EXCLUSIVE by EWAN LAMB
The intention to pay two life presidents index-linked honoraria of £24,000 a year plus reimbursement of "any reasonable expenses" is revealed in the newly published Articles of Association of chemical manufacturers Gennfros Ltd., likely successors of the Avocet 'disruptive technology' Group.
Beneficiaries of the £2,000-a-month payments will be Martin Frost, currently chairman of Avocet, and fellow director Dr Bob Jennings although neither of them will be involved in running Gennfros whose chief officer is Lancashire-based accountant Paul Newsham.
However, Mr Frost and Dr Jennings have "employee and restrictive contracts in relation to the provision of specialist services and contacts".
Both men have been in charge of Avocet Infinite (now called Omega Infinite and in liquidation) and Avocet Natural Capital with some 650 shareholders and which, according to Mr Frost, could soon be dissolved. The Avocet businesses have so far failed to bring their 'revolutionary' fuel additive to market over a six year period.
The Gennfros articles also disclose that the 'avocet' brand will live on despite recent indications from management that intellectual property currently held by the Avocet organisation would be sold off. It has also been claimed new patent applications would value Gennfros at £150 million.
A document setting out the Gennfros articles of association, accessible via the Companies House website, explains the reasons why the new company requires two life presidents.
It says: "The objectives of the life presidents are to ensure that:
"1 - the brand 'avocet' is seen not just as a fuel additive but is a generic term to encompass and encapsulate a forward movement to a sustainable future.
"2 - the brand 'avocet' remains and develops as a design process grounded in systems thinking of how energy and the law of entropy can prompt a societal shift.
"3 - the 'avocet' brand name is used only in respect of a select number of companies, products and processes which individually and collectively enables man to do more with less.
"4 - the brand 'avocet' is an ecological progenitor to the 'sustainability revolution' and
"5 - the brand 'avocet' provides mechanisms that work more effectively with the planet's energy, water and food that positively impact on the world".
Despite such apparently high profile/key roles the life presidents will not be part of Board meetings.
In a series of shareholder letters over recent months, Mr Frost, in his role as chairman of Avocet Natural Capital (ANC), repeatedly warned of legal proceedings against those investors who forwarded his correspondence to third parties, including bloggers. There were also claims that his emails were fitted with tracking devices to identify miscreants who were sharing confidential information.
Eventually ANC management intimated that the company was unable to function, hence the need to set up Gennfros which will be protected by a non-disclosure agreement (NDA).
The Gennfros articles state at paragraph 101: "Given that the essence of the company is the formulation and commercialisation of intellectual property it is essential that this is kept secret. It is a condition of share and loan note ownership that complete secrecy is maintained.
Should a shareholder or loan note holder be found in breach of the company's NDA then such shareholding or loan notes they hold are forfeit and such forfeiture will be automatic in advance of any damages that they become liable to".
But if any investor wants to obtain a copy of the NDA they must request it from the company secretary 'upon 14 days notice'.
No comments:
Post a Comment