Langbar International

Earlier today, I was refused entry by the Capita Registrar at the door, even though I was carrying copies of the letters, the emails and the faxes to David Buchler, showing that he was notified that I was acting as proxy from 14 December 2006, more than a full week before the meeting. The registrar claimed that he had not been notified and as a consequence he was refusing me entry.

What actually happened was this. I turned up at the hotel at 09:58 and went straight to the meeting room. Mahesh was outside the room and saw me. As I started signing in, Mahesh dashed in to talk with David Buchler.

The Registrar then asked for proof that I was a proxy and I showed him the letters I had received over the past week. I also showed him the email from Mahesh giving me permission from David Buchler to record the meeting. As well as the email to David Buchler notifying him that I was a Legal Proxy for the meeting.

The Registrar took the letters into the meeting room (they hadn't started yet) and showed these to David Buchler. He then came back out and said that these letters were not on his list and he was refusing entry.

I warned him that by refusing entry to a proper and legal proxy they would be getting in no end of trouble with the DTI for a breach of the Companies Act 1985. You cannot refuse a proxy entry as if you do, it invalidates the entire meeting.

The Registrar (Ben Twum of Capita) refused to allow me in, so I took his name and told him an official complaint would be made. I then went upstairs to telephone Edwin Coe Solicitors and the press.

Before I went upstairs, Felix Petri (one of the LAG scheme members) turned up late and I pointed out to him that they were refusing a proxy the right of entry. He replied that if the members were nominee holders they needed to get the Letter of Representation from the Nominee Broker. However Edwin Coe disagrees with this. This was changed in the new Companies Act, which although it has not received the Royal Assent, has been passed by the House and awaiting the formality. Furthermore, I believe that some of the people I was acting as proxy for, were certificated holders of Langbar and therefore they do not need to obtain any 'letter of representation' from any 'Nominee'.

The Guardian, FT, Daily Telegraph and Evening Standard now know that Buchler has refused entry to this AGM and by doing so invalidated the entire meeting. So they might all print the story tomorrow.

The meeting lasted about 20 minutes and at the end, the directors and David Buchler left the hotel. David Buchler came up to me brandishing a copy of the FT and stating that he did not receive a telephone call before the writ was issued.

I told him that "we were perfectly within our rights to protect the interests of the Opted Out shareholders". Besides Edwin Coe had already informed Jones Day by phone. If David Buchler's own lawyers won't speak to him, then that is his problem.

Furthermore I said to Buchler that "if he wanted to cooperate then we could work together against Rybak and Regli and have a meeting about this", but I also warned DB that if he decided to fight us, then as he has made us preferential creditors through his own Scheme, we would go all out to win and we would win. It was David Buchler who made the RA shareholders preferential creditors and all the shareholders had the opportunity to opt out and become as such if they wished.

On the matter of the refusal of admittance to the AGM, Buchler claimed that I had arrived too late and the meeting had started. Yet he seems to forget that Felix Petri and another shareholder were both admitted after the meeting had started and after I had been refused entry. Buchler's excuse will not wash with the DTI. Buchler is using this line with the press and has told them that:

a) I did not have the correct documents and
b) I arrived too late.

But both these claims are rubbish as I carried with me copies of the proxies as well as the email from Mahesh Desai, authorising me to record the meeting. Copies of these documents have now been provided to the press.

On the matter of the meeting, legal opinion is that the company will have to hold another AGM, as the meeting held today was made 'ineffective' because Buchler and the Registrar refused a legal proxy the right of entry. A complaint will be made to the DTI about Capita Registrars, copied to the press.

Furthermore, since the meeting was not properly held, the company is now in breach of the Companies Act 1985 for not holding an AGM within the calendar year.

All because someone threw his toys out of the pram because the shareholders protected their rights.