Rsv Shareholder's Action Group

MikeDP:
I am all the way with you , friend , on the issue of naked short-selling.
I can see that my campaign that auctions of fake ostriches should
be banned is gaining support .
I also commend you for your sharp appraisal of the overall situation.
As you have spotted there is , what amounts to market abuse ,
in the way that first trading is distorted by naked short-selling
shortly before a major corporate event such as AGM/EGM which
involves D4E swap, company re-structure, massive share dilution
and finally company take-over by the debt-holder . If the main naked
short-seller in the market who is party to such events is no other than
one or more market makers operating the share-dealing market
then it can be argued that they have become effectively an
undeclared concert party to the forced company take-over. As
market makers they may have some limited leeway under exemption
rules (which must be tightened after this debacle) to sell extra shares
not yet in the market for trading liquidity but this must surely be for a
very short time(hours?),and a relatively small proportion of the
company equity . Now when the manufacture of IOU-certificates
(fake ostriches) becomes so large as to exceed the total permitted
and issued company equity , the abuse and misuse of their
marketmaker privileges is evident. When the auction of fakes
then is deliberately timed so that the new shareholders can not
get registered to vote and many "old" shareholders have sold
with no further material interest, that leaves the vulture funds
with their block votes in an enhanced position for take-over
with the connivance of the market makers. Their favour is then
re-paid by channeling new re-structured shares back to them
for settlement of prior naked sales .
The event chain I have described above amounts to , what
some people would regard as daylight robbery. Now would
such "daylight robbery" become fair and legal if the robbers
had posted a notice on the walls of the bank overnight(disregarded
or treated as a joke by most) which stated :" This bank branch
will be robbed tomorrow, Monday 20th October , at 12 AM sharp .
Only regular customers producing identification and a valid bank
statement will be allowed to participate in the robbery . Other
people found on these premises will have their wallets confiscated " .
Now this clearly opens up a new type of defence :" No offence
has taken place since the victims were warned that they would
be robbed and should have stayed away " . Or instead, will the
bank robbers use the argument: " they are only screaming
because they lost their wallets and their money . Had we thrown
them some bundles of money from the robbery they would have
squealed with delight" .
Now there has been much heated argument over the right to
vote or deprivation of voting.Clearly, normal situations are
covered by company law , some of it quoted in this thread before.
The company needs to identify the rightful vote-holders and
decide on a legally valid cut-off date to produce the check-list
of registered persons, companies or others with legal vote entitlement.
That can and does produce problems for new shareholders
whose share-buy contracts have not yet been settled.
A corporate lawyer will have to advise which new RSV shareholders
under existing law were correctly excluded and which other
shareholders (if any) do have a legitimate grievance to seek
compensation and damages for their illegal exclusion. Who
migh they be ?
Well , it is my understanding that most private share traders
now trade electronically . In most but not all instances electronic
trading means that they were trading through nominee accounts .
I presume (please correct me if I am wrong) that irrespective of
the date or settlement of their trading their names would not
appear on the company's shareholder register . Correct ???
So if my assumption is right, overwhelmingly just the nominee
gets registered .
Now the nominee has all the shareholder rights including voting
which he should use fairly according to the wishes of the
beneficial shareholders who have appointed him as nominee .
Now large brokers are registered nominee shareholders on the
register of many companies including RSV, I presume . They
stay on the register all the time , just the number of
shares registered
against the nominee name varies as share transactions get settled.
That means that they do have varying vote entitlements which they
can execute by either casting the vote on behalf of the beneficial
shareholders or by issueing letters of representation to the
beneficial share owners to allow them to attend AGM's and vote
at an AGM . Hence , in my humble opinion, anyone
attending the AGM with identity proof and letter of representation
of a registered nominee shareholder/broker had a right to vote.
Likewise, anyone legitimately
appointed by other registered shareholders to vote and act for them
should be able to do so .
Further , any RSV shareholder whose share-buy contract specified
a settlement date early enough for registration under company law ,
who had kept his bargain by paying the purchase price, but failed
to receive delivery of shares for settlement by contracted settlement
date (time being of the essence )would have a legitimate grievance
for breach of contract and deprivation of voting right .
The above specific examples may have affected a few RSV traders
but probably not the majority buying in during the three trading days
preceding the AGM. Have they got any cause to question their
exclusion from voting ?
I may address that question in another post.
For now: good night .