Sapan Gai, CCO at Sovereign Metals, discusses their superior graphite test results. Watch the video here.
London South East prides itself on its community spirit, and in order to keep the chat section problem free, we ask all members to follow these simple rules. In these rules, we refer to ourselves as "we", "us", "our". The user of the website is referred to as "you" and "your".
By posting on our share chat boards you are agreeing to the following:
The IP address of all posts is recorded to aid in enforcing these conditions. As a user you agree to any information you have entered being stored in a database. You agree that we have the right to remove, edit, move or close any topic or board at any time should we see fit. You agree that we have the right to remove any post without notice. You agree that we have the right to suspend your account without notice.
Please note some users may not behave properly and may post content that is misleading, untrue or offensive.
It is not possible for us to fully monitor all content all of the time but where we have actually received notice of any content that is potentially misleading, untrue, offensive, unlawful, infringes third party rights or is potentially in breach of these terms and conditions, then we will review such content, decide whether to remove it from this website and act accordingly.
Premium Members are members that have a premium subscription with London South East. You can subscribe here.
London South East does not endorse such members, and posts should not be construed as advice and represent the opinions of the authors, not those of London South East Ltd, or its affiliates.
Quite possibly something will be released very soon.
Looking back at yesterday's RNS, it does appear to have been a cleansing exercise that would be necessary before an RTO.
Not really any other reason to have released something so out of date
They will play the game of extracting every last cent out of the company by using every rule every regulation and stalling tactic.It sadly will make no difference if you amass 2or 200 or 2000 they will just play the game to the death.BVI,AIM,all the clauses and have been read.They absolutely can’t stand their shareholders and they are simply laughing at us.When they have drained as much as they can it will all be over.
The board of directors,the AIM and BVI will not give a damn.
MD
Crazytowner an excellent email.
I just got completely fed up of emailing the NOMAD and AMC via their messaging system and not getting any responses!
I doubt they will take much notice but once they are aware we have 200 members in our group with over 400m shares they will have no option but to engage with our group.
Just look and see how it turned out for the Board of Scirocco Energy PLC (SCIR)!
AGE
Well if you are doing that then why not join the group and you can be the leader of the group should you so wish.
I only formed the group so that shareholders can come together to act in a coordinated manner for the benefit of all shareholders as well as sharing our knowledge.
AGE
Fwiw, this is my latest email from earlier today
FAO:
Amur Minerals Board of Directors
Amur Minerals Remuneration Committee
Richard Morrison (S.P. Angel)
Adam Cowl (S.P. Angel)
Good morning,
The RNS on the 3rd March stated that the company expected to be in the position to issue the RTO Admission Document before the end of April 24.
Not only was this RNS issued the day before de-listing was due, it mentioned a Head of Terms Agreement signed months before which had not even been notified to shareholders.
It is now the end of April and there has been no Admission Document and no update on progress.
I have emailed the company and nomad previously with respect to the below points, none of which have ever been acknowledged or responded to:
Reduction in Director Salaries & Fees due to reduced work since sale of Kun Manie
Notification and cancellation of future voting rights for the huge share purchase prior to suspension (over 3% threshold) that was never notified
Missed corporate mission statement RTO date
Missed Kun Manie sale RNS second dividend distribution
No appropriate RTO available
With the sale of Kun Manie completing over 13 months ago and AMC having limited cash, the directors salaries / fees over this period far outweigh the current and any future value in their shareholdings.
It is therefore my belief that the directors and shareholders interests are clearly not aligned and that it is not in the best interest of the company to be spending substantial amounts of limited cash searching for an appropriate RTO which clearly does not exist.
Should a shareholder vote on the RTO occur in the near future, I ask that shareholders be given the option to clearly vote on the winding up of the company and distribution of the remaining cash
The lack of engagement, responses, updates and adherence to deadlines has gone on long enough. I will therefore be looking at the options available to me to preserve and return capital.
Kind regards
.....
