Genfro strike-off application may be null and void

by LESTER CROSS

The surprise move  by company life president Dr 'Bob' Jennings to sign the death warrant of the avocet fuel additive 'empire' is already mired in controversy amid claims his application to strike Genfro Ltd. from the companies register is "illegal and invalid".

It is believed some of those who claim to have lost significant sums after being persuaded to invest by the Avocet Group's wild claims of huge future profits may attempt to block the strike-off application by submitting objections with Companies House.

The rules governing the dissolution of businesses by strike-off demand the application form should be signed by "a majority of the company's directors". In this case, Jennings - appointed to the board in August 2021 - has been the sole director of Genfros since last October.

However, the firm's Articles of Association dating from January 2021 clearly state: "Martin Frank Frost and Dr James Robert 'Bob' Jennings shall each hold the office of life president of the company. Life presidents will not be directors nor will they take part in the management of the company".

According to one holder of worthless Avocet shares: "Those Articles could not be clearer. They specifically prohibit Jennings from acting as a director, so any actions or decisions he has taken in that post are illegal and invalid. Companies House needs to be aware of this".

Genfro was the conduit through which Avocet management repeatedly attempted to reassure doubting investors by dreaming up bogus unnamed international venture capitalists or business barons, said to be willing to pay hundreds of millions of pounds (or dollars) for 'incredibly valuable' avocet patents.

As previously reported, the most elaborate of the fake scenarios featured Parachute Holdings Inc. [PCH], a non-existent 'global player' led by a magnate whom Frost christened Tim Carter. PCH was said to have a net worth running into tens of billions of pounds.

"The ‘mystery investors’ are known to some of Genfro’s prominent shareholders, its lawyers, but most importantly the Secretary of State for Industry Mr Kwasi Kwarteng who was approached to secure anonymity", Frost wrote in a missive circulated in August 2021. 

It was yet another imaginary tale which included the use of a UK Cabinet minister's name and his government department in an attempt to impress Genfro and Avocet stakeholders. The cock-and-bull story was to be exposed as a result of our inquiries.

The next chapter in the saga saw a collection of documents distributed by Frost including the text of a letter purporting to have been sent by 'Tim Carter' to Sarah Munby, Permanent Secretary in Mr Kwarteng's office with the anonymity request for PCH.

The letter to Ms Munby - many who read it commented on the "virtually identical" writing styles of Frost and Carter - stated: "Over the last three years, PCH has acted as a guardian angel to controversial Anglo-Irish businessman Martin Frost who promoted Avocet Natural Capital Plc.

"To keep ANC Plc alive and protect its valuable intellectual property PCH is responsible for: over £2 million pounds of gift life support funding; liaison with colleagues who control the ownership of the Israeli Leviathan and Tamar gas fields which prompted a $100,000 offer to ANC’s subsidiary Avocet IP Limited for its old AFS jet fuel from air patents. 

'Carter' asserted that because of "SNP inspired badness" PCH decided it was wasting resources attempting to support a company focused out of Scotland. PCH had therefore encouraged Frost and  Jennings to set up a completely new entity, Genfro Limited. 

The fallacious claims went on to maintain that PCH had funded four provisional patents of which one for a non-explosive methanol additive to allow green methanol to become a clean replacement diesel was the most valuable. 

The mystery investors were about to fund a further 30 fuel and agricultural patents which should result in Genfro Limited becoming a £200 million IP company.

And according to the concocted paperwork: "Down to ongoing perceived dishonesty infusing Scottish politics along with unjustified and apparently racially motivated SNP hate campaigns, PCH wishes to keep out of the limelight.

"Our understanding is that under UK company law PCH and colleagues can retain anonymity providing we keep our respective overseas shareholdings below the 25% threshold. Please confirm promptly if our understanding is correct: if not I regret PCH will not invest in the UK."

So, we decided to ask government officials whether Mr Kwarteng had made an order to secure PCH's requested anonymity.

Following a comprehensive search of the department's records, we were told: "We can confirm that no approach in such terms has been received by the Secretary of State."

However, although Carter & Company left the scene or were consigned to the dustbin, Genfro soon came up with a different fairy tale from its bulging playbook of myths and legends.

In May 2022 shareholders were told by Frost that back in 2015 a retired scientist had formulated a  plan to base the Avocet business ventures in Delaware, USA.  

"I regret that I was induced to centre the Avocet business in Scotland. That said Israeli friends have now conditionally offered 1.2 billion shekels (approximately £255 million) on a tapered purchase for extant and to be intellectual property, such to be directly controlled from the US and Israel. 

"This means that all UK based companies shall be terminated. A committee under Dr Bob Jennings shall ensure a fair distribution of monies coming into the US to existing and past shareholders and creditors of Genfro Limited, Avocet Natural Capital Plc, and Omega Infinite Plc. Going forward the Avocet related concepts will be developed in Israel, the EU, and North America."

In light of its repeated efforts to dupe and deceive, many of Genfro's critics remain nonplussed as to why not a single regulator or watchdog overseeing business and trade intervened during the company's three years in existence.

Now, the strike-off application lodged by Jennings means any patent applications still registered to Genfro Ltd. will become the property of the Crown if or when Genfro is dissolved. No doubt Mr Kwarteng's successor as Business Secretary [ Kemi Badenoch] will be over the moon.