banking Group or HBOS has accepted responsibility for anything that occurred at BoS Corporate’s Beauclerc House branch in Reading and its London offices in Bishopsgate.

Directors of HBOS customers whose life’s work was snuffed out and snaffled as a result of the alleged fraud have, on countless occasions since 2006, complained to the boards of HBOS and Lloyds Banking Group about this scandal. Yet they have repeatedly been given the brush off. When one made a formal written complaint to HBOS’s entire board in August and September 2007, they didn’t even get the courtesy of a response. Instead they received a letter from the law firm Denton Wilde Sapte, suggesting they should take their “allegations” to the police or their local fraud squad. When the directors did so, the Cambridge fraud squad told them it would only investigate the matter if HBOS sought an investigation itself. The bank declined to do so.

For at least four years, HBOS and Lloyds have insisted there was no scandal, no fraud, indeed that nothing untoward happened at BoS Reading apart other than a spot of  “over-generous”, “unauthorised” lending by a “rogue manager” who, the bank likes to pretend was acting autonomously. In the media, the bank has consistently said it has done nothing wrong. Here’s a quote  from HBOS’s former communications chief Shane O’Riordain:-

“We strongly believe that we have acted throughout in a fair and responsible way. Bank of Scotland deals in a sensitive and fair way with all of its corporate banking customers, including those experiencing difficulties. We stand by our customers and support them closely in managing their financial difficulties.”

And here’s a quote from by anonymous HBOS spokesman given to The Times on November 24, 2007.

“We are very confident that we have robust procedures in place around the appointment and continued engagement of consultants by our clients.”

In addition we’ve had a public refusal to confirm or deny whether an investigation is underway from the FSA, a refusal to investigate from the Treasury Select Committee, a total lack of interest from Lloyds’ 43% owner UK Financial Investments and bizarre diversionary tactics from HM Treasury, the ultimate owners of the government’s stake. The police did not become involved in June 2010.

To add insult to injury, Lloyds Banking Group, which completed its takeover of HBOS in January 2009, has continued to victimise scores of customers who were financially crippled by the alleged fraud. The bank, led by chief executive Eric Daniels and executive director wholesale G Truett Tate, has continued to seek to repossess their homes or to hold them to personal guarantees. This is despite the fact that the victims’ inability to honour their commitments is direct result of HBOS and Quayside’s earlier interventions.

In the case of one couple, Paul and Nikki Turner of Cambridge-based music publishers Zenith, the bank has tried to evict them from their home and place of business, unsuccessfully, in at least 21 separate court hearings. Astonishingly a senior partner in the law firm Denton Wilde Sapte, Rory McAlpine, saw fit to show up at many of these hearings, even though his client has no direct involvement.  In recent days, the bank has scrapped attempts to throw the Turners out their home having apparently decided that since it would be inappropriate for one “victim” to continue to victimize another.

After acquiring HBOS in January 2009, Lloyds’s chief executive Eric Daniels had an opportunity to lance this particular boil. He could have admitted wrongdoing, declared such behaviour would no longer be tolerated, compensated the victims and displayed some moral backbone. But Daniels did no such thing.

Already in a deep hole, the “quiet American” just keep on digging.

Note 1: The UK authorities were persuaded to take the Bank of Scotland Reading scandal seriously after years of disinterest and neglect in early June 2010. The Financial Services Authority was asked by a group of MPs in parliament to investigate the matter in June 2009 but didn’t get around to launching a Section 168 “enforcement action” for another 12 months. This played a part in prompting Thames Valley Police to launch their investigation.

Note 2: The UK authorities, including the SFO and FSA, have previously been reluctant to properly investigate the matter — and only agreed to do so following pressure from victims, MPs, myself, and other sources thought to include Bank of England governor Mervyn King. The FSA did carry out a “light touch” Section 166 investigation into the scandal in 2007 but after talking to HBOS insiders, it concluded the bank had done nothing wrong(!) The earlier investigation happened at a time of “regulatory capture”, when former HBOS chief executive Sir James Crosby was the FSA’s deputy chairman.

Note 3: Even though BBC Radio 4’s ‘File on 4’ did investigate aspects of the scandal in May 2009, the mainstream media in the UK has for the most part shied away from covering it. A number of national newspapers in the UK have come close to exposing affair — but most, except the Glasgow-based Sunday Herald have got cold feet at the last minute.

Note 4: Bizarrely, some quite prominent business people saw fit to partake in aspects of the scam. For example, according to Companies House records, Robin Southwell, CEO of defense and aeronautics group EADS was, from November 2002 until it went bust in September 2007, a director of Corporate Jet Services, which owed BoS Corporate a reported £113m at the time of its collapse in September 2007. Southwell and his fellow CJS directors were directors of Quest Aviation Services, a specially-created “phoenix” vehicle which was permitted by administrators David Chubb and Michael Jervis of PwC to acquire most of CJS’s assets for an initial £7 in September 2007 — even though they were the very managers who had driven CJS into the ground. Southwell seems to be quite close to Mills. He was a director of Quayside Corporate Services from February 2008, after Mills bought it out of boutique investment bank Parkmead, and has been chairman of Mills’s Core Enterprise Management since October 2008.

• First published ‘Re-examining HBOS’, September 4th, 2009.
• To listen to a BBC Radio 4 ‘File on 4’ documentary broadcast on 26th May 2009 which covers aspects of the scandal, click here
• To read a brief history of Halifax Bank of Scotland (“Was this the worst bank in the world”) click here

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Posted by Ian Fraser on Oct 2 2010. Filed under Blog. You can follow any responses to this entry through the RSS 2.0. You can leave a response or trackback to this entry