Evocutis PLC - Result of General Meeting
RNS Number : 5569R
Evocutis PLC
12 September 2014

Evocutis Plc

("Evocutis" or the "Company")


Result of General Meeting


Evocutis Plc announces that, at the General Meeting held earlier today, all resolutions were duly passed.


Accordingly, the Capital Reorganisation, resulting in each of the Company's Existing Ordinary Shares being subdivided into one New Ordinary Share of 0.01p and one Deferred Share of 0.99p, will take place at 5pm on 12 September 2014.  The remainder of the Proposals, being the Subscription to raise £210,000 before expenses by means of a subscription for 175,000,000 New Ordinary Shares at 0.12p per share and the adoption of a New Investing Policy under AIM Rule 15, become unconditional in all respects upon Admission of the New Ordinary Share Capital to trading on AIM, for which application has been made and is expected to occur at 8am 15 September 2014.

 The Subscription Shares, when issued and fully paid, will rank equally in all respects with the New Ordinary Shares.

On and subject to Admission, Gwyn Humphreys, Darren Bamforth and Mike Townend will resign from the Board and David Lenigas and Donald Strang will be appointed to the Board.   Following Admission, the New Board will consist of:  David Lenigas as Executive Chairman, Donald Strang as an executive director and Tom Bannatyne as a non-executive director.  Further information on David Lenigas and Donald Strang is set out below.

All of the defined terms in this announcement have the same meaning as in the circular published by the Company and sent to shareholders on 28 August 2014, a copy of which is available at the Company's website, www.evocutis.com.

Change of Registered Office

The Company has, with immediate effect, changed its registered office address to Suite 3B, 38 Jermyn Street, London, SW1Y 6DN.

Total Voting Rights

For the purposes of the Disclosure and Transparency Rules, the total number of voting rights in the Company with effect from 15 September 2014 will be 349,675,828. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the FCA's Disclosure and Transparency Rules.

For further information, please contact:

Evocutis plc


Tom Bannatyne, Chairman

+44 (0)20 7064 0330



Cairn Financial Advisers LLP


James Caithie/Carolyn Sansom

+44(0) 20 7148 7900




The following information is disclosed pursuant to Rule 17 and schedule 2(g) of the AIM Rules for Companies:

David Anthony Lenigas (Executive Chairman), aged 53

Mr. Lenigas has extensive experience operating in global public markets having served in a senior executive capacity on many public company boards. He is currently the Chairman of Rare Earth Minerals Plc, Solo Oil Plc, UK Oil & Gas Investments Plc and on the board of various other AIM companies. He has also served as Executive Chairman of London listed Lonrho plc for six years up to September 2012 and was responsible for Lonrho plc's expansion into over 20 countries in Africa in sectors covering agriculture, infrastructure, hotels, IT and aviation.

Mr. Lenigas has an interest in 67.5 million shares in the Company, which represents 19.3% of the issued share capital.

David Lenigas holds or has held the following directorships and/or partnerships in the last 5 years:




Solo Oil plc (formerly Immersion Technologies International plc)


Galleon Resources Limited (formerly AfriAg Limited/ Buchanist Limited)

Active Resource Realisation Fund


Solo Oil (Argentina) Limited

Rare Earth Minerals Plc (formerly Zest Group Plc)


Swissta Holdings Limited

Rare Earth Resources Limited


Templar Minerals Limited

Solo Oil International Limited


River Diamonds UK Limited

Stellar Resources Plc


Vatukoula Gold Mines plc (formerly River Diamonds plc)

Central African Investments Plc


Leni Gas & Oil Plc

Horse Hill Developments Limited


Our Forgotten Children Limited

AfriAg Plc  (formerly 3D Resources Plc)


670 Plc

REM Mexico Limited


Lonrho Limited (Formerly Lonrho Plc)

Inspirit Energy Holdings Plc


Lonrho Africa (Holdings) Limited

Leni Trinidad Ltd


Strenner Holdings Limited

Compania Petrolifera de Sedano S.L.


