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Board Changes

22 Oct 2014 13:30

RNS Number : 0123V
Madagascar Oil Limited
22 October 2014
 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE

UNITED STATES, AUSTRALIA, CANADA OR JAPAN

 

22 October 2014

MADAGASCAR OIL LIMITED

("Madagascar Oil" or the "Company")

 

Board Changes

 

Madagascar Oil (AIM:MOIL) today announces the following Board changes, all of which are taking place with immediate effect.

Mr Teck Soon Kong, a Non-Executive Director of the Company and nominated representative of Benchmark Advantage Fund Ltd and BMK Resources Limited (the "Benchmark Parties") has, at the direction of the Benchmark Parties, resigned from his position as a representative of the Benchmark Parties and Non-Executive Director of the Board, with immediate effect.

In addition, Mr Al Njoo has resigned from his position as a representative of the Benchmark Parties and Non-Executive Director of the Board, with immediate effect.

The Benchmark Parties have the right, in accordance with the terms of the relationship agreement entered into between the Benchmark Parties, SEP African Ventures Limited ("SEP") (formerly Persistency Private Equity Limited) and the Company on 18 December 2012, and amended on 24 January 2013 (the "Relationship Agreement"), to appoint two nominated representatives to the Board in order to fill the vacancies created by Mr Kong's and Mr Njoo's respective resignations.

The Relationship Agreement was entered into, inter alia, to afford certain protections to shareholders of the Company, given the significant influence the substantial shareholders, being the Benchmark Parties and SEP, could potentially exert on the Company.

Furthermore, SEP has exercised its right, in accordance with the terms of the Relationship Agreement, to change its nominated representative to the Board.

Consequently, Mr David Mahoney, a Non-Executive Director of the Company and nominated representative of SEP African Ventures Limited ("SEP") has, at the direction of SEP, resigned from his position as representative of SEP and Non-Executive Director of the Board, with immediate effect.

In his place, Mr Andrew Morris, who was previously the Non-Executive Chairman of the Company, has been appointed as a Non-Executive Director of the Company and as the nominated representative of SEP, both with immediate effect.

The following additional information, with regard to Andrew Morris, is provided in accordance with paragraph (g) of Schedule Two to the AIM Rules for Companies:

Andrew James Morris (aged 46)

Directorships/partnerships:

Current Directorships

Past Directorships (last 5 years)

Vokings Advisers Limited

Madagascar Oil Limited

Blake Oil & Gas Limited

Southwest Energy Limited

Canargo Limited

Falcon Oil & Gas Ltd

Canargo Samgori Limited

Direct Petroleum Exploration Inc

Canargo Power Corporation Limited

Persistency Capital LLC

Martkopi Oil Company Limited (formerly Canargo Norio Limited)

Persistency

Nazvrevi Oil Company Limited (formerly Canargo (Nazvrevi) Limited)

Persistency Private Equity Limited

Kriisa Research Inc

CLMS Management LLC

Ninotsminda Oil Company Limited

Camomille International Ltd

Argonaut Well Services Limited

Blake Africa Limited

 

Mr Morris is interested in options over 1,500,000 of the Company's common shares, exercisable at a price of 18p per share. In addition, Mr Morris' wife is interested in 324,382 common shares in the Company, representing approximately 0.05% of the issued share capital of the Company.

Mr Morris and Mr Morris' wife hold shares representing approximately 3% of the issued share capital of Swiss Energy Partners AG (the ultimate parent company of SEP). SEP, of which Mr Morris is the nominated representative, is currently interested in 152,948,734 common shares representing approximately 23.51% of the issued share capital of the Company. This shareholding is not directly held or controlled by Mr Morris or his family.

There is no other information that is required to be disclosed pursuant to paragraph (g) of Schedule Two to the AIM Rules for Companies.

The Company would like to thank Mr Kong for his invaluable service to the Company, particularly in respect of his advice to the Board and his assistance with progressing the Block 3104 Tsimiroro Development Plan which, as announced on 24 September 2014, is on track for submission by the PSC deadline of 4 November 2014. The Company would also like to thank Mr Mahoney and Mr Njoo for their service to the Company.

 

Contact Information:

 

Madagascar Oil limited

Iain Patrick - Senior Independent Director

Gordon Stein - Chief Financial Officer

 

+44 (0) 20 3356 2731

 

 

Strand Hanson Limited

Stuart Faulkner Angela Hallett James Dance

 

+44 (0)20 7409 3494

 

Mirabaud Securities LLP

Rory Scott

Edward Haig-Thomas

 

+44 (0)20 7878 3360

 

Bell Pottinger

Henry Lerwill

 

+44 (0)20 3772 2500

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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