had adopted more than forty years earlier. He had not complained when his summer holidays in 1990 had been forsaken. While his friends were relaxing in expensive resorts, his August days had been filled by endless meetings with bankers, lawyers, accountants, analysts and staff. His most frequent visitors were Colin Emson, the managing director of Robert Fraser, a merchant bank chaired by Lord Rippon, an independent director of MCC; Neil Taberner, a senior partner of Coopers, the empire’s accountants; Scott Marden and Andrew Capitman of Bankers Trust; Michael von Clemm of Merrill Lynch, a friend anxious to win some of the business; Sir Michael Richardson of Smith New Court, MCC’s stockbrokers, and reputedly close to the prime minister; and Thomas Christofferson of Morgan Stanley. These men were unified by more than their financial profession and their proximity to the Maxwells. Individually, each was contributing to the Maxwells’ appearance of probity and financial security.
Another group of visitors, his employees, members of the inner sanctum, the heart of the operation, were probably more important. By the end of September 1990, to help him to cope with the financial crisis, they were being summoned by Kevin to daily meetings. All were men and women of unquestioning obedience and unremarkable technical competence, closely associated with the empire’s finances. The overriding criteria for their employment were their loyalty and their readiness to become beholden to their employer in return for their over-generous salaries. Among them were Deborah Maxwell, a thirty-three-year-old dark-haired lawyer who was not related to her employer, although outsiders sometimes mistakenly believed there was a connection; Mark Tanzer, a ‘poor man’s Peter Jay’; Robert Bunn, forty-two years old, an accountant and RMG’s finance director, of whom Maxwell irreverently joked, ‘I could order him to rob the Midland Bank!’; Basil Brookes, the acting finance director recruited from Coopers; and Albert Fuller, the head of the treasury.
As the crisis deepened, Kevin included in those meetings Michael Stoney, an ambitious accountant, and Jean-Pierre Anselmini, a forty-eight-year-old Frenchman and former director of Crédit Lyonnais, who in 1988 had helped to organize the $3 billion Jumbo Loan to the Maxwells and had been flattered by the subsequent invitation to join MCC as deputy chairman. Although blessed in Maxwell’s propaganda as ‘brilliant’, Anselmini was the fullest embodiment of his state-owned bank’s naivety. ‘The bank which could never say “no”’ had lent Maxwell $1.3 billion, its accumulated bad debts now totalling over £20 billion. For the Frenchman, wilfully ignorant of Maxwell’s past, his new employer was ‘a fairy tale everyone needed to believe in’, especially because he proclaimed himself a socialist while offering an entrée into the giddy world of the media. ‘I wanted to believe in Maxwell’s success,’ Anselmini later confessed. He was hypnotized by Maxwell’s ‘star quality, and I loved the Maxwell family’. That same warmth was reflected by Sam Pisar, Maxwell’s French lawyer and business representative engaged in deals in Russia and Israel and had become a close confidante: ‘We needed myths and heroes in those dark times.’
One of the recent casualties of that trusted group was Ron Woods, a director of MCC whom Maxwell had inherited as a tax consultant (just as he had inherited the deputy managing director Richard Baker) on his spectacular relaunch into business in 1980 when he bought the British Printing Corporation. The forty-seven-year-old from the Rhondda Valley fell under Maxwell’s spell and came to regard him with a mixture of awe and fear as a ‘hero and father-figure’. To his delight, Woods had discovered that his new employer was hyper-sensitive about taxation and wished him to deploy his skill to minimize the tax liabilities on the empire’s purchases, take-overs and disposals. Little pleased Woods more than to work on his computer to produce an innovative tax scheme. The empire, he knew, was ‘tax-driven’ and he more than anyone understood its complexity. According to a senior company auditor, ‘Only Woods could explain why it was so complex.’ The challenge, Woods would attest, was ‘very exciting’. It was also legal and ethical. There was no need to resort to the criminal evasion of taxes. Maxwell’s empire was ultimately owned in Liechtenstein, so few taxes were unavoidable and they could be neutralized if, by careful anticipation, MCC and the 400 private companies accumulated the appropriate debts and losses. When he bought Macmillan, $1.8 billion of the $2.6 billion purchase price was charged to Macmillan itself so that the interest charges could be offset against the profits, thereby avoiding all taxation. Indeed, Maxwell’s only serious liability was advance corporation tax (ACT) on dividends. ‘I don’t want to pay taxes,’ he had told Bill Harry, his American tax adviser, ‘but I don’t want to go to prison either.’ This was a reference to the fate of Leona Helmsley, recently jailed in New York for tax evasion, a poignant moment for Maxwell, who regularly occupied the presidential suite in her Manhattan hotel.
