Dukemount Capital Share Discussion Threads

[pwhite73] 07/3/2023 08:20

Delisting

There is some confusion on LSE chat about a delisting. A company can only be delisted two ways. The first is for the directors to propose a delisting to the share holders in which they need a 75% acceptance of votes cast. DKE will never achieve this as all the shares are held by PIs. The second is for the FCA to cancel the listing as a result of the company being in breach of listing rules for example not filing accounts.

In order to file accounts DKE needs funding.

RNS 22/11/22 - "The Company is working with its auditors and funders to complete the audit as quickly as possible so that it can apply to for its shares to be allowed to resume trading."

The company also needs a prospectus to raise funding via the markets and also to move from the real estate sector to the energy sector. The problem for DKE is that at suspension the market cap was only £700k and it had no business so any prospectus to issue new shares would also have to involve an RTO. Another problem for DKE is that the stock was illiquid until it crashed and became attractive to bottom fishing PIs looking for a multi-bagger on recovery. But the shares could not recover as the company ran out of money and was forced to sell its only assets.

Unless someone or some entity was after the main market listing I just don't see anyone injecting cash into DKE. At the moment its just a question of wait and see but the closer the timeline gets to 30/04/2023 the less likely the shares will be relisted.

As for an extension of the delisting deadline the FCA will only extend in exceptional circumstances such as the case of REVB capitalised at £60 million with 220 employees or ICON that was placed into administration.

[pwhite73] 05/3/2023 11:05

I see on LSE chat investors are getting excited about a relationship with MASDAR, well they shouldn't be.

DKE is categorised under Real Estate therefore it cannot move into the energy sector without a prospectus being issued. Furthermore it has not held a GM since July 2021 which is over 18 months ago therefore a GM is due before any prospectus can be issued. They may decide to hold the two together but time is not on there side. A company has to give 21 days notice for a GM.

The shares are due for cancellation on 30/04/23 as a result of being suspended for 6 months. Therefore notice for the GM/prospectus has to go out on or before 09/04/2023.

There is an update on their website dated 03/02/2023 regarding progress on the audit and year end results yet they never released it as an RNS when it was clearly RNS material. I think the reason is that they were simply playing for time to silence the barrage of emails they were receiving from concerned shareholders.

The trouble with the audit/results is that their publication alone will not lift the suspension as the company without a cash injection or a means of raising cash is not a going concern. The FCA will not lift the suspension if the company is insolvent which it is at the moment. Trading whilst insolvent is an offence under Section 214 of the Insolvency Act 1986.

At this juncture in time I am inclined to think they have come to the conclusion it is not worth the financial costs of trying to reinstate the company on the AIM and will therefore allow the suspension to lapse with a due cancellation of the shares on 30/04/2023.

Obviously my views may change on any further announcements from the company.

[pwhite73] 20/2/2023 17:15

I see many fretting about a delist on LSE Chat.

Firstly the directors cannot voluntarily decide to delist the company themselves they must put a vote to the shareholders and I think they need 75% acceptance.

However they can apply for administration which is highly unlikely because if they had money to pay for administrators then they have money for the accounts.

The timescale for delisting on the market is six months from suspension which is 30/04/2023.

The danger for the company is that they need a prospectus to issue more shares. So there is no point in doing the audit to get the suspension lifted when they can't do any deals without a prospectus. I think its both or nothing at all.

[pwhite73] 22/11/2022 08:05

RNS 22/11/2022 - "Dukemount has appointed Peterhouse Capital Limited as its sole broker....The Company is working with its auditors and funders to complete the audit"

Shard was the previous broker so it has either been sacked or resigned. Why are the funders involved in the audit?. Because the company has no money and therefore the audit cannot be signed off as a going concern without new funding. How is the company going to be funded if it can't issue new shares without a prospectus.

This RNS looks like a stop gap to get people off the company's back. Unless somebody is going to put up money ahead of the prospectus I don't see the suspension being lifted anytime soon. Even if there is new funding because of the change of business from real estate to energy the FCA may still not allow the resumption of trading without a prospectus.

[1savvyinvestor] 22/11/2022 07:21

Very strange . Why would a new broker take on a company that can't audit it's accounts . Fund raise at 0.1? It's there only way out

[pwhite73] 19/11/2022 12:40

That's what it looks like to me. I think the only hope now is if Zak Mir can persuade some of his corporate connections to put up the money. The problem is DKE is not a cash shell as many on LSE chat seem to think. The company has about £2 million of debt liabilities. Furthermore given the state of the economy and the looming recession this is not the right time to be reversing into an insolvent company that is already carrying £2 million of debt.

I think PG setting up all these new TBC companies is just a face saving exercise to say "look I'm still in business".

But who knows there may be a big backer in the background. Shareholders can do nothing but wait and see.

[cygnet4] 19/11/2022 12:17

Well which ever way looks like DKE is finished.

[pwhite73] 19/11/2022 12:12

cygnet4. If a company has creditors other than HMRC they tend to go into administration first before being wound up like my comment above.

[pwhite73] 19/11/2022 12:11

LSE Erebus55 - "Wonder how much attention Gazzard gives here given how many companies he is involved in."

Interesting point given another one of his companies went into liquidation only three weeks ago.

[cygnet4] 19/11/2022 12:05

PWhite, I doubt they have any intention of doing anything. Company will be wound up after end of January accounts deadline.