Lonrho Springs Limited

UK Oil & Gas Investments plc


Lonrho Air (BVI) Limited



Lonrho Ports Limited



Lucapa Diamond Company Ltd (formerly Lonrho Mining Limited)



Lonzim Management Limited


Zimbabwean Investments Ltd



Oceanfresh Seafoods (UK) Limited


Lonrho Resources Ltd


Lonrho Finance Ltd


Lontel Ltd



Lonrho Water Limited



Five Forty Aviation Limited



Blueberry International Services Limited



Wardlaw (1989) Limited



Le Har (Pvt) Limited



Rex Mining (Pvt) Limited



Peak Mines (Pvt) Limited



Gardoserve (Pvt) Limited



Celsys Limited



LonZim plc



Lonrho Aviation (BVI) Limited



Lonrho Air (2) (BVI) Limited



Five Forty Africa (BVI) Limited



Lonrho Air Africa (BVI) Limited



Fresh Direct Limited



ForgetMeNot Africa Limited



Lonrho Oil (Malawi) Limited



Lonrho Infrastructure (BVI) Limited



Complete Enterprise Solutions Limited



Vatukoula Gold Pty Ltd (formerly Westech Gold Pty Ltd)



Vatukoula Finance Pty Ltd (formerly Westech Finance Pty Ltd)



Lonrho Hotels Congo (BVI) Limited



Vatukoula Gold Mines Ltd



Jubilee Mining Ltd



Koula Mining Ltd



Indit Technology Distribution (Pty) Limited



Complete Enterprise Solutions (Pty) Limited



Lonzim Agribusiness (BVI) Limited



Lonzim Agribusiness (BVI) Limited



Quickvest 525 (Pty) Limited



Lonzim Air (BVI) Limited



Aldeamento Turistico de Macuti, SARL



Byron Energy Pty Ltd



Lonrho Hotels Management Services (BVI) Limited



Vatukoula Australia Pty Ltd (formerly Westech Australia Pty Ltd)



Lonrho Air Three (BVI) Limited



Southern African Management Services



Paynet Limited



African Solutions Limited



Lonrho Agriculture Angola Limited



Rollex (Pvt) Limited



Rollex (Pty) Limited



e-Kwikbuild SA (Pty) Limited



Lonrho Management Services Limited



Medalspot (Pvt) Limited



Blueberry Print (Zambia) Limited



Morningdale Properties (Pvt) Limited



Lanuarna Enterprises (Pvt) Limited



LonZim Hotels Limited



Celsys Zambia Limited



WS Foods (Pty) Ltd



Linus Business Options P/L



Firstfood Enterprises P/L



Chenyakwaremba Farm P/L



Leopard Rock Hotel Company (Pvt) Ltd



Lyons Africa Holdings Limited



Millchem Holdings Limited (formerly Lonzim Properties Limited)



Lonzim Holdings Limited



Micobe Property Development Limited



Lonrho Zimbabwe Management Services (Pvt) Limited



Lonrho Africa Management Services (Zimbabwe) Ltd



Lonrho Africa Motor Sales Limited



Lonrho Properties Zimbabwe (Pvt) Ltd



Lonrho Auto Distributors Limited



Sindu Properties (Private) Limited



One Hundred & Seventeen Baines Avenue (Private) Ltd



Textile Investment Company Limited



Sol Aviation Company Limited



Lonrho Jersey Limited



Norse Air Limited



South African Independent Liners Services (Pty) Limited



Lonrho Africa Holdings BV



Lonrho Springs BV



Lonrho Air BV



Lonrho Ports BV



Lonrho Africa Hotels BV



Lonrho Hotels BV



Lonrho Hotels Mozambique BV


Lonrho Africa Agribusiness BV


Lonrho Africa Distributors BV


Lonrho Africa Food Processing BV


Lonrho Africa Motors BV


Lonrho Distributors BV


Lonrho Motors BV


Lonrho Springs BV


Reef Resources Ltd



Lonrho Agribusiness Limited



Laytons Offshore Limited



Lonrho Equipment Limited



Mozambique Machines Limited



Crop Harvest Limited



Oceanfresh Seafoods (Pty) Limited



Cultivate Harvest Limited



LAH Jersey Limited


RET Services Limited


Rare Earth Resources Limited



Protea Seafoods



Zest Songs Limited



Reggae Tunes Limited



Zest Music Limited



Zest Entertainments Limited



Hotel Accommodation Limited



Afex Holdings Limited.



