The Conygar Investment Company PLC. Telephone | 020 7408 2322 Email | admin@conygar.com
INVESTOR RELATIONS
Introduction and Company Details
The information on this website is provided for the purposes of Rule 26 of the AIM Rules for Companies. The Conygar Investment Company PLC (“Conygar” or the "Company") is incorporated and operates mainly in the United Kingdom (registered number 4907617). It is listed on the Alternative Investment Market of the London Stock Exchange (“AIM”).The website was last updated on 23 December 2009.
Share Capital and Significant Shareholders
As at 14 December 2009, the Company’s issued share capital comprises 117,213,726 ordinary shares of 5p each. All shares carry voting rights and are free of any restrictions on transferability. No shares are held by the Company in treasury.As far as Conygar is aware approximately 6.3 per cent. of the Company’s issued share capital is not in public hands.
The Company has been notified of the following significant shareholders:
| Blackrock Inc. | 10,886,945 | 9.29 |
| Aviva Investors Global Services Ltd | 7,619,047 | 6.50 |
| Legal & General Assurance Society Ltd | 7,142,857 | 6.09 |
| FIL Ltd | 6,980,685 | 5.96 |
| Gartmore Investment Limited | 4,661,407 | 3.98 |
| R T E Ware | 4,665,000 | 3.98 |
Description of Business
The Conygar Investment Company PLC is a property trading and development group dealing primarily in UK property. The group aims to invest in property assets where we can add significant value using our property management, development and transaction structuring skills.
Board of Directors
Non-Executive Chairman – Nigel Hamway
Nigel Hamway, aged 53, qualified as a member of the Institute of Chartered Accountants in England and Wales with Peat Marwick after obtaining a degree from Cambridge University. He joined Dubilier plc as chief financial accountant, leaving to take up a position in international corporate finance at Charterhouse Bank in 1986, becoming a director in 1990.
From 1991 to the present he has been a director of Charterhouse Development Capital. For several years he was responsible for Charterhouse’s international investment business. He has had extensive board experience in many countries and businesses.
Chief Executive - Robert Ware
Robert Ware, aged 54, served as a director of Development Securities plc between 1988 and 1994, filling the roles of joint managing director and finance director in the latter stage of his tenure. In 1994 he left to take up the position of managing director of Dunton Group plc where he stayed until November 1996. He joined MEPC plc in June 1997 serving first as corporate development director and then as deputy chief executive between June 1997 and June 2003. He is a non-executive director of Tarsus Group plc, Gartmore Growth Opportunities plc and Terra Catalyst Fund.
He is a Fellow of the Institute of Chartered Accountants in England and Wales.
Finance Director – Peter Batchelor
Peter Batchelor, aged 46, joined MEPC plc as Head of Taxation in January 1999 and also served as Company Secretary from January 2002 until September 2003. His responsibilities included corporate finance, taxation and secretariat. Prior to joining MEPC, Peter was a senior manager in the London Office of Ernst & Young where he specialised in advising on tax and corporate finance matters.
He is a Fellow of the Institute of Chartered Accountants in England & Wales and a Fellow of the Chartered Institute of Taxation.
Preston Rabl
Preston Rabl, aged 60, was previously Chairman of Laxey Partners Limited and is also a director of various private companies. He is a Chartered Accountant and was a partner in stockbrokers Henderson Crosthwaite. He jointly founded WPP plc from which he resigned in 1987, since when he has been an investor in, director of or advisor to various public and private companies.
Property Director – Steven Vaughan
Steven Vaughan, aged 51, joined MEPC plc as Corporate Development Executive in 1997. Aside from managing various development projects, he was responsible for the Callaghan Square, Cardiff PFI development which was a part of the Cardiff urban regeneration scheme. Prior to joining MEPC, Steven worked for DeVere plc, Development Securities plc and Lambert Smith Hampton.
He is a member of the Royal Institute of Chartered Surveyors.
Non-Executive Director – Michael Wigley
Michael Wigley, aged 70, was a stockbroker in the City of London from 1964 until his retirement in 1999. The majority of that time was spent with the firm of Anderson where he was senior partner at the time of the takeover by Matheson Investment Limited in 1987. He was a director of the latter company until 1997. He was Chairman and latterly a non-executive director of Development Securities plc between 1990 and 2000. He was Deputy Chairman of the Legg Mason Investors International Utilities Trust plc and a non-executive director of BFS Income and Growth Trust plc.
Workings of the Board
The board currently comprises the chief executive, the finance director, the property director and two independent non-executive directors of which one is chairman. These demonstrate a range of experience and sufficient calibre to bring independent judgement on issues of strategy, performance, resources and standards of conduct which are vital to the success of the company. The board is responsible to shareholders for the proper management of the company.
The board has a formal schedule of matters specifically reserved to it. All directors have access to the advice and services of the company secretary, P A Batchelor, who is responsible to the board for ensuring that board procedures are followed and that applicable rules and regulations are complied with. In addition, the company secretary ensures that the directors receive appropriate training as necessary. The appointment and removal of the company secretary is a matter for the board as a whole.
The board meets approximately ten times a year, reviewing trading performance, ensuring adequate funding, setting and monitoring strategy, examining major acquisition possibilities and reporting to shareholders. The non-executive directors have a particular responsibility to ensure that the strategies proposed by the executive directors are fully considered.
The following committees deal with specific aspects of the group’s affairs.
Remuneration Committee
The company’s remuneration committee is chaired by N J Hamway and its other member is M D Wigley. It is responsible for making recommendations to the board, within agreed terms of reference, on the company’s framework of executive remuneration and its cost. The committee determines the contract terms, remuneration and other benefits for each of the executive directors, including performance related bonus schemes, pension rights and compensation payments. The board itself determines the remuneration of the non-executive directors. The non-executive directors are not involved in any discussions or decisions about their own remuneration.
Audit Committee
The audit committee is chaired by N J Hamway and its other member is M D Wigley, and meets not less than two times annually. The committee provides a forum for reporting by the company’s external auditors. Meetings are also attended, by invitation, by the chief executive and the finance director.
The audit committee is responsible for reviewing a wide range of matters including the half-year and annual financial statements before their submission to the board and monitoring the controls which are in force to ensure the integrity of the information reported to the shareholders. The audit committee advises the board on the appointment of external auditors and on their remuneration both for audit and non-audit work, and discusses the nature, scope and results of the audit with external auditors. The audit committee keeps under review the cost effectiveness and the independence and objectivity of the external auditors.
Key Advisors
Nominated Adviser & Stockbroker
Oriel Securities Limited125 Wood Street
London EC2V 7AN
Registrar
Share Registrars LimitedSuite E
First Floor
9 Lion & Lamb Yard
Farnham
Surrey GU9 7LL
Solicitors to the Company
Wragge & Co LLP55 Colmore Row
Birmingham B3 2AS
Auditors
Rees Pollock35 New London Bridge Street
London EC4V 6BW