It is why I am trying to press the company to state that should an RTO not be approved the company will be wound up, therefore giving shareholders a true choice when voting
Also why I am now looking into how a shareholder can have a company in the BVI wound up
Crazytowner thank you for pointing that out I had assumed that they would pay out all of the remaining cash in the company plus the difference between the sales proceeds net of selling costs less the first special dividend so there would be no cash in the company and then it would be wound up.
I should have realised that Robin Young would want to keep his gravy train going as who would want to give up a part time job when you can earn $305k pa!
----------------------------------------------------------------------------------------------------------------------------------------------------------------
Agneissearner,
"If the RTO is not approved then the Board should pay a second special dividend"
I think you need to re-read the wording. The second special dividend is for the remaining sale proceeds less costs.
There was a significant cash balance prior to the sale that they have not committed to distribute!
Crazytowner thank you for pointing that out I had assumed that they would pay out all of the remaining cash in the company plus the difference between the sales proceeds net of selling costs so there would be no cash in the company and then it would be wound up.
I should have realised that Robin Young would want to keep his gravy train going as who would want to give up a part time job when you can earn $305k pa!
----------------------------------------------------------------------------------------------------------------------------------------------------------------
Agneissearner,
"If the RTO is not approved then the Board should pay a second special dividend"
I think you need to re-read the wording. The second special dividend is for the remaining sale proceeds less costs.
There was a significant cash balance prior to the sale that they have not committed to distribute!
Crazytowner you stated in your post on here on the 4 March 2024 that your own second special dividend would be in the region of £100k and you no doubt received all that in your ISA account so the tax treatment for non ISA accounts is not relevant for you.
My special dividend was £63,693 which is a substantial amount of money and of that amount £44,793 was received in a non ISA account.
I note your comments below:
"So where is the sensible place to focus? Recovering as much remaining value from the company as possible or trying to get an unlikely answer on the tax treatment for individuals."
The focus has to be on both with the tax advice being sought first and then the payment of the second special dividend being subject to it being a return of capital.
Because of the failings of the Board in not having sought tax advice prior to the payment of the special dividend I will have to make disclosure in the white box section of my tax return that I received a foreign dividend but i did not include it on the foreign dividends section of my tax return and HMRC are going to amend my tax return to include it.
I will then have to pay a substantial amount of dividends tax and iI will have to submit an appeal and then I will have to attend the First Tier tax tribunal to argue my case.
This could all have been avoided if the Board would have sought legal counsels opinion on the tax treatment.
AGE
Agneissearner,
"If the RTO is not approved then the Board should pay a second special dividend"
I think you need to re-read the wording. The second special dividend is for the remaining sale proceeds less costs.
There was a significant cash balance prior to the sale that they have not committed to distribute!
Crazytowner,
If the RTO is not approved then the Board should pay a second special dividend.
There is no need to implement a Members Voluntary Liquidation as is happening with Scirocco Energy PLC (SCIR).
Th payment of the special dividend is of course subject to the Board receiving advice that it will be a return of capital and not income in the hands of shareholders and therefore subject to UK dividends tax.
SCIR are having to carry out a MVL becuase it does not have sufficient distributable reserves to be able to legally pay a special dividend as it is a UK domiciled company and therefore it is subject to the English law and the maintenance of capital principle so dividends can only be paid if a company has sufficient retained realised profits that have not already been paid out.
AMC is different to SCIR as it is a BVI Company and so it is subject to BVI law so there is no prohibition on paying dividends out of capital as long as the Board are satisfied that after paying the dividend that they are able to meet the solvency requirements.
GP Jersey the largest shareholder together with 120 members of the SCIR shareholders share action group had an 80.18% vote in favour of the resolution that the directors put in place a strategy to return the company's cash to shareholders and to sell the company's material assets and return any cash proceeds from such disposals to shareholders.
The above was achieved despite the Chairman recommending shareholders to vote against the resolution.
AGE
-------------------------------------------------------------------------------------------------------------------------------------------------------------
Agneissearner,
You say that the point of the group is to be prepared to take action once the RNS is issued re the RTO.
Surely you realise that the time to make your wishes heard is prior to any RNS so that the company has to at least consider what shareholders want when tabling what would happen should a No vote occur.
