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OK thanks
Let's see if anyone else put there is willing yo.put themselves out to try and save the company
Let's see what the BOD have planned too.
They cannot fail to notice that a hood portion of shareholders are not happy so let's hope they pull their weight moving forward
1.
3.
4.
Are certainly a priority
Until the financial situation is investigated it is hard to state 2. But nothing is off the table.
The proposed new board will be looking to protect shareholders interests.
How many companies state that and actually mean it?
Have the current board done so?
Voters decide.
Very well put.
I have released a proposed directors and priorities statement but it's too long to post here and I don't believe I'm allowed to send links without being banned.
Telegram users can find the group MNRG 2.0 or my twitter Block4gooner67
The plan is to improve the non existent communications for sure.
I believe in being open and honest as do my fellow requisitioners.
It's going to take time if we can oust the current CEO and Chairman but a thorough investigation of assets,debts and prospects will be evaluated as soon as possible.
No empty promises
Part 2
The above potentially represents a major irregularity in respect to the Companies Act 2006, notable section 314 in relation the GM, in that the total number of voting shares, and those not in public hands, have not been properly declared in the companies website or in the circular.
Secondly, we draw your attention to a further improper irregularity in respect to the position of Christian Schaffalitzky, whereby he has publicly indicated his intention to resign should the resolutions proposed by the requisitioners be voted for by shareholders. This can only be treated as a undue threat to both undermine valid proposed resolutions at the GM and dissuade shareholders a free vote on the future composition of the MetalNRG board of directors. Mr Schaffalitzky is fully aware of the impact of this statement and the potential for a suspension from the stock from trading on the London Stock Exchange (LSE), being in conflict with his statutory fiduciary duties (CA 2006, Sections 171-174) in numerous respects; notably in disregard to the company articles; his duty to promote the success of the company; and finally to exercise independent judgement in discharge of his non-executive role in MNRG.
We would also like to note that Mr Schaffalitzky is currently, or has been, involved with a number of other companies on the LSE. Such companies are at present either suspended or threatened to be suspended by the LSE. At least two of these companies have had dealings (direct or indirect) with MetalNRG or its directors. In such circumstances we question Mr Schaffalitzky’s judgment and the potential conflicts that there may be behind his recent statement as well as behind the (failed) transactions that he indirectly agree to bring to MetalNRG and/or its partners.
We would respectfully request that Mr Schaffalitzky reflects on his public position in light of the consequences that could play out for MNRG shareholders. We question also the legality of such a threat in respect to CA 2006, s172, and we invite Mr Schaffalitzky to confirm he is committed to remain on the board in order to allow appropriate disclosure, due diligence and controlled hand-over in all such matters.
The above confirms our opinion that the board of MetalNRG, especially since the AGM, seek to continue the frustration of shareholders for their own interests and we can only look forward to positive change at MNRG with the outcome of a general meeting that is fair and legally valid.
Your sincerely,
Edward Spencer
On behalf of the Requisitioning Shareholders
Part two.
Dear Mr Gerritsen,
I write to you in relation to the upcoming General Meeting (GM) called for the 11th of January 2023, and the information provided by MetalNRG Plc (the “Company” or “MNRG”) in the circular issued on 19th of December 2022 and amended on 23rd of December 2022.
At the outset, I wish to point out that the nature of the information contained in the MetalNRG circular is dedicated to improperly discredit or dismiss the requisition, this matter has been passed to our legal advisers and we will revert in detail on all the points. More importantly, the Circular has in no way addressed the dramatically precarious position of the company and as such the prospects for a going concern following an unsuccessful vote for change. Furthermore, there is also no mention of the true debt position of the company, no details on other liabilities, no new positive information in respect to current projects, no details of other projects that may be subject of a future prospectus, and nothing in respect to the failed resolutions in the Annual General Meeting (AGM) and nothing to indicate that the board has a substantive plan for the future.
Moreover, it has come to our attention that some of the information in the circular does not comply with relevant sections of the Companies Act 2006 and it is our request that certain information is urgently clarified such that a fair and legally valid vote may occur at the upcoming GM.
The first question arises in respect to the total number of shares in issue versus the total number of shares in public hands, as depicted in the company website today, where we note a differential of approximately 100 million shares, which we can only presume does not include the shares held by directors, which we understand from the circular amount to a total of approximately 82 million shares (not circa 98 million per the company website today - as of 07/10/22).
This discrepancy appears to have arisen with the settlement of the loan note due to Global Investment Solutions Limited (GIS) as announced via the RNS on 7th October 2022, whereby the outstanding sums due to GIS were, at least to a degree, settled via a security in favour of GIS provided by EQTEC Plc (EQT).
The above RNS describes a transaction to offset the security due by EQT to GIS with the issue of a new (convertible) loan note from MNRG in favour of EQT.
The net result of the transaction appears to have been the transfer of shares from EQT to a third-party (or GIS) in exchange for the new loan note, with a face value of £100,000 and with certain rights to convert to MNRG shares at a later date.
The shares that have been transferred from EQTEC to a third-party, and potentially noted as not in public hands on the company website, amount to approximately 100 million shares and are without any statutory TR1 notice or other public notice to accompany the transfer other than the TR1 from EQT confirming a reduction in holding
Please be advised that on reflection a statement before Christmas from the requisitioners is going to be difficult to achieve.
I feel that it will be better served by being available hopefully the end of next week
As you hopefully appreciate this time of year is busy for all including us
We need to have any statement reviewed by the lawyers too to ensure its appropriateness also
Sadly I have to agree with all your statements
As you have stated assuming the current BOD are removed there is going to be a period of investigation for any incoming directors. It hs impossible to say what is going to happen so no empty promises will be given.
I have always been honest and open in life and will continue to do so.
I have the interests of all shareholders at heart and if the current BOD had kept to their "corporate Governance" statement on their website we would not be in this situation.
A statement is currently being reviewed by all parties and should be out within the next 36 hrs
Hope thst helps
Where has the buying been in the past 18 months?
I know for a fact that it was suggested to the current board that they could show faith by opening their wallets.
Now suddenly leading up to a vote to oust them it's opened?
I can assure you there will be an update this week
No anger on my part just disappointment.
As far as proof I don't know how that would be possible. There are users on here who know me personally as do a lot of the users on the telegram group mnrg 2.0 which I own.
For the information of users here.
Most of you should be aware that I am Edward Spencer.
I have been a Tr1 holder for a fair while now and just want to let those of you who are unaware of who I am.
My integrity has been questioned recently and one user has been trawling through my history to try and taint my name.
He or she has been hilighting my post from Feb 2021 when my wife and I got the nicknames of Frank and Betty and lady Di's parents.
This I found very amusing and played along.
I liked the speculation of our jobs etc.
Edward Spencer
Unfortunately I cannot edit this post :)
Due to the equity issue on the 7th of October the total amount of shares is now 1,231,704,269.
Mr Spencer owns 90m shares which equates to the mentioned 7.3£
Sorry.
Which name are you on the rns if you don't mind me asking
The time is coming to vote.
The last AGM bloodied the nose of the BOD and this provides another opportunity.