Gledhow Investments PLC Final Results and Notice of AGM
December 15 2015 - 6:00AM
UK Regulatory
TIDMGDH
GLEDHOW INVESTMENTS PLC
Final Results for the Financial Year ended 30 September 2015
Date: December 15, 2015 Gledhow Investments plc is pleased to announce its
results for the year ended 30 September 2015. These results and the following
statement have been extracted from the audited financial statements of the
Company. The annual report and accounts will be mailed to shareholders later
today.
I have pleasure in presenting your company's Annual Report and Financial
Statements for the year ended 30 September 2015.
Your directors continue to follow the same investment strategy, namely to
invest in small to medium sized undervalued or fast growing companies, with the
investment objective of achieving long term capital growth in excess of the
FTSE All Share Index.
During the year, no new investments were made. We had cash of GBP247,224 at the
year-end (2014: GBP239,099). The pre-tax loss was GBP129,395 primarily due a fall
in the value of our shareholdings in a number of natural resources companies
including Pires Investments plc, Stellar Resources plc, Ascent Resources plc
and Wishbone Gold plc (2014: pre-tax loss of GBP144,471).
On 1 September 2015, Bruce Rowan resigned for health reasons. I was appointed
to the board on the same date.
Despite the uncertain economic environment the Company is in a strong position
thanks to its strong cash position and we look forward to being able to take
opportunistic investments in small to medium sized undervalued companies as
they arise.
B L Miller
Managing Director
14 December 2015
2015 2014
Profit and Loss Account for the year ended 30 GBP GBP
September 2015
Turnover 43,745 49,829
Cost of sales (126,333) (145,045)
Gross loss (82,588) (95,216)
Administrative expenses (46,807) (49,297)
Operating loss (129,395) (144,513)
Interest receivable and similar income - 42
Loss on ordinary activities before taxation (129,395) (144,471)
Taxation - -
Loss for the year (129,395) (144,471)
Basic loss per share (pence) (0.26p) (0.29p)
Diluted loss per share (pence) (0.26p) (0.29p)
The Company's operation in the year continued unchanged; no operations were
discontinued or acquired.
There are no recognised gains and losses other than those passing through the
profit and loss account.
Balance Sheet as at 30 September 2015 2015 2014
Current assets GBP GBP
Stock 265,502 391,834
Debtors - 6,898
Cash at bank and in hand 247,224 239,099
512,726 637,831
Creditors: amounts falling due within (11,841)
one year (16,131)
Net current assets and total assets 625,990
less 496,595
current liabilities
Capital and reserves
Called up share capital 490,000 490,000
Share premium account 71,122 71,122
Profit and loss account (108,629) 20,766
Other reserve 44,102 44,102
Shareholders' funds - equity interests 496,595 625,990
The financial statements were approved by the Board and authorised for issue on
14 December 2015.
B L Miller
Director
Company No. 03848331
Cash Flow Statement for the year ended 30 2015 2014
September 2015
GBP GBP
Net cash inflow/(outflow) from operating 8,125 (6,984)
activities
Taxation - -
Net cash inflow/(outflow) before management of (6,984)
liquid resources and financing 8,125
Increase/(decrease) in cash in the year 8,125 (6,984)
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting of Gledhow Investments
plc ("the Company") will be held at 3.00 pm on 9 February 2016 at 1st Floor, 3
Crawford Place, London W1H 4LB for the following purposes:
ORDINARY BUSINESS
1. To receive the Directors' Report and audited financial statements of the
Company for the year ended 30 September 2015.
2. To re-elect G. Melamet as a director of the Company.
3. To re-elect B L Miller as director of the Company.
4. To re-appoint UHY Hacker Young as auditors of the Company and to authorise
the directors to fix their remuneration.
SPECIAL BUSINESS
5. To consider and, if thought fit, pass the following resolution
which will be proposed as an ordinary resolution:
That the directors be generally and unconditionally authorised under
section 551 of the Companies Act 2006 (the Act) to allot shares in the Company
and to grant rights to subscribe for or to convert any security into shares in
the Company on and subject to such terms as the directors may determine up to a
total nominal amount of GBP510,000, such authority shall expire at the conclusion
of the next annual general meeting of the Company after the date of the passing
of this resolution unless renewed, varied or revoked by the Company in general
meeting. The directors shall be entitled, under this authority, to make at any
time prior to the expiry of this authority any offer or agreement which would
or might require relevant securities to be allotted after the expiry of this
authority.
To consider and, if thought fit, pass the following resolutions as
special resolutions:
6. That, subject to the passing of resolution 5 in this notice, the
directors be empowered under section 570 of the Companies Act 2006 ("the Act")
to allot equity securities (within the meaning of section 560 of the Act) for
cash under the authority given by resolution 5 in this notice as if sub-section
561(1) of the Act did not apply to such allotment, provided that this power
shall be limited:
(a) to the allotment of equity securities in connection with an offer
of such securities to holders of ordinary shares where the equity securities
for which ordinary shares are respectively entitled to subscribe are
proportionate (as nearly as may be) to the respective numbers of ordinary
shares held by them, but subject to such exclusions or other arrangements as
the directors may deem necessary or expedient in relation to fractional
entitlements or any legal or practical problems under the laws of any overseas
territory or the requirements of any regulatory body or stock exchange; and
(b) to the allotment (otherwise than under sub-paragraph (a) above)
of equity securities for cash up to a total nominal value of GBP510,000;
and shall expire on the date of the next annual general meeting of the Company,
or if earlier, 15 months after the date of passing this resolution, save that
the Company may before such expiry make an offer or agreement which would or
might require equity securities to be allotted after such expiry and the Board
may allot equity securities under such offer or agreement as if the power
conferred by this resolution had not expired.
7. That the Company be generally and unconditionally authorised to make
market purchases within the meaning of section 693(4) of Companies Act 2006
(the Act) of its ordinary shares of 1p each in the capital of the Company
("shares") on such terms and in such manner as the directors may from time to
time determine, provided that:
(a) the maximum number of shares authorised to be purchased is
7,350,000 being the number representing 15% of the issued ordinary share
capital of the Company at the date of the meeting;
(b) the minimum price (exclusive of expenses) which may be paid per
share is 1p (being the nominal value per share) and the maximum price which may
be paid per share is an amount equal to 20% higher than the average of the
middle market quotations per share as derived from the ISDX Growth Market for
the fifteen business days immediately preceding the day on which the shares are
purchased;
(c) the authority shall expire at the conclusion of the next annual
general meeting of the Company; and
(d) the Company may make a contract to purchase shares under the
authority before the expiry of the authority, and may make a purchase of shares
under such contract even though the authority has ended.
By Order of the
Board
Registered Office:
Brett Miller
39
Cheval Place
Secretary
London SW71EW
Dated: 14 December 2016
Notes:
1. Shareholders, their duly appointed representatives or proxies are
entitled to attend, speak and vote at the AGM. A shareholder can appoint the
Chairman of the meeting or anyone else as their proxy and their proxy need not
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December 15, 2015 06:00 ET (11:00 GMT)