The company certainly wont consider what zero percent of shareholders have said they want!
Agneissearner,
Let me try this another way.
Assuming the circa 80m shares you have been told is genuine, that probably has a residual cash value in the business of about £350k to those shareholders.
I don't think there is any chance of AMC providing any further guidance on the Tax treatment than it already has and i'd be very surprised if the combined tax value implication is more than £100k for those holders.
So where is the sensible place to focus? Recovering as much remaining value from the company as possible or trying to get an unlikely answer on the tax treatment for individuals.
Crazytowner the spreadsheet I have shows how many shares people own and which accounts they are held in and a large number of the 42 people who contacted me have shares in both an ISA account and a non ISA account.
I am therefore basing my views that the tax treatment of the special dividend is extremely important upon facts yet you are basing your view on a bed & ISA assumption because this is what you have done but other shareholders who are not as financially astute as you have not done so.
You have confirmed that you have never received a direct reply from AMC yet you have advised me to be more proactive by emailing both Robin Young and the NOMAD.
Do you not think that you as a 2% shareholder deserve to receive a response from Robin Young or the PR firm?
You are providing facts that are contradicting the advice that you gave me.
AGE
Agneissearner,
You say that the point of the group is to be prepared to take action once the RNS is issued re the RTO.
Surely you realise that the time to make your wishes heard is prior to any RNS so that the company has to at least consider what shareholders want when tabling what would happen should a No vote occur.
The company certainly wont consider what zero percent of shareholders have said they want!
The point of the group is to be prepared to take action once the RNS is issued re the RTO.
There are number of other issues to be addressed such as why is Robin Young paid $305k for a part time job.
Why why does Robin Young not provide an email address so that shareholders can contact him.
Why does no one in AMC bother to respond to messages sent to them via the messaging system on the AMC website.
Why has it take them 9 months to issue any news about the RTO
Why did the Board go ahead with the preparatory work for an RTO as it is very expensive to carry out an RTO as solicitors, accountants, PR firms and other highly paid consultants are involved in producing the documentation.
I recall the fiasco with the announcement of the payment of the special dividend and the same day Tom Winnifrith wrote about the delay an RNS was issued and the timing of the issue was is too much of a coincidence so it is logical to deduce they were forced into issuing it.
Let's take Ascent Resources intention to bid for AMC as an example and read the wording that they used in their RNS issued on 1 June 2023 below:
The board of directors of Ascent Resources Plc ("Ascent" or, the "Company"), the European and Latin American focused natural resources company, is pleased to announce their intention to bid for the entire issued and to be issued share capital of Amur Minerals Corporation ("Amur" or, the "Target Company") following a period of protracted discussions with the Board of Amur.
Ascent submitted a non-binding indicative proposal to the Board of Amur in November 2022 to acquire 100% of the issued and to be issued share capital of Amur
Despite multiple conversations with the Board of Amur and multiple follow up correspondence, the Company has as yet been unable to elicit a written response to their offer.
Looking at the timeline you will see that AST started the process in November 2022 yet AMC only issued an RNS at on the 1 June 2023 at 1:05 pm the same day as AST's RNS was issued at 7:00am because AST had not received a response after 7 months.
Key words are multiple, protracted, unable to elicit a response!
Unable to elicit a response seems to be a recurring theme with AMC .
AGE
Agneissearner,
I have never had a direct reply to an email, however, on a few occasions there have been RNS's issued immediately after my emails and I did lead a shareholder group that raised questions and had them directly answered via the FAQ section of the website.
So in answer to your question I do think being proactive and contacting a company can work and as AMC usually has a very low voting turnout I think they do pay attention when it is something which may be voted upon.
I disagree that it will have been a significant dividend paid to shareholders outside of ISA's.
You can see from the nominee accounts that it is predominantly UK investors, that there are no institutional investors and that there has been many years for the shareholders to bed & ISA for what was the long anticipated asset sale gains.
