Work Service Share Discussion Threads

[oooff] 03/11/2014 22:31

Resolutions 7 and 8 of AGM on 2nd December in the annual report relate to allot securities up to a maximum of £4.8 million
Does this mean increasing the number of shares to raise finance for their new business model ?

[coolen] 02/11/2014 21:03

Error within the Resolution explanations, if I'm correct ?

[topvest] 31/10/2014 16:31

Annual Report arrived today. Nothing much new, but a new picture on the cover!!

I notice that David Marshall has been stepping down from a few Boards; Finsbury Food and Creston to name two. I suspect this is due to him hitting the grand old age of 70. Looks like he is nominating Edward Beale his son for some of the Board positions.

[smithie6] 28/10/2014 19:18

resolutions expanded 29th Oct with 2 more proposed resolutions

[smithie6] 21/10/2014 17:29

so here is the long term chart for Blck Rock Smllr Co. fund. BRSC.

competing with Western for investors money




2) Aberforth Smaller Co. FUnd
ASL

[smithie6] 20/10/2014 15:48

Topvest
....we have to agree to disagree


the Company Act 2006 has various articles which imo disagree with things you have written....

eg. the company owners are the shareholders.....and it is for them to decide what they want a co. to do....(if they can be bothered to put forward resolutions)


(and in any case, if the co. does not perform soon....I am 100% sure that the big shareholders will one day take action.....such as voting to wind up the co. completely.....they wont wait for ever...
....it is what has happened at many cos. using the same inv. strategy....such as Spark or Arlington
or where shareholders are not happy with performance a recent one is ECDC)

----

btw
I reckon I helped you get +6p/share added to your LFI shares
by pressuring the co. about its rented property....
they borrowed money at 5-6% to then rent it to the Marshalls at 1%
while intentionally keeping it secret from shareholders....

when highlighted to them .....I think they realised that they could not continue to do it....


and intentionally reporting a FALSE value for the property in the accounts...

and blatent insider dealing in the period coming up to the news release about property ....(the share price was 90-95 of NAV rather than normal 60%)...cause insiders knew that 6p increase was about to happen...

[smithie6] 20/10/2014 15:21

I think we would all like to see Western improve its performance.......the terrible performance between 1998 and 2014, NAV per share being the same, should not be allowed to be repeated.
But whether shareholders can be bothered to wake up is another question !

The NAV per share is around the same now in 2014 as it was in 1998. While companies following a strategy of buying/selling listed shares in small companies have all done well, X3 or X4 in their share price. eg. Artemis, BRSC, Liontrust.
Hence the current investment strategy is producing MASSIVE losses for shareholders compared to normal strategy run by Artemis etc.

The existing policy of strategic investments could be being used by the company ONLY because it produces a high % return to the Marshalls who sit as directors at various companies where Western/LFI invest and from fees/payments from City Group.

It is noted that the Marshalls do not directly own share in Western Selection. And the MD of City Group, Edward Beale, also a director at Western Selection also does NOT own 1 share in Western Selection !!.

It is noted that the Strategic Investment strategy has failed for numerous other inv. companies, such as Spark, Arlington, VoyagerIT, while many of them produced high returns for the directors/managers !.
It is noted that a stunning % of the strategic investments made by LFI/Western have gone bust or similar. Sanctuary group, MWB, Doctors Direct. While many have done nothing over many years such as Creston and Swallowfield. This shows that the strategy, in the hands of these directors, does NOT work and exposes shareholders to a massive risk of investments going bust and losing ALL of the money invested.

It is noted that without the stellar performance of the one investment, NBI, that the share price of Western would be around 26-28p, ie. under half of what it was in 1998 !!. That is proof imo that the strategy does not work.

I propose the following resolutions for the 2014 AGM as the following
(A "yes" vote would be to agree with the resolution)

1) "This resolution, if agreed, requires that the co. does not invest in any new strategic investments. The policy of strategic investments has been a DISASTER for shareholders (same NAV now as in 1998 !) while the Marshalls have received high income via directors fees at investee companies and at City Group, even though they do not directly own even 1 share in Western Selection. It is noted that the Company Act 2006 requires directors to operate companies to obtain general benefit for ALL the shareholders. Additional investments can be made to existing investments, as long as within the existing % of Western assets limit defined in the Articles of Association"

2) "This resolution, if agreed, requires that the co. change its investment policy so that any new investments can only be made in listed companies (except for follow on investments in existing investments). Also that Western must not be present as employee or director at any "new" investments. Hence the company would, over time, be operating in the same way as listed investment funds like the BRSC fund. (noting that the change away from strategic investments would take some time, and no sales of shares in strategic investments is required by this resolution)" .

