Lms Capital Regulatory News (LMS)

25 Nov 2011 07:00

25 November 2011

LMS CAPITAL PLC

BOARD CHANGES AND GENERAL MEETING

LMS Capital plc ("LMS" or the "Company") announces that its board of directors (the "Board") has agreed a process to reconstitute the Board. This process, which is intended to ensure that the Company has an independent Board in place to oversee its wind-down in the best interests of all shareholders, and to reflect good corporate governance, has been established with the Concert Party described in the Company's circular to shareholders dated 7 November 2011.

A Committee of the Board (the "Special Committee") will be appointed to manage the reconstitution and will comprise Richard Christou, Robert Rayne and Mark Sebba. Mark Sebba will chair the Special Committee.

The Special Committee will effect the search for two new independent non-executive directors with the assistance of search consultants.

Upon the appointment of the two new directors, John Barnsley and David Verey will stand down from the Board, and Robert Rayne will stand down as Chairman but remain on the Board. Richard Christou will replace Robert Rayne as Chairman.

On the basis of these arrangements and the Board's support of Robert Rayne, the Concert Party has withdrawn its request that shareholders be asked whether they agree that he remain on the Board. Accordingly, the third resolution relating to Robert Rayne set out in the Company's circular of 7 November 2011 will not be considered at the general meeting convened for 11.00 a.m. on 30 November 2011 and shareholders will only be asked to vote in relation to the two resolutions to approve the Company's proposed wind-down strategy. The Board is unanimously recommending that shareholders vote in favour of this strategy.

Enquiries

Quayle Munro: 020 7907 4200

Colin La Fontaine Jackson/Andrew Tuckey

Matrix Corporate Capital LLP: 020 3206 7175

Paul Fincham/Rob Naylor