QUESTIONS FOR AGM

  1. Please say what the Groups Impairment Policies are in words which an ordinary shareholder can understand.
  2. Please say how these policies have been incorrectly applied.
  3. Which companies are affected by this incorrect application
  4. At what levels of staff were the impairment policies applied.
  5. When did knowledge of this incorrect application come to the knowledge of any director of the companies concerned
  6. When did knowledge of the incorrect application come to the knowledge of Cattles plc
  7. How did knowledge of the incorrect application come to the knowledge of Cattles plc
  8. Please explain what was done in incorrect application of impairment policies and how this means that a provision in excess of £700million in excess of that originally anticipated
  9. By firm how much was paid to internal auditors in the years ended 31.12.2006, 2007 and 2008?
  10. By firm how much was paid to external auditors in the years ended 31.12 2006,2207 and 2008?
  11. Were additional sums paid to any other accountancy firm in the years ended 31.12.2006, 2007 and 2008 and, if so, how much to whom?
  12. Do any of the surviving directors associate themselves with any of the information published by the company since 01.01.2007 and available to its shareholders and in particular:
    • Interim management statement dated 23.10.2008
    • Statement re share price movement dated 11.12.2008
    • Pre close trading statement dated 18.12.2008
    • Cattles plans reduction in new lending and costs dated 7 January 2009
    • Cattles withdraws its application for permission to take retail deposits dated 26.01.2009
    • Cattles plc Annual Report and Financial statements 2007
    • Cattles plc Interim financial Report 2008
    • Cattles plc interim announcement for 6 months to 30 June 2008
    • Pre Close trading statement dated 19 June 2008
    • Interim Management Statement dated 9 May 2008
    • Prospectus for Rights Issue dated 23 April 2008
    • Trading statement dated 13 December 2007
  13. If any of the directors associate themselves with any of those documents can each one of then say which, if any, of the statements contained in them are true or, if it is easier, which of the statements contained in the documents are untrue.
  14. Were any changes made to the terms of reference of the Audit Committee during 2008?
  15. How many times did it meet during 2008?
  16. How many times has it met during 2009?
  17. How effective has the Audit Committee been during 2008 and 2009?
  18. When were each of the documents mentioned in question12 reviewed by the Audit Committee?
  19. When did the Audit Committee become aware of the breakdown in internal controls?
  20. What steps had the audit committee previously taken, in the preceding 24 months from when it became aware, to test the relevant internal controls?
  21. Were the internal controls in question part of the Group's overall risk management systems
  22. How had these internal controls been tested by internal auditors since 01.01.2007?
  23. How had these internal controls been tested by external auditors since 01.01.2007?
  24. Have any of the members of the audit committee since 01.01.2007 ever been employed or engaged as a consultant by or been a partner or director of any of the firms engaged by the group as internal or external auditors and, if so which, when and in what capacity?
  25. When did the audit committee last review its own performance and what was the outcome of that review?
  26. Who is the present chairman of the audit committee?
  27. What is the recent and relevant financial experience of the chairman of the audit committee?
  28. Do the directors of the company acknowledge that the board of directors of the company as a whole are collectively responsible for the success of the company?
  29. Has the company been a success, in financial terms for its shareholders, since 01.01.2007?
  30. In relation to information made available to shareholders since 01.01.2008 have the directors satisfied themselves as to the integrity of the financial information and ensured that financial controls and systems of risk management are robust and defensible?
  31. Please explain how it is necessary to consider making excess provisions for impairments of £700 million in 2009 if the group has financial controls and systems of risk management which are defensible?
  32. Why are details of the bonus structures agreed with the directors not made available to the shareholders with the rest of the directors service contracts?
  33. Please say what the bonus provisions are, and what bonuses have been paid, to any person who has held office as director of Cattles plc since 01.01.2007.
  34. Please confirm that no bonus payments in cash or shares or otherwise have been or are to be paid to any of the employees of the group whose employment has been terminated in consequence of the findings of the internal review by Deloittes/Freshfields?
  35. Why is James Drummond smith not contracted to the company in the same manner as other executive directors have been?
  36. What explanations were required by the board of Ian Stephen Cummine; David Postings; Mark William Gerard Collins; James Joseph Corr in relation to their conduct in relation to the business of the Company after 01.09.2008?
  37. When was the contract of employment of David Postings terminated?
  38. What payments have been made or are proposed to be made to or in relation to (such as pension funds contributions) David Postings after termination of his employment with the Company?
  39. What, if any, steps have the board taken to prevent the former employees of the company who may have been responsible for loss to the company from dissipating their assets?
  40. Did any members of the board read the item published in Crains Manchester Business on 27th April 2009 relating to Cattles Invoice Finance?
  41. How much of that article was true?
  42. In particular:
    Had the company entered into an exclusivity agreement in relation  to Cattles Invoice Finance on or before 27th April 2009?
    Had the Company engaged Ernst & Young in relation to the disposal of Cattles Invoice Finance Ltd before 27.04.09
    Had the company engaged Ernst & Young in relation to the disposal of other businesses before 27.04.09
    If the answer to either of the preceding 2 questions is Yes please give details of when they were instructed and in relation to which businesses
    When was information in relation to the proposed disposal made known to the directors, bankers, stockbrokers, internal and external auditors, bondholders and shareholders?
  43. What other options was the company exploring in relation to Cattles Invoice finance on 5th May 2009 when it informed the market of its consideration?
  44. Why was such announcement not made before 5th May 2009?
  45. Why is it necessary or advisable for the company to make the level of provision for impairment which is now proposed? Is it because loans which members of the group have made are not going to be repaid in full or for some other reason?
  46. Will the effect of the provision proposed be to diminish the Total Shareholders Equity to a negative amount?
  47. How many transactions are involved in the failure to apply the company's impairment policies correctly?
  48. What were the expectations for the results of the company as at 7th January 2009?
  49. What foundation was there for the statement by the former chief executive of the company on 26January 2009 that "the Group continues to trade profitably" and what were the then expectations for the profitability of the Group for y/e 31.12.2008?
  50. How much has the independent forensic examination by Freshfields/Deloitte's cost?
  51. Is the result of that investigation going to be shared with the shareholders ?

 

Ian Barry Dearing SRN C0772949774

 

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