3) " it is required that major beneficiaries of the share option scheme and any director must hold an equal value of their combined Western/City Group salaries in shares of the company. This is to comply with the spirit/rules of Good Governance and to align those persons with the shareholders and to reduce the risk of key decision makers taking decisions that incurr high risk for shareholder assets but not for the decision makers assets. (This resolution includes Edward Beale)"

(the main day to day decision maker for Western Selection does not own even 1 share in Western Selection !!)

4) "To comply with the spirit/rules of Good Governance and to avoid any concerns of a conflict of interest the company shall not use as the company advisor nor as company broker nor other function any person that has a role at the controlling company London Finance Plc (for example F.Lucas)"



In order to put forward these resolutions needs I think at least 5% of the votes and/or 100 shareholders with at least 100 pnds each of shares.

Are there any votes in favour of putting forward these resolutions to this years AGM ?

[smithie6] 20/10/2014 15:19

I have written 2 proposed resolutions for the 2014 AGM, in a new thread.
..with some explanation comments

If anyone is interested to support them, please post your support on that new thread.

If no one cares, and is quite happy that the co. perf. is a fraction of what is achieved over the long term by Artemis, Blackrock etc....and the Marshalls arguably use the investment policy to benefit themselves via directors fees at the cos. where LFI/Western invests, so be it.

[smithie6] 20/10/2014 15:05

"Russman 17 Oct'14 - 20:44 - 59 of 60 0 0

As we do not have enough votes to force the Agenda; I suggest that you attend LFI / WSE AGMS and vent your spleen to both Mr Marshall(s)."


I disagree.....for anything to happen....votes are needed
(I understand that it is common that almost no one attends the AGMS.....and that City Group staff might even attend as tiny shareholders just so that the AGM takes place...in order to have the min. number of attendees)

[topvest] 17/10/2014 20:47

I think you have too much invested in WSE and should unload some of your shares to Mr Marshall if it's making you an unhappy investor.

It's only c1% of my portfolio, so I'm quite happy to hold it as a deep value investment and take the dividends. Costs are too high and they need to recycle capital in my view, but otherwise they are doing OK.

Anyone who bought shares in WSE or LFI must appreciate that they are controlled investment companies. You either support them or you get out in my view.

[russman] 17/10/2014 20:44

As we do not have enough votes to force the Agenda; I suggest that you attend LFI / WSE AGMS and vent your spleen to both Mr Marshall(s).

[smithie6] 17/10/2014 19:15

btw
FCA, ISDX regulator and co. adviser and indep. dir. at Western (if there is a such thing, probably all already working for the Marshall family trust funds so not very independant) have been asked to review the co. strategy change for the Gen. Portfolio to see whether it breaks the Company Act or any other regulation.

the logic being that the co. must be operated to try to provide general benefit to all shareholders.....

and if operated to provided benefit especially or mainly to just some shareholders (Marshalls) then imo that would break the Company Act 2006.

(while noting the FCA have their hands full with false accounts from Tesco, Speedy etc..+ Libor scandal...

so difficult for them to find time to look at small cos. like Western....and the FCA/FSA have historically been as useful as a wet paper bag in stopping financial fraud or misselling in the UK !)

----

At least if I have tried I feel a bit better.

I applied pressure about the renting of the LFI property.....a few months later the co. proposed to sell it. So, imo pressure from shareholders can benefit other shareholders who are too lazy to do anything (Russman, Topvest !)
2M pnds was suddenly added to the NAV of LFI. (showing the previous accounts were...false
accounts said property asset was 300k when it was in fact 2.3M !!
so much for true and fair accounts as required by law)

(btw insder dealing then.....sp of 25p with NAV of 27p, insane for LFI....since insiders and friends knew they were about to announce the proposal to sell the property and pull 2M new NAV from nowhere to increase LFI NAV by over 5p
trust the directors ?
not very much !!

