RE: Delisting11 Nov 2024 08:23
There you go …..tucked away in the AIM admission documents;-
Following Admission Peter Fowler will continue to own and control a substantial amount of the Ordinary Shares.
Following Admission, 49.97 per cent. of the Enlarged Share Capital will be owned by Peter Fowler, his wife and his son Stuart Fowler. The ownership of a substantial percentage of the Ordinary Shares by such holders will enable them to exercise significant control over matters requiring shareholder approval and may have the effect of delaying, deferring or preventing a change in control of the Group, may discourage bids for Ordinary Shares or may adversely affect the market price of the Ordinary Shares. However, Peter Fowler has entered into a Relationship Agreement with the Company and JM Finn which regulates the manner in which control can be exercised. A summary of the key terms of the Relationship Agreement is set out at paragraph 12.5 of Part 4.
Part 4 - 12.5
A Relationship Agreement dated 15 June 2007 between the Company, Peter Fowler and JM Finn pursuant to which, conditional on Admission, Peter Fowler has agreed with the Company and JM Finn that whilst he, any related party (being “an associate” as defined in paragraph (c) of the definition of “related party” in the AIM Rules) and/or his son Stuart Fowler (being together the “Related Parties”) controls the right to exercise more than 45 per cent. of the rights to vote at general meetings of the Company, he and any of his Related Parties will vote, inter alia, so as to ensure that the Group can carry on its business and conduct its affairs independelty of him and/or his Related Parties.