Lonrho Water Limited



Africa Expeditions Limited



Africa Expeditions TZ Limited



Africa Expeditions Uganda Limited



Best In Tents Limited



Global Horizons Limited



Lonrho Hotels Limited



LAH Mozambique Hotels Limited



DRC Hotels Limited



Lonrho Ports & Infrastructure Limited



Lonrho Infrastructure Limited



Lonrho Ports Limited



LAH Jersey 2 Limited



Fish On Line (Pty) Limited



Lonrho Support Services Limited (formerly Lonrho Holdings Limited)



Lonrho Integrated Support Services Limited



Lonrho Hotels (Holdings) Limited



Lonrho Budget Hotels Limited



Lonrho IT Limited



LAH Jersey 3 Limited



Lonrho Transport Limited



Lonrho Logistics (Pty) Limited



Luba Freeport Limited



Lonrho South Africa (Pty) Limited



Lonrho Management South Africa (Pty) Limited



Lonrho Projects South Africa (Pty) Limited



Lonrho Projects Consulting (Pty) Limited



Lonrho Projects Agri (Pty) Limited



Lonrho Energy (Pty) Limited



Lonrho Securitec (Pty) Limited



Lonrho Amathonga Hotels (Pty) Limited



Swissta Mozambique Lda



Sociedade Comercial Bytes & Pieces Limitada



FastJet Plc



Cambria Africa plc



Tanzania Machines Limited



Tanzania Harvest Limited



Lonrho Ports Ghana Limited



Lonrho Ghana Ports Limited



LonAgro (SS) Limited



Benson Global Trading Limited



Lon Agro Tanzania Limited



Yuagong (Pty) Limited



Lonrho Hotels Nigeria Limited



Lonrho Hotels DRC Limited



Lonrho Hotels SA Limited



Lonrho Hotels Ghana Limited



Lonrho Hotels Kenya Limited



Lanitrim (Pty) Limited



Caropix (Pty) Limited



Lonrho Investments Limited (formerly Lonrho African (investments) Ltd)



Lonrho Fresh Ltd



Lonrho Food Supply Chain Management Ltd



Lonrho Infra One UK Ltd



Lonrho Market Expansion Services Ltd



Polemos Plc


David Lenigas was a director of SA Independent Liner Services Pty Ltd ("SAILS") when it was placed into liquidation on 15 October 2008. SAILS was a subsidiary within the Lonrho Plc group of companies ("Lonrho Group"). A unanimous board resolution placed SAILS into Liquidation, the Lonrho Group being the major creditor, with the liquidated business being shown as a discontinued activity in the historic financial statements of the Lonrho Group.

David Lenigas was a director of Norse Air Limited ("Norse") which was placed into liquidation on 20 December 2010. At the point of liquidation Norse was a wholly-owned subsidiary within the Lonrho Group and was placed into liquidation by a unanimous board resolution of Norse, with this business being shown as a discontinued activity in the historic financial statements of Lonrho Group.

There is no further information on David Lenigas which is required to be disclosed under Schedule Two, paragraph (g) of the AIM Rules for Companies.


Donald Ian George Layman Strang (Executive Director), aged 46

Mr. Strang is a member of the Australian Institute of Chartered Accountants and has been in business over 20 years, holding senior financial and management positions in both publicly listed and private enterprises in Australia, Europe and Africa. Mr. Strang has considerable corporate and international expertise and over the past decade has focused on mining and exploration activities in the oil and gas and natural resources sectors. He is currently a director of a number of AIM listed companies including Rare Earth Minerals Plc, Polemos Plc, UK Oil & Gas Investments Plc and Doriemus Plc.

Mr. Strang has an interest in 10 million shares in the Company, representing 2.86% of the issued share capital.

Donald Strang holds or has held the following directorships and/or partnerships in the last 5 years:




Stellar Resources Plc


Leni Gas & Oil plc

Polemos Plc


Compania de Sedano Ltd

AfriAg Plc  (formerly 3D Resources Plc)


Leni Trinidad Ltd

Doreimus plc


Lonhro plc

Rare Earth Minerals plc


CSS Stellar plc

Octagonal plc



UK Oil & Gas Investments plc




There is no further information on Donald Strang which is required to be disclosed under Schedule Two, paragraph (g) of the AIM Rules for Companies.

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