[smithie6] 17/10/2014 18:52

and difficult to grow the NAV when they are arguably incompetent....

----
take LFI

borrowings of 900k ....ie. geared....
("Net borrowings of GBP886,000 compared with GBP534,000 at 30th June 2013 ")

while everyone and their friend was been warning of impending mkt fall

being geared to maximise losses from mkt falls is ....imo...incompetance

DJIA just fallen 1200 pts from 17200

and they did the same in 2007-2008...it is why the LFI share price dived so hard and fast from 55p...without gearing the fall wouldnt have been so bad imo
(luckily some of us were awake at the time and sold at 55p)

(running with gearing 5 years after a mkt trough....and with high share prices....is a stupid ...and obvious...mistake imo)

[smithie6] 17/10/2014 18:48

Costs
Nett Assets

Western 18.4M (last accounts)
LFI- 10M (excluding Western, to avoid double accounting for costs)

Total = 28.4M
Costs = 740k

2.6%
Almost 3%

If pay 4% divi
then 7% being taken out every year.

Very difficult to grow the NAV if take 7% out each year.
imo the costs part is TOO high....
especially when note that many investments are asleep/static....and that LFI/WSE normally do not trade holdings...eg. when Creston hit 20p they didnt buy any at all !!....(well not for LFI or WSE, perhaps they did for their family trusts !)

[smithie6] 17/10/2014 18:41

btw
the admin. costs for LFI and Western for 1 year are 300k +430k = 730k


And what have they done for all that money ?
Almost nothing ?

Well they sold a few NBI shares. Apart from that I dont they did any significant corporate action.

Northbridge- I think 175k shares sold, for around 750k.
Creston.- No action
Swallowfieed- no action
Finsbury Food- no action


Nuts imo. Far too expensive, as an amount and as a % of the assets.
Liontrust, Blackrock, Artemis charge around 1.5%.

Western/LFI charge is much higher....
and while Artemis etc are busy buying/selling shares....and analysing a pile of co. reports and news.....Western/LFI managers appear to do ....very little or nothing in comparison....yet they charge so much more !!...imo too much of sharesholders assets are being taken....part of the reason for bad results over last 20-30 yrs

take Creston, had 3M shares since the Flintstones first put a round wheel on their cart !

[smithie6] 17/10/2014 18:24

a) "increase demand"
if you suggest that I intentionally tell massive lies.....

not my normal style

and in any case....my views are pasted here for years.....no-one would believe my posts if I sung a tune which was the opposite


a2) a meaningful vote

Any support for a vote ?

Russman ?


(why ?. strategy has not worked over last 20 years....
while strategy of
- Artemis smllr co. fund
- Blackrock smllr co. fund
- Liontrust smllr co. fund
etc

have ALL WORKED very well !!

X3 -X4 in share price versus 1998
while Western share price is the same as it was in 1998

b) take legal action

The system has already been asked to see if the Co. Act is being broken.

Im not going to take legal action, of course.....
...if shareholders wanted to do anything then they need to use their votes....

If the AGM votes agreement to dirs. resolutions then makes any Co. Act or other topics much harder to do .....since the shareholders will have agreed....

(example
if a resolution says for the dirs. to get 1000 pounds from each shareholder to each director....then if shareholders voted yes, then difficult to get money back even if the resolution was illegal or unfair.....if the vote was "yes we agree")

c) - change your strategy (or goal).
my goal is that the investment strategy is changed....since current one has not worked...

I can not change it unless other shareholders agree with me.....and agree with me via their votes


d) "Try charm".
'if' the current strategy is used...and not the one used by Artemis, Blackrock, Liontrust (ie. EVERYONE !!)...
because it gives large annual financial income to

- David Courtney Marshall
and his son
Lloyd Marshall

and other family members ??

then the bod has little interest in the shareholders....and the strategy operates for the Marshalls....

if so, then I think that putting "please" in front of any requests to change the strrategy (and not give large annual income to the Marshalls)

would not make any difference at all !!
(and you know it wouldnt)

(MOney is a powerful motivator.....incl. imo for the Marshalls)

[russman] 16/10/2014 21:24

If your goal is to be paid >£1 per share:-
- increase demand (& a meaningful vote)
- take legal action (it will cost you too much for no result)
- change your strategy (or goal).
Try charm.

