The Shareholders’ Meetings went much as expected.
A low personal attendance from shareholders and a massive turn out of lawyers from Freshfields, accountants and imported heavies to protect the board- so shareholders were outnumbered but not denied the opportunity to express their total contempt for the way in which shareholders had been treated in this sorry matter.
An overwhelming vote in favour of 1p/share from the less than 4% who voted.
For: 81,978,963 (744 voters)
Against 4,880,017 (152 voters)
The other meetings proceeded much along the same lines.
Tuesday’s Creditors Meeting were a little more entertaining and less of a blast at the board.
Cattles Creditors Meeting began with the delivery of a number of proxies to the Chairman, through her helpers, which took up the first 30 minutes.
They then had to enter them into the “system” for another hour.
Then we started to rock.
Shareholders present (less than 25, I guess) were again outnumbered by the legal and accountancy teams of the board and banks.
I put my amendments after explaining the substance of some of them.
It was then determined by MY as Chair of the meeting that the vote on the amendments would be decided by a majority in value of the votes to be counted.
Her view was expressed after consultation with her learned friends which, apparently, included two of Her Majesties Counsel tucked away upstairs.
Adjournment of the meeting was proposed by a shareholder to give time for shareholders to be properly informed of the nature of the meeting and their rights.
An intermission followed to enable the company to assess it’s position and then talks took place with a small group of shareholders present.
In short they were not in a position to agree to amendments which made structural alterations, they had no mechanism for contacting the banks to get approval and were stuck with MY having proxies enabling her to vote 1 way only.
They were prepared to agree to incorporation of some of my proposed amendments into the schemes as “minor” amendments.
It was therefore determined, assessing the position that they had realised the strength of the “shareholder” vote, to adopt a stratagem of vuting on my amendments, letting them be defeated on value; putting their “accepted “ amendments and then putting the schemes, as amended, with me then having the opportunity to exercise my discretion and to abstain from voting so that whilst the schemes would not be defeated the voting “strength” of the amendments would be known for the Judge to consider on the hearing to approve the schemes.
I was mindful that a vote against the schemes would result in significant loss to all concerned and was content to put my trust in the English Legal System to give such protection as it can to shareholders in our position.
Voting then took place; after one or two small diversions: as follows:
CATTLES SCHEME
1. My Amendments:
For: £9,204,906.00
Against: £1,754,650,296.79p
Number For: 582
Number Against 381
Resolution defeated on value.
2. Their amendments (incorporating no bar on claims against former directors etc, creditors committee and time for disputed claims (in short)):
For: £1,763,761,551
Against: £0
Resolution carried on value
3. The Scheme incorporating their amendments
For £1,754,555,711
Against £498,497,872
Abstain £8,200,000
Number For: 376
Number Against 159
Abstentions 574
Resolutions carried on number and value
NOTE the number of abstentions exceeded the total number of votes cast for or against
WELCOME SCHEME
1. My Amendments:
For: £8,200,011
Against: £1,291,902,370
Number For: 497
Number Against 293
Resolution defeated on value.
2. Their amendments ( incorporating no bar on claims against former directors etc, creditors committee and time for disputed claims (in short)):
For: £1,300,102,380
Against: £0
Resolution carried on value
3. The Scheme incorporating their amendments
For £1,291,902,372
Against £297,381
Abstain £8,200,010
Number For: 295
Number Against 3
Abstentions 465
Resolutions carried on number and value
NOTE the number of abstentions exceeded the total number of votes cast for or against
All votes subject to revision on accurate assessment of the proxies lodged in morning (CTT) and afternoon (WFSL).
The principle was adopted by KPMG of taking the amount of claim on my proxy votes as stated without detailed examination, subject to review.
The vast majority of proxies I held were for an indeterminate amount and thus counted for voting as £1. I was content with that as I had no anticipation of securing support from justifiable claims of over £250,000,000 and NUMBER of votes was, I thought, important-particularly on relation to the WFSL scheme.
In fairness they out thought me on the value vote on procedural motions. I had not greatly considered the point and know that value is the rule in statutory insolvency creditors meetings. It was, however, of no great moment as we got as far as we could in the face of promoters unprepared for the level of support we were able to gather in a short time.
Next stop London 21 or 22 February before a Judge.
I am very grateful to you for your support- it has shown that shareholders are not a class to ridden roughshod over- and that when we gather together we can achieve something of benefit.
The door is now open for claims against directors, as persons responsible, for the Rights Issue prospectus and several shareholders are considering this.
The Shareholders Association will commence operations as we have, unfortunately, spent money which we did not have in an e mail shot, stamps, copies and have relied to excess on the generosity, telephones and time of the workers who actually chased up proxies, publicised the action and got people informed:
Grateful thanks go, in no order, to : Tea Lady Sally-Ann Selby ( parking ticket and all); publicity guru Douglas Moffitt; shareholder contacts Chris Laycock and Nigel Milburn; Yorkshire Mafia David Wosskow; Listening ear Ivan Elliot; Voice of Reason Chris Stroud; proxy disassembler Anne Bailey; Scanner, deliverer and odd job man Peter Dearing and once more Dan and Tim Pollard of TPCS for stopping me breaking the website www.cattleshares.co.uk.
Especial thanks go to Charles Stanley and Blackstone Singleton- the only stockbrokers who listened for their “nominee” shareholders and organised support which was invaluable in achieving the strength of votes for my proposed amendments.
Some thanks are due to Peter Hargreaves of Hargreaves Lansdown who at least did something to inform some of their clients.
Again thank you all- it has been a very hard couple of weeks and strenuous few days coordinating and executing a strategy which, I hope, will be beneficial to shareholders big and small, young and old.
Finally to Peter Gent, the man responsible for it all, who I hope takes some satisfaction that the treatment meted out to him in London in 2009 has been repaid by the defeat of the massed ranks of exceptionally expensive lawyers and accountants by little people who can read and see through their carefully crafted ploys.
The passing of the Schemes at the Creditors’ Meetings is not the victory which the board hoped for because they will have to explain why most voters abstained from voting!