Although with hindsight Woods would regret his own simplicity, he had never suspected his employer, even though he personally negotiated with the two lawyers responsible for the Liechtenstein trusts: Dr Werner Rechsteiner in Zurich and Dr Walter Keicher in Vaduz, the principality’s capital. With awe, Woods retold Maxwell’s fanciful story of how, dressed in a British army uniform, he had met Keicher’s father in Zurich all those years before and had had the savvy to lay the foundations of his empire. The Liechtenstein Anstalts, the impenetrable trusts, Woods knew, did not contain any cash, only shares. Maxwell’s claim in 1988 at the time of the launch of his authorized biography that they boasted funds of £1 billion, a figure calculated by Woods himself, referred only to Maxwell’s shareholding in his own companies, including MCC, not to his cash. With Woods’s compartmentalized knowledge, those shares were always used as collateral to raise private loans, liable to be sold by the lending banks if the Publisher defaulted.
Maxwell had trusted Woods to override the rigid compartmentalization between his private and public companies, moving from one to the other. Although during 1990 the tax expert, seeing through the maze of figures, had realized that the private companies were ‘short of cash’ and that Maxwell was making an effort ‘to prevent MCC’s share-price fall’ by purchasing his own shares through Liechtenstein, he remained faithfully silent. His loyalty was all the more remarkable given that their relationship had been fractured ever since Maxwell had used one of his private companies (Hollis) to buy AGB, a research company, in the summer of 1988. Woods’s protest to Maxwell, who was at the time sailing on his yacht, was rebuffed with the words, ‘It’s not your business to question my judgment. Just obey your orders.’ To break the impasse, Kevin had driven to Woods’s home on a Saturday morning and, after going through the figures, had understood his criticism. Both men had telephoned Maxwell to protest. But their appeal was in vain. That deal, recalled Woods, was the first sign of Maxwell’s bad judgment. The Macmillan deal in October 1988 was the second.
In the midst of the Macmillan saga, Woods had cautioned Maxwell about the price. ‘Don’t worry,’ smiled the Publisher, touching Woods on the knee, ‘I won’t offer more than $80 a share.’ Shortly afterwards, he paid $90.25, nearly $1 billion more than the company was worth, just to secure a place in history. Woods was appalled and invoked the innovation of which he was proudest – a computer programme capable of predicting Maxwell’s profits. On the eve of that final bid, he had unfolded over his employer’s desk a spread-sheet forecasting the consequence of the Macmillan purchase. ‘You’ll be liable for surplus ACT,’ he said, referring to heavy exposure to taxation. ‘That’s going to hit profits. And that’s going to hit MCC’s share price.’
For a moment, there was silence. None of the usual telephone calls interrupted Maxwell. ‘Very interesting,’ he murmured at last. ‘Has anyone else seen this?’
‘No,’ replied Woods, understanding the reason for the question. ‘If MCC’s share price falls, it will affect the private-side companies’ – many of whose loans were secured against MCC shares.
Again there was silence. Woods added, ‘I’m predicting a five per cent to eleven per cent growth rate – at best.’
Maxwell folded the paper: ‘I’ll get twenty per cent.’ Woods was dismissed from the room.
Days later, Maxwell borrowed a further £170 million from Lloyds Bank to part-finance his purchase of the Official Airline Guides.