[pwhite73] 19/11/2022 11:41

RNS 26/10/2022 - "On 20th October the Company announced that Dukemount Capital Plc, had issued 128,132,190......However, following further discussions with its advisers, and a clarification of the current Prospectus Rules, the application to admit the shares has been withdrawn. The shares could not be issued and admitted in full without a Prospectus."

This a technical issue the company is having problems with on two fronts. The last annual GM was held in July 2021. The resolutions passed in July 2021 allowed the company to issue up to 3,046,875,000. The company only has 616,243,164 shares in issue so there is plenty of headroom for additional share to be issue. The problem is the resolutions would have expired 12 months later in July 2022. As far as I'm aware there was no GM held this year. This why the FCA stopped 100 million of the 128,132,190 they wanted to issue and allowed only 28,132,190 to be issued on 28/10/2022 to meet certain obligations.

The other issue is this. I have stated before DKE is listed under the real estate sector. A company that wishes to change business and trade under another sector would require a prospectus and gain shareholder approval this is why they've been mooting about a prospectus since January 2022. A new prospectus is also required because the finance company that made money available did so on the premise that DKE was operating in the real estate sector so to change operations is effectively a breach of contract.

DKE needs money for a new prospectus and money to cover them for the next twelve months before the accounts can be signed off and the shares relisted.

[pwhite73] 19/11/2022 11:23

LSE sianna- "This situation is giving me sleepless nights.. the rns reads different to what is really might happen and the BoD cannot get away with misleading us .,. This is fraud and taking people money".

That's correct. Lets' dissect it.

RNS 01/11/2022 - "Dukemount Capital Plc, has been unable to complete its audit for the year to 30 April 2022 in the required time and has therefore requested that its shares be suspended until it can be completed. Once completed the Company will apply for its shares to be unsuspended and to commence trading."

Firstly if accounts are not filed on time a company cannot request a temporary suspension that is done automatically by the London Stock Exchange. The RNS says the company has been unable to complete the audit on time. It is unlikely the auditors would run out of time to complete a company with a market cap of just £500k and little to zero business. The audit would have been completed some time ago but the company has no finances so is not a going concern. If it were allowed to relist and continue business with no money that would be tantamount to trading whilst insolvent which is a criminal offence under the Companies Act 2006.

[tappingl] 18/11/2022 23:48

Where are u Borris? Lounging around with the illuminati in the Caribbean having been paid off?

[borris_johnson] 15/11/2022 02:29

Filter Pwhite73 he’s a well known Troll he will create unnecessary panic

[borris_johnson] 15/11/2022 02:26

Im guessing this will open 1000%

[borris_johnson] 15/11/2022 02:26

Should come out of suspension by Friday

[pwhite73] 14/11/2022 15:43

This doesn't look good at the moment. Any RTO would need to take into account the £1.8 million of liabilities. With a recession looming I don't see any company reversing into DKE willing to take on these debts. Some say there is value in the standard listing. Well there isn't at the moment. Listed companies are going into administration at an alarming rate Joules being the latest. Companies that are looking for a listing to reverse into are spoilt for choice right now.

Without somebody investing about £6 million I don't see how this can come back. I suspect the BOD will just allow the company to be struck off by Companies House and the listing lapse. These are just my views and they could prove me wrong tomorrow.

[pwhite73] 11/11/2022 15:13

Borris_johnson - "Dke will be back up n running next week, accounts have been filed on Tuesday. Boom coming"

Total BS. Filed with who. If the year end accounts are filed with the FCA they come out as an RNS the same day even after the market is closed. If they are filed with Companies House they are on the website 24 - 48 hours later advising viewing can take up to 10 days when in reality its about a day later.

[sianna1] 11/11/2022 10:36

How would you know this.?? The company have never been forthcoming with any leaked information

[borris_johnson] 11/11/2022 10:33

Dke will be back up n running next week, accounts have been filed on Tuesday. Boom coming 💥

[troutisout] 11/11/2022 07:30

sianna,

They won't have anything to RTO into until they get their accounts sorted out and signed off.
Lots of people asking for more information from the Company, this Comapny don't do information and when they do much hasn't actually come to fruition.
There is obviously a problem, why would the Company want to air that publicly for the sake of a shareholder base that mainly arrived 3 weeks ago on a wave of ramping?
They need to sort that out behind the scenes and I suspect it needs financing so they will not want to put themselves in a weaker position than they already are with public statements.
Share holders also need to think about the Company liabilities, lenders and creditors will come before shareholders, if there is an RTO I cannot see much being left to share around the remaining shareholders once the lenders and creditors dilute them out with equity conversions.

[sianna1] 10/11/2022 19:11

Then rto needs to be completed asap for us to get the results we are expecting

[pwhite73] 10/11/2022 17:10

Couple of points to advise the headless chickens on LSE chat.

1. Zak Mir knows exactly why DKE is suspended and why there is no communication with the shareholders.

2. In my opinion DKE is suspended because it has no money for an audit or a prospectus. It needs financial resources for both and as such at the moment is not a going concern.

3. The year end was 30/04/2022 so the company had until 30/10/2022 to file its accounts with the London Stock Exchange. As it has not done so the shares have been suspended.

4. The company has until 20/01/2023 to file its accounts with Companies House or steps will be taken dissolve it. This is 9 months from the year end.

From what I can see the DKE suspension is one of cash only nothing else.

[cygnet4] 07/11/2022 22:45

PWhite - on dear, hope you are alright?