London Asia Capital Share Discussion Threads

[unionhall] 04/6/2015 16:18

What a complete mess.....


Note 21 Legal proceedings, recoveries and disputes
1. London Asia Capital plc
London Asia Capital plc is pursuing an action against a former director of this company, Mr Simon
Littlewood, and his wife, Josee Lai, in the High Court of Hong Kong. The claim arises from the share
swaps in 2007. In those share swaps London Asia Capital Land Limited was issued with 21,505,376
ordinary shares of London Asia Capital plc at 12p each, in return for a 60% shareholding in London
Asia Capital Land Limited. Simon Littlewood and Josee Lai failed to arrange the issue of that 60%
shareholding as consideration, and failed to pay London Asia Capital Land Limited the premium of
approximately £3,870,471 which is claimed.
The Defendants deny owing the company this money.
A writ has been filed at the court and was issued and served on 22 June 2010. Pending the
outcome of on-going discussions, this matter has been put on hold with the sanction of the High
Court of Hong Kong.
2. London Asia Limited (“LAL”)
This company is pursuing a claim in the High Court of Hong Kong for unpaid share premium against
Mr Koo Kok Wai, a former director, who subscribed for shares in LAL in August 2007. The defendant
applied for 119,999 shares in the company for consideration of HK$1 per share paid-up and HK$499
as unpaid share. The directors have called for the unpaid share capital but the defendant has
failed to pay the total sum of HK$59,879,501 (approximately £5,163,012) plus interest at a rate of
15 per cent per annum.
The Defendant alleges that he was provided with indemnities for holding the shares in LAL and has
counterclaimed for, amongst other things, damages for breaches of those Indemnities.
A writ has been filed at the court in Hong Kong and was issued on 24 June 2010. Pending the
outcome of on-going discussions, this matter has been put on hold with the sanction of the High
Court of Hong Kong.
3. London Asia Capital (S) Pte Limited
Since the provision of accounting information it has become clear that former directors were party
to the unauthorised withdrawal of SGD3.5m between 2005 and 2007. This sum was written off as
irrecoverable but we are looking at the whole legality of what occurred and we will take whatever
action we can to recover these funds.
4. Zhongying Changjiang Credit International Guarantee Company Limited
A letter was received on 11 June 2011 from a law firm representing Wuhan Kaidi Investment Holding
Ltd, the 80% shareholder in Zhongying, advising the company of a breach notice before action as
a possible precursor to the instigation of proceedings at the International Court of Arbitration in
Beijing and that Wuhan Kaidi was seeking damages of US$100 million together with unpaid capital
together with interest calculated at 55 million RMB.
The Company has instructed its lawyers in China to defend this claim and a letter has been sent
advising Wuhan Kaidi that it will be defending this action and has given reasons to justify its
defence to this claim. No further communication has been received by the company as regards
the claim.
Notes to the Financial Statements (continued)
for the Year Ended 31 December 2014
5. MyEg Services Berhad Dividends
Following the disposal or our shares in MyEg Services Berhad it became apparent that dividends
had been paid to the custodians of our shares for the previous 7 years. These dividends were
improperly retained by the custodians. We have instructed lawyers to recover these amounts.
6. Nourican $5,000,000 loan
The Company loaned Nourican Adriatic DOO US$5m in 2005. Following investigation and legal
advice it is our view that this was a fraud perpetrated on the Company. it is clear that the loan
proceeds were not used for their intended purpose, did not go into proper escrow with
Raiffessenbank, were not repaid and have disappeared. Further action by our lawyers to seek to
recover these funds is currently underway.

[unionhall] 04/6/2015 16:17

4 June, 2015
Dear Shareholder

I am pleased now to enclose your shareholder pack for our Annual General Meeting to be held at 2pm on Monday, 29th June 2015. I look forward to seeing and greeting as many of you as can make it this year. The audited financial statements of the company for the year ended 31st December 2014 and the statutory notice convening the Annual General Meeting are enclosed and also available on the company's website.

I am pleased to report that as at the end of 2014 we had been able to convert all of the quoted investments held by the Company into cash at prices which were at a considerable increase over previous offers and estimates. It was a long task, both to establish legal ownership and to conclude these disposals but it has indeed been a very fruitful one to the advantage of all shareholders.

In my letter to shareholders of 5th May 2015 I provided an update on the progress being made towards a distribution to all shareholders. As all shareholders are aware it has been my overriding intention to bring forward proposals that ensure that shareholders will receive a distribution as soon as possible. I believe that we are now nearer to finding the route that will enable shareholders to see a way forward. In that letter I referred to the need for us to ensure that there were distributable reserves available for distribution and that the status of the company as a public limited company would need to be looked at. These are complex matters which are requiring considerable legal and accounting advice before I can make formal proposals to shareholders. I do hope to be in a position to make a definitive announcement regarding these matters at the AGM on 29th June 2015.

It is clear now that the Section 110 Proposals will no longer proceed because of what have proven to be insurmountable difficulties about valuations. It is the intention of your Board to continue working with representatives of your Far Eastern shareholder to ensure a successful plan that will enable shareholders to exit by converting their shares into cash through an appropriate facility or else to stay with the company whilst it seeks agreement on a way forward. In this regard, I have asked Paul Bobroff, our current CEO, to join the Board of Directors as well as Ms Li Jiawei, who is a representative of both our largest shareholder and our shareholder partner in the Zhongying joint venture.

