New faces set to join Avocet 'family'

by DOUG COLLIE

The 650 shareholders who have stakes in Avocet Natural Capital PLC (ANC) have been told the company is to be run by an independent board of directors with current executives, chairman Martin Frost, and Dr Bob Jennings remaining as joint presidents with "a small honorarium".

Mr Frost has outlined a number of developments in yet another update to investors, including the establishment of a web server with an estimated million visitors per day. And the Avocet range of products will be operated by a North American franchise "once there is clearance on US air travel".

The last annual meeting for shareholders in the Avocet businesses which was held in York last October heard there would be a radical change in the way the operation was run by the end of January 2020 with both Mr Frost and Dr Jennings intending to step aside. But so far they remain at the helm.

Now the investors are told in a letter from Mr Frost: "Currently there are 50 million ANC Plc shares in circulation on which recipients will shortly receive an electronic share certificate to trade their shares and receive dividends.

"Dr. Jennings and I remain as joint Presidents of ANC Plc with a small honorarium, otherwise ANC Plc and Avocet IP Limited will be run by an independent board of directors."

The Avocet chairman reveals that subject to certain conditions, Stuart Lucas, of Asset Match, a London-based share trading platform, is prepared to oversee ANC Plc alongside two or three other unpaid non-executive directors together with a chief executive with a background in intellectual property and finance.

"The prime function of ANC Plc is to ensure that Avocet IP Limited has a strong, balanced, and developing portfolio in natural capital related intellectual property", adds Mr Frost.

He explains that Avocet NC Limited, another member of the Avocet 'family' is an independently owned and run private trading company. Its prime responsibility is to commercially spread Avocet technology and philosophy via franchise, golden suppliers, and the promotion of Avocet demonstration units.

This relative newcomer - Avocet NC was only incorporated in February - is registered at an address in Penwortham, near Preston. The sole director of the company is Paul Newsham, a chartered accountant with an accountancy business in Lancashire. Mr Newsham holds all 100 shares in Avocet NC.

At the same time Avocet NC holds all 10,000 shares in The Avocet Clearing House Ltd, another company with Mr Frost and Mr Newsham as its directors.

The new circular to shareholders continues: "Avocet NC Limited as a trading company will have an independent board of directors who may or may not have a direct association with ANC Plc. Current thoughts are that Mr. Paul Newsham will be CEO / Finance Director until a full time CEO is appointed.

"Again, subject to conditions, Mr. Stuart Lucas of Asset Match, may take the ‘umpire’ roll.  As with ANC Plc neither Bob Jennings or I see a long-term involvement in Avocet N C Limited or its subsidiaries."

An explanation is also provided for the so-called Master Franchise and golden supplier Structure – 'linked to the Avocet Clearing by contract but in themselves independent companies'.

"As previously explained, Avocet’s trading activities will largely be perfected via its master franchise and golden supplier philosophy", Mr Frost writes. "I, Bob, and hopefully some of Bob’s old colleagues will be involved in the development of the Avocet master franchise of Avocet North America Plc. 

"Broadly speaking Avocet North America Plc will pay a master franchise fee, one million sterling which will go to Omega Infinite Plc with the balance to ANC Plc. This master franchise will be funded and run by Frost family and their associates and shall commence to operate once there is clearance on US air travel."

The network of entities also includes the Avocet Foundation – "an independent worldwide charitable organisation to become operational early September 2020."

According to Mr Frost: "The Avocet Foundation will have shareholdings and loans in ANC Plc and various other Avocet companies – that said its prime purpose is to use its revenue and influence to assist the developing world in the education and utilisation of natural capital. The foundation in the first instance is in receipt of its capital from the Frost family."

And he adds: "The ‘Avocet Server’ (‘AS’) owned by Loch Lomond Heritage Limited. ‘AS’ has a contract with Avocet NC Limited to provide unique web services. The net profit generated from these web services is to be jointly divided between the Avocet Foundation and Avocet NC Limited – with an estimated million visitors per day, this web server with assistance from Google and Amazon is due to go live at the end of August 2020."

Mr Frost is the sole director of Loch Lomond Heritage Ltd.. All 5,000 of the company shares are held by members of Mr Frost's family.

Avocet Natural Capital has submitted its second list of shareholders to Companies House in little more than a month. In June Mr Frost held 13,853,765 shares in ANC, but now the figure stands at 10,750,173. At the same time Loch Lomond Heritage's allocation has risen from 1,455,000 shares in June to 1,600,500 in July.

A number of other individuals have upped their stake including Eirlys Lloyd, company secretary for a large number of Avocet firms - 522,500 compared to 475,000 last month, and Mr Lucas, of Asset Match - 1,247,400 (1,134,000). Asset Match itself now has 171,600 shares in ANC (156,000 in June) while the ANC Foundation Holdings allocation remains unchanged at 3,458,198.