Avi Global Share Discussion Threads

[dell314] 12/11/2004 16:29

Companies House has official Morpheme Administration start date as two days after your appointment date for new Cometguide directors...


Name & Registered Office:
MORPHEME LTD
Company No. 03784885

Number of Cases: 1
Case Number: 1 (of 1 cases)
Case Type: IN ADMINISTRATION
Admin. Start Date: 22/10/2004


I suppose Jez can still argue that he was just taking precautions to have a back up "rescue" plan, in case no bidders came forward...

Rgds
dell
DYOR, IMO

[ldmachin] 12/11/2004 16:23

...And Jez didn't resign until the 25th Oct, meaning he set up the company while he was still CEO of Argonaut Games PLC. Conflict of interests, looking after himself and not shareholders. More evidence.

Cheers.

[ldmachin] 12/11/2004 16:20

Daisy777,

Yes, Morpheme wasn't sold to Jez San until the 29th. Talk about premptive. I've emailed the fsa and got a reply stating they are looking into it, i suggest other shareholders do the same.

[e-mail]

Cheers.

[fitbod] 12/11/2004 16:18

LDMachin: Yet another piece of evidence that a best price wasn't gained by the administrators for creditors, which they legally are obligied to do.

If Morpheme is sold off for a significant amount in the next few months I would be absolutely fuming if I were an AGT shareholder.

I don't think I've offered my sympathies on this but I certainly feel them - I've taken my fair share of losses over the years but I've never been in a position whereby a company has stopped trading or had it's shares suspended, and certainly nothing that smells so utterly filthy.

[daisy777] 12/11/2004 16:17

Glad its arrived.

They were appointed 20th October 2004, 5 days after trading was suspended with AGT and before Morpheme Wireless Ltd was renamed (from Cometguide Ltd).

[ldmachin] 12/11/2004 16:11

Daisy777,

I've got it, thanks. Looks like Jez has put down his wife for company secretary, isn't that nice.

Cheers.

[daisy777] 12/11/2004 16:05

The document is a 5-page PDF file, which has been emailed to group members.

[fft] 12/11/2004 15:47

Jiggle, agreed. Done it myself. They are called "off the shelf" companies.

jes will have just phoned up, been given a choice of 5, and bought one. He will have then submitted form xyz to change the name.

[ldmachin] 12/11/2004 15:44

Well at least they had the decency to put the word 'rescued' in quotes.

Yet another piece of evidence that a best price wasn't gained by the administrators for creditors, which they legally are obligied to do.

Cheers.

[jiggle] 12/11/2004 15:43

Folks - good investigation of the companies house stuff, but if the company changed it's name on 3rd November it is highly likely that Jez had nothing to do with it until that week.

Accountants set these companies up and have them waiting as a "shell" ready for someone to buy and then rename as they see fit. They are almost always new companies that have no trading history.

What usually happens is that you phone up the accountant, tell them you need a company asap, they give you a list of company names already set up, you pick one, the original directors "resign", you get appointed and then you change the company name via companies house.

It's a 10 minute job to be honest; so unless the application to change the name was done before all this mess started, ie. before the suspension; then this looks like the likely scenario and completely legal.

[minky whale] 12/11/2004 15:39

More for you from MCV 12/11/04


Could Morpheme be sold again despite having just been purchased by Jez San from erstwhile parent Argonaut?
The North London-based codeshop was 'rescued' by San just as Argonaut went in to receivership. He bought all the assets and renamed the company Morpheme Wireless, leaving Morpheme Ltd in the hands of the administrators and effectively worthless.

Now insiders suggest that Morpheme Wireless is willing to listen to potential suitors. With US companies such as JAMDAT, Sorrent and Mforma plus French big hitter In-Fusio all flush with cash from recent funding rounds it's easy to see where the interest might come from.

Morpheme would be a good catch. It has been in mobile since the beginning and survived tough time to emerge as a developer of world renown. The company also owns supporting technologies such as Morphmark, which tests the performance of games on different handsets.

