Global Natural Energy Share Discussion Threads

[model635] 25/2/2009 08:18

Just like the board who say they have more votes than they've put in print the action group is the the same.Looks like we'll end up with a divided company.Where we all go now who knows,an investment company without ICT status is a non starter and nobody will invest in a company with such a high percentage of hostile voters.Looks like this story still has another chapter.

[kooba] 24/2/2009 15:56

waiting for the registrar to call back with some answers as to what exactly was wrong with a number of submitted proxy's.when new proxy's are going out and whether there is a letter from the board and/or keith moss being sent as well.will let you know if i get the promised response.
sarah jacobs out of office again...still not recieved response to question relating to all relevant information on mr ratcliffes current and past directorships pursuant to paragraph[g] of schedule 2 of the AIM rules sent on 17th.almost like they're ignoring me!

[model635] 24/2/2009 15:22

Looks like it will be dull until a week tomorrow.

I'd like to think that the letter to shareholders went out but doubt it, I think they'll hold it until they are sure that it won't impact the voting.

The rumours are that Vaiman's stake is on the market so how he'll vote is anyones guess.I think on balance he won't be happy with the situation so there's still a glimmer of hope!

[kooba] 24/2/2009 08:53

microgen results out they read well though seem cautious about outlook but are looking at strategic opportunities with their cash balances...ring any bells??

if anyone wishes to discuss them or gne situation
Martyn Ratcliffe, Chairman | 01252-772300

from mcgn chairmans statement.
"With the economic environment anticipated to be difficult throughout 2009, the
Board remains cautious in its outlook"

"....significant cash resources enable the Board to explore strategic opportunities as they
arise, the Board's prudent approach will continue in this period of economic
instability."

[topvest] 23/2/2009 22:01

This all seems a bit irregular to me. There is normally more time in these situations, but time appears to be running down here without even proper proxy cards out in the public domain. Do we have a lawyer / company secretary to comment on whether or not this complies with the Companies Act? I could look, but I don't have time.

[kooba] 23/2/2009 21:44

gne would argue that it is trying to help the silly pi's who have not completed their proxy forms correctly and that it has no legal reason to do so [if there had been an error in the documentation they would have had to recall meeting] however it is an unusual move [as is much to do with gne] and i will try to find out from registrar exactly why proxies are invalid.my guess at the moment is that they are blank proxies and shareholders have voted no !! and have signed but have not completed the registered shareholder info correctly...hense shareholders are being sent personalised forms.will update if i find out.
agree on timing issues and from reading the media it would appear gne should also be sending out a letter from keith moss of the action group...perhaps they will send this with the new proxies and another accompanying letter just to confuse everyone and ensure the rebel letter has less impact.
if ratcliffe is as slippery at stealing shareholder value from other situations as he is here...perhaps he can make money for us other shareholders not just for himself!!

[nod] 23/2/2009 19:44

You would likely not have time to vote if you lived overseas. Letters can take best part of a week each way.

Mr Vaiman, for example, lives in Israel.

And what if a shareholder is away from home for a few days?

Isn't there a statutory time limit for forms?

Given the amount of time GNE has had to prepare communications they seem to botch the simplest things.

[topvest] 23/2/2009 19:23

The comment about proxy votes today seems bizarre to say the least. Surely, this is not giving shareholders sufficient time? All seems very convenient for the directors, one has to say.

[kooba] 23/2/2009 17:54

i think the main reason we are where we are is that the raiding party made it clear that if the board did not agree to their proposals that they would take action against the board since they had demonstrated control.either by an quick general meeting to oust the board or even legal action if the board pushed ahead with the distribution.
i think the board got scared and peed their pants at our expense.i do not think that they could have been sued for complying with approved shareholder resolutions even if there had been a change in the shareholder makeup.

legal action is very expensive regulatory action is not.

my concerns revolve around the level of control that ratcliffe had in mid dec and has now and if he demonstrated effective control in mid december he would have needed to speak for more than the official concert party holding of 28.7%...where is the rest of his support and if they were supporting him in concert why do we not have an offer situation with all shareholders being offered 190p since they could speak for more than 30% allegedly?

[chrismez] 23/2/2009 17:40

Actually guys the more I think about it, and the more I have thought about it, there would seem to be a case for legal action here. I am not an expert in this field of law, however, there would seem to be a case here for two separate and distinct actions - one a writ of prohibition preventing this meeting taking place or rather preventing the vote that is proposed taking place and second a writ seeking specific performance (in effect) of the vote referred to above, that is to say an action which would seek to enforce the vote regarding the special dividend. Does anyone know if anyone is looking into this side of it - it maybe that taking the directors to court for breach of their fiduciary duties to all shareholders will be the only thing that our Mr. Port would understand.