[topvest] 14/10/2014 20:37

Give it a break...chill!

[smithie6] 14/10/2014 17:24

WOW !
LFI admin. costs....430k

and it only has 1 strategic investment FIF
where I think LFI has not bt. or sold any shares for a a no. of yrs now.

430k !

[smithie6] 14/10/2014 16:54

Russman

1) do you have over 1% ...or have contacts with people that do ?

2) Have you seen the perf. charts for the last 10-20 yrs for
- Artemis Smaller co. fund
- Blackrock SMaller co. fund ticker BRSC
- Liontrust smaller co. fund

you agree that Western perf. in comparison verges on "shameful" ?

3) You agree that without the perf. of NBI that the Western share price would be around 26-28p ?

ie. HALF what it was in 1998-2000 !!!

apart from NBI (BIG success) the rest of the investments have done NOTHING

(inferring imo that the dirs. perf. is RANDOM...and that the inv. strategy does NOT work...except imo for the Marshalls who have done very nicely thank you)

[smithie6] 14/10/2014 16:05

You appear to be giving Mr Marshall a headache.

perhaps cause he is worried about breaking the Company Act 2006 !!

(KPIs MUST be monitored......perf. MUST be compared with other similar inv. cos......and the inv. strategy MUST be reviewed.....

and the co. MUST ....BY LAW.....operate to generate general benefit to ALL SHAREHOLDERS

if run to provide benefit to the Marshalls via directors fees from the cos. where Western invests...(and dir. fee from son being dir. at City Grp)
and paid to an UNAMED OVERSEAS COMPANY....prob. tax. free
and the past historic perf. of the co. over 20 yrs...shows that this is a POOR strategy.....(0 return ...whereas competition get X3 or X4 over same time)

then it appears to me to be ILLEGAL


if so, then I can understand headaches being created !!

(possibly breaking the LAW and knowlingly, creates pressure and stress......and hence headaches !)

[smithie6] 14/10/2014 15:52

R we all agreed that the investment strategy does not work ?

(NAV now in 2014 is the same as it was in 1998-2000)

----

Yes ?
OK.

Other possible strategies.

1) Existing unlisted and listed investments can be continued within existing rules.
but when sell any of existing investments then the money can not be invested into any "new" unlisted investments

a) ever
or
b) only if voted YES by shareholders, without LFI holding being voted

and the money should be either held (ready to re-invest in any existing unlisted/listed investments within existing rules for that)
or returned to shareholders by a compulsory pro rata purchase of shares for cash


2) In addition a vote on winding up the company over a number of years should be taken at every AGM in order to know the shareholder view on the subject.


3) As per 1) but no new investment in Creston or Swallowfield to be allowed.
Shares in Northbridge to be distributed pro rata to Western shareholders or by a compulsory purchase of Western shares (lower tax liability perhaps) .

(shares will then receive the divi. from NBI directly.......
and/or can use cash returned from Western to invest in better performing investment trusts/funds without worrying whether the fund operates for them or for the FAMILY of the controlling shareholder !!

The Gen. Portfolio cash is already moved to be called liquid cash, around 3M.
This and unlisted investments and Creston and SWL can be continued to be held
...at a lower annual running cost....and Creston and SWL sold at some time in the future....

and the unlisted investments progressed as possible, with the 3M liquid assets available when needed, for that.

[smithie6] 14/10/2014 15:42

noting I am not discussing the Hartim aspect....which in short term could lift Western share price if something happens...

[smithie6] 14/10/2014 15:42

so 100k invested in Artemis or Blackrock in 1998 would now be worth around 400k

whereas in Western it would be worth....

100k !!

300k LOST

[smithie6] 14/10/2014 15:41

Since we seem to have a discussion at present...

you agree that small co. inv. trusts/funds have produced around X3 or X4 since 2000....Artemis, Blackrock smllr co fund etc

whereas Western has not (sp is around the same)

You think that under perf. is acceptable ?
You dont care ?