For the moment Morpheme Wireless will continue on current projects while dealing with administrative and fiscal hassle of a start-up. But according to director Matt Spall the mood is good among the staff and they remain grateful to San for his intervention: "Its obvious he believes in what we're doing here and he's enabled us to carry on. We thank him for that."

[gazzastrip] 12/11/2004 15:21

LDM, I remember him picking me up on it a couple of times when i said he purchased the "companies" he pointed out he only purchased the "assts", he made a point of it!

He may have meant business assets,but he said that he had not purchased the companies,which i guess means the shares of the companies? I imagined this was to allow any other detrimental issues to rest with morpeheme and jam,i.e he wanted the good bits but not the bad ones! But i am no expert on this.

[daisy777] 12/11/2004 15:21

I'm waiting for some details on company no. 05245219: Morpheme Wireless Ltd/Cometguide Ltd. So far I can confirm the company was incorporated as Cometguide Ltd on 29/09/2004 and its name was changed to Morpheme Wireless Ltd on 03/11/2004.

[ldmachin] 12/11/2004 15:17

We should get in touch with "Working lunch", they're normally very good at highlighting dodgy corporate activity and have experts on hand for opinions.

Cheers.

[ldmachin] 12/11/2004 15:14

gazzastrip,

According to the RNS, Jez purchased the business (including their assets):

"Asher Miller and David Rubin of David Rubin & Partners, the Joint Administrators appointed to the three trading subsidiaries of Argonaut Games plc, announced that sales have been completed of the businesses and assets of Just Add Monsters Limited, the Cambridge based games studio and Morpheme Limited, the Kentish Town subsidiary in North London. The businesses have been sold to new trading entities controlled by Jez San, the former CEO of Argonaut."

i.e. lock stock and barrel, the Develop interview co-oberates this.

Cheers.

[targatarga] 12/11/2004 15:07

nice one gazza. would be nice if we could get financial help from the press to fight this. Good publicity for the likes of the daily mail? regards

[gazzastrip] 12/11/2004 15:01

It was obviously incorporated for jez and his use,if not by him. Once he had secured the subsidiary/ies he would have changed the name of the new trading entity.

When i spoke to the administrator earlier this week ha was at pains to tell me that sans purchased the assets of morpheme and jam and not the companies. Does this mean that liabilities remain with the group?

Theres a lot more to come out of this i reckon and i think the actiongroup needs to meet up to move forward.I have a lawyer who is prepared to come to a meeting without charging,listen and provide guidance and then say whether he thinks there is something to go at or not.

[daisy777] 12/11/2004 14:56

Thanks Harry.

[ldmachin] 12/11/2004 14:44

John Crilly stated this on Nov 2:

"I'm afraid the administrators have not reported to the Board yet so we do
not know the details of the transactions, save that the business and assets
of both companies have been sold to two companies in which Jez San has an
interest. This is the statement we put out last week and is the full extent
of our knowledge at the present time. Once the administration has made
headway in respect of the creditors they will report to the Board and give
us the details at that point. I can assure you as a Board we too are very
keen to understand how much was raised from the disposal."

It now appears that Morpheme was sold to Cometguide Ltd and then the name changed to Morpheme Wireless Ltd on 3/11/2004 surely?

Cheers.

[daisy777] 12/11/2004 14:41

Jez is involved with a number of other companies, was Cometguide Ltd one of them?

[gazzastrip] 12/11/2004 14:38

Thanks dell/daisy, i thought that was too good to be true!

[daisy777] 12/11/2004 14:35

Name & Registered Office:
MORPHEME WIRELESS LIMITED
66 WIGMORE STREET
LONDON
W1U 2HQ
Company No. 05245219

Status: Active
Date of Incorporation: 29/09/2004
Country of Origin: United Kingdom

Previous Names:
Date of change
03/11/2004

Previous Name
COMETGUIDE LIMITED

An association/connection with Morpheme Ltd may be established (Directors etc).