[chrismez] 23/2/2009 17:20

Mr. Port we could sell but as has been pointed out, we wouldn't receive as much as we would have received before this hair-brained scheme was agreed to by you and the rest of the directors. But turning your statement around - you could always honour the special dividend you proposed and then had agreed and ratified through a vote: you could always honour that agreement - that is if you're an honourable type! But I guess you're not eh?

[model635] 23/2/2009 16:26

I think the directors will hold back the "letter to shareholders" just long enough so it will be too late to vote.

I asked if the letter had been posted and got this reply

"....................the statement will be circulated to shareholders as soon as reasonably practical".

Perhaps some "white knight" will ride to our rescue, oust the board and return all the cash to shareholders.

But maybe Robin Hood has been layed low by the "credit crunch"

[model635] 23/2/2009 15:25

Somebody ought to film the EGM and post it on You Tube.Watching the directors justify their greed will be a warning to others.Unfortunately Ratcliffe probably won't attend,I'd love to hear his reply as to what investing experience he believes he has that warrants 250k per year plus massive bonus!!

[model635] 23/2/2009 14:54

Doing a few sums it will come down to Vaiman.The board still seem confident,Ratcliffe as usual hides away (some chairman he'll make!),I'm trying to remain optimistic but history has shown that those who have the power behind GNE have little regard for shareholders rights.Maybe this time they have overstepped the mark, it would be a great victory for the underdog if we could stop Ratcliffe's greedy grab for the cash.

[steve36] 23/2/2009 14:29

"The shares now are more than 70 per cent higher than they were a year ago, "

And how does the share price compare to where it was at the time of the announcement not to proceed with the dividend, Mr Port?

[kooba] 23/2/2009 13:54

is he offering investment advice???

[model635] 23/2/2009 13:37

David Port's remark "shareholders can always sell" speaks volumes!

[kooba] 23/2/2009 13:21

CITY

Fury of GNE shareholders after '£36m deal betrayal'

By Andrew Johnson

23 February 2009

The Daily Express

City & Business Edited by ANDREW JOHNSON

FURIOUS shareholders in Aim-listed GNE Group have rebelled against boardroom plans to turn the petrol stations firm into a technology investment fund. They have launched an action group claiming directors "reneged" on promises to pay a 150p-a-share special dividend to more than 6,000 investors from a £36million cash pile.

The action group says the company has been "hijacked" by minority shareholders, led by Microgen chairman Martyn Ratcliffe. Opponents to the fi rm's new direction include investor Simon "Evil Knievil" Cawkwell, The company argues technology will offer better long-term value in a slump than previous plans to buy in petrol stations.

The row erupted as corporate governance on Aim once again hit the spotlight, especially in regards to the power wielded by major investors.

Shares in oil-group Sibir Energy were suspended last week after it emerged the company owed major shareholders Chalva Tchigirinski325million, nearly 200million more than the figure disclosed by the company the previous week.

GNE shareholders voted for the special dividend after the company successfully sold its petrol stations for £51.7million last October. The plan was to return £21million to investors, with rest of the money being invested in building up a new petrol stations chain.

Ratcliffe bought a 15 per cent stake in December and now, along with others, controls nearly 29 per cent of the company. He wants to become executive chairman to oversee hands-on investment in undervalued technology companies.

As well as missing out on their special dividend, shareholders are angry that if Ratcliffe succeeds he will be paid an annual fee of 0.75 per cent of funds under management above £32 million, as well as a £250,000 salary.

His appointment will be voted on at a general meeting on March 4 and the action group is urging a vote against.

GNE shareholder action group leader Keith Moss says: "Why, in the space of one weekend, did the board reverse a business decision that was reached during many months of talks with advisers?"

Cawkwell says investment funds are delivering poor value to shareholders.

GNE's chairman David Port says Ratcliffe's salary and fees have been agreed by the board including prospective director, former Sage chairman Michael Jackson. "The shares now are more than 70 per cent higher than they were a year ago, " he says.

"Shareholders can always sell."

[model635] 23/2/2009 12:26

When are shareholders likely to recieve the letter from the action group? Votes have to be cast by next Monday at the latest so any delay will assist Ratcliffe!

[model635] 23/2/2009 11:10

Ratcliffe is very unlikely to get the special resolutions passed but may win resolution 1 .Where does that leave us - we'll agree to be an investment company but we won't have investment trust status with all the tax advantages therefore Ratcliffe's business model can't be carried out.So then what?

[longshanks] 23/2/2009 10:45

Hands-up then. Who photocopied the proxy form and sent in votes against the motions in the name of M.Ratcliffe et al?

[topvest] 22/2/2009 16:04

Thanks Simon - good to have you on board. I was thinking of these:

Vaimed Enterprises Limited 3,065,000 21.7
M Vaiman 2,132,676 15.1
Firebird Global Master Fund Ltd and
Firebird Global Master Fund II Ltd 1,597,050 11.7
A B Usmanov 772,207 5.5
Lord Alliance 527,165 3.7
Whitland Employee Trust 466,667 3.3
M Cronk 431,000 3.0