Member Info for bigdouble

HL have put mine on the app after requesting it

Distributions to Shareholders

It is still envisaged that the total distributions to shareholders would be in the region of 1.1p per share.

However, this is dependent upon the final cost of the Kiliwani disposal and fluctuations in exchange rates.

As outlined in the previous update, we would anticipate making the initial distribution after the receipt of the FID payment and following the completion of the Kiliwani disposal. At this stage, the timing of this is uncertain but unlikely to be in 2025 given timescales on both transactions and associated Tanzanian approvals.

Future distributions will be made as the remaining contingent consideration is received. It is likely that these will be on an annual basis over a number of years.

Liquidators' remuneration and costs

Costs have been incurred in respect of the appointment of the liquidators, legal fees and the maintenance of some IT systems. These costs are detailed in the enclosed receipts and payments account for the period.

At the general meeting held on 10 July 2024, the shareholders resolved that the Liquidators were entitled to receive remuneration for time properly spent. For the period from 1 November 2024 to 4 April 2025, time costs incurred amount to £25,067.50 (excluding VAT) which represents 54.7 hours. A detailed time analysis schedule is enclosed for your information.

The remuneration includes time spent dealing with the matters outlined above and also dealing with ad hoc queries from individual shareholders.

It is my intention to draw this remuneration from funds in hand.

Next Steps

We will continue to pursue settlement of the Ruvuma deferred consideration.

Discussions with the joint venture partner will continue with a view to agreeing the disposal if the interest in the joint venture.

The pre appointment tax position of the company and its subsidiaries will be finalised.

The annual liquidation report to shareholders will be issued in July 2025.

Shareholder queries

Trading of shares in the Company is no longer possible, however, the services of the share registrar have been retained. Should you require to make any changes in respect of their shareholdings please contact Share Registrars on enquiries@shaPageistr2s.u/.cor8

Dear Shareholders

Scirocco Energy Limited - In Members' Voluntary Liquidation ('the Company')

Further to the previous update issued on 8 November 2024, this report details the current position in respect of the above liquidation.

Discussions with the various stakeholders and professional advisors have continued since the last update and progress is being made, albeit slower given timescales associated with certain Tanzanian aspects.

Details of the status of each of the main areas is noted below.

Ruvuma Deferred Consideration

The consideration due to the Company in respect of the sale of Ruvuma to ARA Petroleum Tanzania ('ARA') is split as follows; -

US$3m Final Investment Decision ('FID') - This amount is payable on the FID being made. ARA had previously provided guidance that it was anticipated they would be able to make this payment in early 2025, however, ARA have since advised that the conditions they believe would have triggered the FID have not yet been met and therefore the payment is not yet due.

ARA have advised they now expect to be in a position to make the FID payment in of the third quarter of

2025. We continue to work with the ARA to monitor progress towards settlement of this asset.

US$8m Revenue Share - The Company is entitled to a net revenue share of 25%, up to US$8m. This will become payable when Ruvuna commences delivery of gas and is expected to be received over a number of years, timing will be dependent on the Ruvuma development.

US$2m Upside Payment - When gross production reaches a level greater or equal to 50Bcf a further upside payment will be due. Timing is dependent on production levels and timing is uncertain at this stage.

Kiliwani North

Discussions are ongoing with the joint venture partner in respect of the disposal of the Company's interest in the Kiliwani North asset. As previously stated, due to the associated decommissioning costs this is a contingent liability for the Company.

In addition to agreeing the cost to dispose of the interest in the joint venture, clearance from the Tanzanian authorities is required and in order to gain this clearance the company's tax position must be finalised. We continue to work with the Company's advisors in both Tanzania and the UK to obtain clearance and aim to make a submission as soon as possible.

It may not be possible to make a distribution to the shareholders from collection of the Ruvuma FID payment until the interest in Kiliwani North has been disposed of given its contingent liability. We will keep this under review.

As I understand the relationship has been terminated

Well things are happening in the background. I would hope 2-3p in the next few years. It’s a case of either averaging down or accepting a loss.

Gneiss are no longer an issue.

Allenby - would be useful if you are able to give some information on this. E mail me at
soloegm123@gmail.com

Aminex flying, could have been us if the Board hadn’t wasted all the funds in the past 3 years. Really don’t know how they can look shareholders in the eyes.

Shareholders must be to blame for todays drop along with everything else in the past 4 years.

Dear Scirocco Shareholders 

Just a reminder. If you have not yet contacted your broker and voted FOR the 5 resolutions below, you have until around 10th October at the latest to do so. This is the only way and probably the final opportunity to stop the Board squandering what Scirocco has left. 

Any questions, please feel free to contact me.

Resolution 1
THAT the Directors account for the measures they are going to pursue to recover from the very poor performance of the share price and re-think their investment strategy going forward as the Board says it “is focused on growing the company to become a major European energy player” and the current strategy will not achieve this.

Resolution 2
THAT the Directors provide a full audit trail of the revenue produced since 2018 and to explain why they need external funding as they have not used this to protect the Ruvuma Asset despite assurance being made.

