The information on this page is being provided pursuant to the requirements of AIM Rule 26. This page was last updated on 8 March 2018.
Description of the business
A description of the business can be found in the About Us section.
Company registration number: 7973930
Registered address: 1st Floor, 50-51 Berwick Street, London W1F 8SJ
Country of Incorporation and main country of operation: United Kingdom
Total number of shares in issue: 571,385,237 ordinary shares of 1p each in the company
Percentage of shares not in public hands: 53.0%
Total number of shares held in treasury: None
Total number of share options and warrants outstanding: 63,282,820 Assuming full exercise of the outstanding options and warrants, this would result in a dilution of 11.1% of the company’s current issued share capital
Restrictions on the trading of shares in issue: None
Takeover Code: The Company is subject to the provisions of the UK City Code on Takeovers and Mergers.
The names and details of the Directors can be found on The Team page.
Details of significant shareholders (owning more than 3% of the issued share capital) as disclosed to the Company as at 8 March 2018:
NAG Mankarious: 113,800,434 ordinary shares (19.92%)
S Wasif: 84,870,414 ordinary shares (14.85%)
DM Page: 81,182,331 ordinary shares (14.21%)
G Mascoli: 24,887,246 ordinary shares (4.36%)
P Solari: 22,670,250 ordinary shares (3.97%)
Canaccord Genuity Group Inc.: 19,912,732 ordinary shares (3.485%)
D Sykes: 17,657,709 ordinary shares (3.09%)
J & K Akhtar: 17,223,494 ordinary shares (3.01%)
Admission document and shareholder circulars
The company’s shareholder circular dated 30 March 2015 can be downloaded here
The company’s most recent admission document dated 30 September 2014 can be downloaded here.
The company’s previous admission document dated 19 February 2013 can be downloaded here.
The Company’s Articles of Association can be downloaded here.
Interim Report September 2017
Annual Report March 2017
Interim report September 2016
Annual Report March 2016
Interim report September 2015
Annual Report March 2015
Interim Report September 2014
Annual Report March 2014
Interim Report September 2013
Annual Report March 2013
The names and details of the advisers can be found on Our Advisers page.
The company’s most recent announcements can be viewed or downloaded here:
Further details on the company’s listing on AIM can be found on the London Stock Exchange website. The Company’s shares are not traded on any other exchange.
The Directors recognise the importance of sound corporate governance and the Company intends, to comply with the QCA Guidelines so far as is practicable and appropriate for a public company
of its size and nature. As the Company grows, the Directors intend that the Company should develop policies and procedures which reflect the principles of good governance and other requirements set out in the UK Corporate Governance Code, to the extent that they are appropriate to the size and nature of the Company.
The Board is responsible for formulating, reviewing and approving the Group’s strategy, budgets and corporate actions. Following Admission, the Company intends to hold Board meetings at least 6 times each financial year and at other times as and when required.
The Company has appointed Martin Chapman as the senior independent non-executive director. As the
Company develops and expands it is the intention of the Directors to appoint a second independent non-executive director to the Board at an appropriate time.
The Company has established audit and remuneration committees of the Board with formally delegated
duties and responsibilities.
The Audit Committee
The Audit Committee comprises Desmond Gunewardena, who will act as chairman of the Audit Committee, Martin Chapman, Nicholas Donaldson and Nicholas Wong. A quorum shall be two members of the Audit Committee. The Audit Committee will meet at least twice a year and at such other times as the chairman of the Audit Committee shall deem necessary. The Audit Committee receives and reviews reports from management and the Company’s auditors relating to the interim and annual accounts and keeps under review the accounting and internal controls which the Company has in place.
The Remuneration Committee comprises of Martin Chapman, who will act as chairman of the Remuneration Committee, Desmond Gunewardena and David Page. A quorum shall be two members of the Remuneration Committee. The Remuneration Committee will meet at such times as the chairman of the Remuneration Committee or the Board deem necessary. The Remuneration Committee shall determine and review the terms and conditions of service of the executive directors and the non-executive directors. The Remuneration Committee will also review the terms and conditions of any proposed share incentive plans, to be approved by the Board and the Company’s shareholders.
With effect from 3 July 2016 the Company has adopted a new code for dealings in securities of the Company by Directors, certain employees and persons closely associated with them. The Directors have been advised that this new code represents a reasonable and effective dealing policy and that it complies with the related changes to the AIM Rules and the Market Abuse Regulation concerning directors’ dealings. The Directors will comply with this new code and will take all reasonable steps to ensure compliance with the code by the Company’s “applicable employees”