I can confirm that Sir Jeremy Hanley retired from the Board at the end of last year and that Peter Hewitt retired from the Board on 31st May in order for him to pursue his other extensive interests. Fenton Higgins has also indicated his wish to step down from the Board at the forthcoming Annual General Meeting.

I would like to thank them all for their hard work and valued counsel over these past two years. Their wise and thoughtful contributions have greatly assisted the process of putting the company in the best possible position to be able to resolve the long standing problems that have prevented an acceptable solution for all shareholders.

Yours sincerely

David Buchler
Chairman
4 June 2015

[unionhall] 04/6/2015 16:16

hxxp://www.londonasiacapital.com/pdfs/LAC_Annual_Report_2014.pdf?utm_source=London+Asia+Capital+News+Alerts&utm_campaign=842bab677e-News+Alert+04+June+15&utm_medium=email&utm_term=0_c706e7cd8c-842bab677e-242996809

[irenekent] 04/6/2015 16:10

Accounts published today. Comments?

[loverat] 14/5/2015 05:17

Remember that all this started off with a bunch of mainly British crooks and incompetents. Some of whom were pocketing the assets while the non exec were too busy ramping on this thread to notice!

[irenekent] 13/5/2015 11:21

Never trust the Chinese. End of story.

[bsg] 10/5/2015 16:51

Other than get fees paid to him.

[morro] 07/5/2015 16:38

No doubt they have not progressed any of the legal actions either. That ex Tory MP was on the board because he supposedly had contacts in China, and what has his contribution been ..... zero.

[topvest] 06/5/2015 19:42

Probably because they are dealing with an investor group with (at best - I'm being generous) dubious morale attitudes given with what has happened in the past. It wouldn't surprise me if they are just being difficult on purpose. Then you have a UK Board that many of us don't really trust again for good reason. Two parties like that trying to negotiate something that will give others some return is most likely to get nowhere for many years. One day we might get something, but this could go on for years. Hopefully common sense will prevail at some point, but don't bank on it! I've written down my investment to a fifth of net asset value from a quarter before today's announcement.

[unionhall] 06/5/2015 17:24

What a load of incompetence...

10 months later they figure their strategy will not work.

How could it be a positive constructive meeting if they cannot proceed in any discernible direction ?



July 2014.....

".....This has been a necessary step ahead of being able to implement the Section 110 proposal. Our major shareholders in the Far East continue to be supportive and I hope that we will be able to progress the Section 110 proposal so that shareholders can finally receive a distribution..."



Nov 2014

".... It was confirmed that the Section 110 Scheme was still proceeding and meetings with the largest shareholder in Asia had proceeded satisfactorily. Lawyers had been engaged on both sides and it was hopeful that an agreement could be reached in the months to come. There were still a number of issues that needed to be resolved, but the principle of the Section 110 Scheme had been agreed by all parties. "


May 2015

"....but it does appear that the Section 110 proposals are unlikely to be completed and that this methodology of trying to effect a distribution to all shareholders may not work."

[bsg] 06/5/2015 15:25

They've spent all our money!

[jettyboy] 06/5/2015 15:05

So what's the opinion on the update. Seems contradictory to me. "constructive and positive meeting""but it does appear that the Section 110 proposals are unlikely to be completed""The Board is meeting next week to consider further proposals that would enable a distribution to take place.""there are no distributable reserves""restructure the balance sheet to ensure that there are sufficient"Thoughts anyone

[morro] 20/4/2015 11:50

If enough shareholders put forward a resolution demanding the immediate return of the cash this could stop this nonsense. But then would the resolution be passed? On the face of it all shareholders should jump at it; but there is the 30% held by the Chinese, and if some underhand deal has been struck by the directors with them that 30% could probably block any hope of a resolution succeeding.

[mikes333] 16/4/2015 13:06

Agree, however the chances of a change are dismally zero, once these cants get hold of something like this its curtains, just takes a while as they bleed it to death!
If anyone knows how to fault this inevitable process please speak up

[ardiebo] 16/4/2015 10:56

I've just emailed the company to ask for an update to progress on the return of funds to shareholders. The email address is on their website. I referred to the letter to shareholders, dated 10th November 2014, noting that five months had elapsed since that communication. It might be helpful if others do the same. At least they'll know that there are living shareholders out here!

[bsg] 15/4/2015 08:52

My thoughts exactly. We will get sod all in the end.

[morro] 14/4/2015 19:37

What is happening is our directors are day by day taking all the available cash. The vast majority of the cash should have been returned a long time ago. It would have acted as an incentive to this crowd that if they wanted to get paid they would need to show results. But the way things are structured they don't actually need to show results because drip by drip they are taking the cash that has sat there for several years.

[irenekent] 10/4/2015 13:26

Is there any news yet? What the hell is happening?

[ardiebo] 26/2/2015 11:00

Does anyone know how we might waken up this dog before another year of handsome rewards gets paid out to those who are _________________ (enter your own appropriate verb), on our behalf?

[mikes333] 21/2/2015 15:46

When oh when will justice be be dealt and served? The regulatory agencies and the law as it stands certainly do not appear to ever deal with these types of fraud. Frail is the hand of the PI and slippery is the cloak of these AIM directors who continue to defraud with apparent immunity?