Friday, 15 January 2010

Zirax possible de-listing

I must say I'm feeling pretty smug about getting out of Zirax at 5.75p (even though it crystallised a 50% loss). On Wednesday they announced that their largest shareholder (M. Baranov, who directly or indirectly controls 67.2% of the company) has requested a general meeting on which to vote on de-listing from AIM:
http://www.investegate.co.uk/Article.aspx?id=201001130700064528F

In order for the motion to be carried, it needs the consent of 75% of the votes cast at the general meeting. This is AIM rule 41 (you can see all the AIM rules here: http://www.londonstockexchange.com/companies-and-advisors/aim/documents/aim-rules-for-companies.pdf). Note that is 75% of the votes cast, not the total voting rights - if 11% of the shareholders don't bother to vote, then Baranov can get the motion passed purely based on his own holdings.

Zirax's major shareholders (from the Zirax website: http://zirax.com/major-shareholders.html) account for 90.2% of the voting rights, and I think we can assume all of these will exercise a vote, so Baranov will need some support. But I can't imagine he would ask for a general meeting without knowing which way the vote will go - so I assume he has support from Andosov, Pennygold or Metropol, each of which on their own would probably be enough to swing the vote his way.

I have no desire to hold shares in an unlisted company (especially one with Zirax's history of financial mismanagement) so I'm glad I'm no longer a shareholder. If I was, I guess I'd be selling out right now at about 2p.

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