Gennfros co-owner could be dissolved by Companies registrar

by DOUGLAS SHEPHERD

Loch Lomond Heritage Ltd., the company which holds a 50% stake in the business destined to replace the Avocet 'disruptive technology' group faces the threat of being struck off the UK Register of Companies, according to a notice posted on the Companies House website.

It was recently revealed that Loch Lomond Heritage, controlled by Avocet chairman Martin Frost holds five million one penny shares in Gennfros Ltd. which was only incorporated at the end of September.

The other half of the shareholding in Gennfros is now in the hands of Chemical Technology Services Ltd, of Hutton Rudby, Yarm, Teesside. One of the two directors of that business, formed in 2006, is Dr James R Jennings.

He also sits on the board of various firms bearing the Avocet name, in particular Avocet Natural Capital [ANC] whose 650 investors have, between them, a reported 50 million shares. Mr Frost has announced the intention to dissolve ANC before long. 

Selected Avocet shareholders are currently being offered 'gift' shares in Gennfros while others have faced the indignity of being blackballed by Avocet's Board before being excluded from the giveaway process. They include 'dissidents' who have cast doubts on Avocet's ability to develop and market a revolutionary fuel which, according to Mr Frost, will render the electric car obsolete.

But a so-called Gazette Notice, issued on November 17th has the capability to render Loch Lomond Heritage Ltd. obsolete some two months from now.

The notice says: "The Registrar of Companies gives notice that, unless cause is shown to the contrary, the Company will be struck off the register and dissolved not less than two months from the date shown. Upon the company's dissolution all property and rights vested in, or held in trust for, the company are deemed to be bona vacantia (goods without an apparent owner) and will belong to the Crown".

There is no reason given for the action in the notice. But Loch Lomond Heritage's annual accounts up to June 30th 2019 should have been submitted to Companies House by June 30th 2020 which means the filing of finances is by now 142 days overdue.

Companies House literature on late filings stipulates: "Failure to file confirmation statements, annual returns or accounts is a criminal offence which can result in directors being fined personally in the criminal courts. Failure to pay the late filing penalty can result in enforcement proceedings."

Businesses face financial penalty fees for late filing of their accounts with private companies charged £750 and public companies £3,000 once they are more than three months beyond the deadline.

Meanwhile, in a Gennfros communication circulated by Mr Frost earlier today he declares: "I am appalled at the mischievous (sic) of some cyber warriors who have unfairly criticized Gennfros Limited’s share option gift.

"Plainly speaking: Loch Lomond Heritage Limited and the Chemical Technology Services Limited have physically purchased their shareholdings for £50,000 pounds each equating to a £0.01 pound per share. This purchase allows both Loch Lomond Heritage Limited and the Chemical Technology Services Limited to vote as members in the affairs of Gennfros Limited - if either company sells any of this shareholding there is NO further payment to Gennfros Limited."

Then Mr Frost goes on to write: "I am similarly annoyed by some ANC Plc shareholders who have already identified themselves as naysayers and keyboard warriors filibustering the timing of the Gennfros Limited gift process with Mr. Archie Garner. 

"Archie in a previous existence, as some of you know, was a premier RSM in the British Army so he is accurately acting according to his brief. Unfortunately, when conveying Gennfros Limited wishes, Archie has been the subject of much unwarranted abuse – and a 2-5 minute exercise has often taken 20 minutes or more.

"Consequently, the Gennfros Limited gift process is taking a week longer than budgeted which in turn delays all other matters by a week. Though not amused by this delay Gennfros Limited is using the extra time to tighten up upon its intellectual property and ensure that naysayers are appropriately dealt with.".

It has been claimed a collection of Gennfros patents will be worth £150 million, a claim challenged and rubbished by sceptics who warn Avocet intellectual property (IP) is about to be transferred to Gennfros without shareholders' permission.

But Mr Frost states: "Gennfros Limited’s intellectual property is new – it exists and has been independently verified by our new investors – and furthermore, there are significant and important step advances.

"That said, Gennfros Limited’s new IP does not make the IP housed in Avocet IP Limited redundant and as prior stated Avocet IP Limited will realize its IP for the benefit of first its creditors and then ANC Plc shareholders as a body."