Resolution 3
THAT the Directors reassess the strategy of any further AD Plant investment, given the market perception of the strategy in the poor share price and also the poor returns to date, complex ownership structure and high fees involved. The Directors need to provide clear financial evidence, which has so far been lacking, that this is a profitable investment, given we do not appear to own any of the facilities. We wish to see better investments being made in the future in more established medium size enterprises which demonstrate clear income generation and return to shareholders rather than the current AD plant venture.

Resolution 4
THAT the Directors seek alternative providers of services and benchmark them with Gneiss Energy and other sub-contractors and service providers used by the Company before any further consultancy is carried out. The intention being to reduce the spend on consultancy fees, including salaries and share options given the poor performance of the Company in terms of current market value and lack of revenue. Other providers are available and should be invited to tender for services.

Resolution 5
THAT the Directors appoint a representative of the Requisitioning Shareholders to the Board in order for future concerns of shareholders to be listened to before decisions are made that are detrimental to shareholder interests

Mrc - with all your posting on SCIR over the past few years, I find it strange that you would not purchase say £10 worth of shares, so you could have attended the meeting and given the Board both barrels.

Not sure how they can get away with this, as the resolution that was voted down clearly states the option expires at last AGM.

Resolution 4 – Directors' Authority to Allot Shares
The Directors may only allot shares or grant rights over shares if authorised to do so by the Shareholders. The authority granted at the last annual general meeting to allot shares or grant rights to subscribe for, or convert any security into, shares is due to expire at the conclusion of this year's Annual General Meeting.

From Scirocco Board

In order to access the meeting you will need to be sure to bring along those identity documents specified in the circular which are as follows:



Shareholders are reminded that in order to access the General Meeting in person, a shareholder will need to either: (a) be a named shareholder on the register of members as at the record date for the General Meeting (being 9 a.m. on 11 October 2022); or (b) be a beneficial holder of shares who holds shares through a nominee account or share trading platform and have the appropriate corporate representation letter evidencing such beneficial holding. In each case the shareholder must be able to provide such evidence of his or her identity as the Company’s registrar may require in order to confirm him or her as a shareholder or a beneficial holder of shares through a nominee account or share trading platform. In circumstances where this cannot be provided, an individual will not be permitted to access the General Meeting.



These must be brought along on the day to allow you to be identified by the registrar and to gain entry notwithstanding you have shared with the company by email in advance. In addition, and based on guidance from Scirocco’s registrar, the letter of authority should confirm that the shareholder named is authorised to attend, speak or vote at the meeting.

If you are with Hargreaves it’s easy to send them a secure message. Feel free to cut and paste this

Just send HL the follow secure message -

I would like to vote FOR the 5 resolutions that will be voted on in the General Meeting which will take place at 9am on 13th October 2022. Please confirm that you have carried out my instructions.

44RJ - sorry to see you go, it’s been a long journey with a story that never got finished.

Appreciate the feedback from fellow Scirocco shareholders. We are being very careful where to use the available funds. It’s a shame others don’t take this as an example. If there comes a time where funds are required we will let shareholders know. Thanks

If you have not yet signed up, please feel free to email me at. soloegm123@gmail.com

You will then receive any relevant correspondence regarding voting etc.

BD

Details should be circulated in the next two weeks.

RNS Number : 1073Y
Scirocco Energy PLC
02 September 2022

02 September 2022

Scirocco Energy plc

("Scirocco Energy" or "the Company")

Requisition of General Meeting

Scirocco Energy (AIM: SCIR), the AIM investing company targeting attractive assets within the European sustainable energy and circular economy markets, announces that it has received a letter from a group of shareholders of the Company requesting the Company to convene a general meeting of the Company's shareholders pursuant to section 303 of the Companies Act 2006 (the "Act").

Following a process of engagement with the requisitioning shareholders to confirm that the requisition is valid in terms of the identity of the requisitioning shareholders and the number of shares held by them, the Company can now confirm it is subject to the requirement pursuant to section 304 of the Act to call a general meeting within 21 days of receipt of a valid requisition and to hold such a general meeting on a date not more than 28 days after the date of the notice convening such general meeting.

The board of directors intends to comply with its obligations in accordance with section 304 of the Act and a circular convening the general meeting will be posted to Shareholders no later than 15th September 2022.

A summary of the five proposed resolutions relate to requests for the Directors to: 1) explain measures they are going to take to improve share price performance and to rethink the Company's investment strategy going forward; 2) provide an audit trail in respect of Company revenues received since 2018 and explain strategy around funding of the Ruvuma asset; 3) reassess the strategy of any further investment in anaerobic digestion plants; 4) seek alternative service providers to reduce overhead spending; and 5) appoint a unnamed representative from the requisitioning shareholders to the board. The full text of the above proposed resolutions will be set out in the circular.

Shareholders are advised to take no action at this time. Further announcements will be made in due course.

Mrc - wow you did so much to set up an action group, to be honest I can’t remember you doing anything of the sort. The only thing you have ever done is post continuously on LSE on a share that you are not, or probably ever been invested in. I just find that a little strange. Enjoy your weekend