Furthermore, the RNS in Jan22 advising us of a suitor of circa £100m whilst the market cap was around £30m would have led those who were exposed outside of an ISA wrapper to move their holdings inside to protect their upcoming gains.
With the disappointing sale proceeds and the fact that many will have lost money here, have you not wondered why so few are joining your cause on what used to be one of the most widely bulletin board discussed shares?
Crazytowner,
Have either AMC or the NOMAD responded to your emails yet?
If not then when did you email them?
Have you contacted either of them before your recent messages and did you receive a response?
You keep on stating that the tax issue are going to affect very few but you do not provide any information to support that assertion.
Based upon the information shareholders sent me re the number of shares they own and which type of account they bought the shares in I can see that the tax implications of the special dividend are extremely important to a large number of them.
You keep on making excuses for the Board as to why they have so far failed to provide tax guidance and so shareholders are left in the dark as to whether they should include the dividend received in their non ISA accounts in their income tax return.
It is clear to see from an RNS that they sought tax guidance re the implications of the sale of Irosta as they stated there are no tax or withholding tax issues but it is logical to conclude they did not seek specific tax guidance on the payment of the special dividend that they authorised as if they would have asked for it then they would have put it on the AMC website.
There are significant penalties for failing to include also sources of income and gains from your income tax your return and AMC's total dividend was £25.07m and a significant part of that was paid to individuals who own shares outside of an ISA.
Do you honestly think the Board's of AIM Company's are interested in what individual share holders have to say to them even if you have 2% of the shares?
AGE
Per Companies House records for Arlington Infrastructure Ltd
10 Jul 2019 Cessation of Paul Terence Gazzard as a person with significant control on 3 July 2019
AGE
Agneissearner,
It makes no difference to me whether shareholders join your action group or not.
Joining a group and contacting the company proactively is the right thing to do, however, my point is that you have been gathering names for a couple of months now but haven't provided any strategy or sent any communication to the company or Nomad (with the exception of your tax issue which will affect very few)
So if you have an action group that isnt being proactive and you are simply going to email your thoughts to everybody once the company issues an RNS, isnt it more of a wait and see group?
Also waiting for dke share to move Paul Gazzard a director they have just had agm and approval to issue more shares to raise money .. interesting tr1 holders there .. not sure what’s going on
A quick search of google reveals the following :
DEED OF PRIORITY FATAL TO QFC HOLDER’S ATTEMPT TO APPOINT ADMINISTRATORS: RE ARLINGTON INFRASTRUCTURE LIMITED [2020] EWHC 3123 (CH)
27 November 2020
The background facts to this case are relatively straightforward: a group of companies consisting of the parent (‘AIL’) and three subsidiaries (‘the Subsidiaries’) operated in the energy sector.
A lender (‘Junior Creditor’) advanced approximately £39M to AIL, secured by qualifying floating charges (‘QFC’) over AIL and the Subsidiaries. A second lender (‘Senior Creditor’) subsequently lent £5M to AIL secured by a QFC over AIL but not the Subsidiaries.
The RNS states Mr Gazzard has been a director of Arlington Infrastructure Ltd since 29 May 2018 and the case above is dated 19 November 2020 so during his time as a NED.
Not a good thing to have on ones CV one would have thought!
Why is only coming to light now is a matter to take up with the relevant authorities as the company went into administration on 17 August 2020 and it is now 30 April 2024 so very late reporting even by AMC's standard's
AGE
AGE
----------------------------------------------------------------------------------------------------------------------------------------------------------
It's probably something that's come up while preparing the AIM document and they've told amc it needs declaring. House keeping before they can sign it off? Hopefully.
It's probably something that's come up while preparing the AIM document and they've told amc it needs declaring. House keeping before they can sign it off? Hopefully.
Gazzard was just one of many bad people who worked for the pay day loans companies that amc used to survive and line pockets.
No doubt this has to be announced to fulfil a regulation that only snidely aim CEO’s know to juuuuuuust stay inside the law.
Keep those rectums covered eh Robin
MD
Can somebody please translate ?
Well at least we gone an announcement today. I'm sure reading that will fill everyone with confidence!!