To: Members of SmartLogik Action Group
Using the new legislation under the Freedom of Information Act, a
request has been made today to the UK Listing Authority (part of the
Financial Services Authority, http://www.fsa.gov.uk) for information
regarding the circumstances of the waiver. This was the waiver that
enabled the board of SmartLogik to avoid the normal procedure of
calling an EGM for Class One Disposal of Assets and also to avoid
the filing of financial accounts for the year 2001.
In particular, we are requesting information on the valuation of the
assets that were sold without shareholder approval, because they
were clearly sold at a significant undervalue to their true worth
and this makes up a sigificant element of the damage to shareholders.
We look forward to hearing from them promptly, as required by the
legislation, and in any case within 20 working days.
Please also visit our website:
http://slk-action-group.com
This now reflects the fact that the SmartLogik Action Group is
affiliated to the UK Shareholders' Association, which gives our
cause further official recognition.
----- Forwarded message from Toby Keynes
<toby.keynes2@...> -----
Date: Fri, 1 Apr 2005 12:33:08 +0100
From: Toby Keynes <toby.keynes2@...>
Reply-To: toby.keynes2@...
Subject: UKSA: Monthly event schedule
To: membership@...
Dear member
I attach this month's event schedule.
As last month, I'm attaching a formatted document for those who
prefer to print their schedule, and a more basic version is below,
for those who prefer to view their schedule on screen or have
problems with the document layout.
Toby Keynes, National Secretary
UK Shareholders' Association
BM UKSA
London WC1N 3XX
Tel. (general): 0870 70 60 600
Tel. (membership enquiries): 020-8249 5923
Email: membership@...
Website: www.uksa.org.uk
Last updated: 31 March 2005
Text Box: UKSA
Regional events are generally open to members from all regions, but
many are subject to availability and require booking in advance.
Company visits and analyst-style meetings are usually limited to a
small number of members, and should be booked early. Please note
that events are subject to postponement, usually at the request of
companies to meet regulatory requirements, so please watch out for
changes to these schedules.
NATIONAL
These events are generally held at the companies' offices; places
are subject to availability, and must be booked in advance. For more
information (except where stated otherwise), please contact Alan
Perryman (alan@..., tel. 01932 858408 only during
office hours).
April 5th; North London; 11am
Smiths Group: analyst-style presentation by Alan Thomson, Financial
Director and Russell Plumley, Director of Investor Relations,
followed by a buffet lunch.
April 13th; Central London; 11am
REXAM plc: analyst-style presentation by Graham Chipchase, Group
Finance Director.
April 23rd; Central London; 2pm
National Annual General Meeting.
September 21st; West London; 11am
Great Universal Stores: analyst-style company visit.
SOUTH-WEST AND SOUTH WALES
These events are generally open to members from all regions, and
their guests, subject to availability.
All events must be booked in advance.
Didmarton events are held at The King's Head, Didmarton, near
Badminton, and cost £20, including including tea/coffee and lunch;
to book, contact
Peter Edwards (01225 311926 or peter@...).
For company visits, unless otherwise indicated, the cost is £5 per
visit and bookings can be made by contacting Bryan Wilson (01934
876940 or bwjg.wilson@...).
April 18th; Hardy's Restaurant, Dorchester
Informal investors' lunch for members & guests; £5
April 19th; Wellington; 10.15am for 10.30am
Swallowfields plc: analyst-style company visit.
April 25th; Didmarton; 10.15am for 10.30am
Presentation by M A Bruce-Smith of Londinium Management Services Ltd
and London Trust & Fiduciary Company Ltd.
Lunch
Talk by Hubert Beaumont: "Economics and a balanced international
portfolio".
May 19th; Clevedon
Hydro International: analyst-style company visit.
June 9th ; Cardiff
Peacock: analyst-style company visit.
September 26th: Porton Down
GW Pharmaceuticals: analyst-style company visit.
October 6th; Didmarton
Spirax Sparco: company update by David Meredith;
Lunch
Presentation by Mark Jenner of PPML: "Managing your money and tax
to advantage"
October 20th; Gloucester
Blooms of Bressingham: analyst-style company visit
November 2nd; Didmarton
Presentation by James Carthew, Managing Director of Progressive
European
Markets Ltd: "Activist investing – unlocking value"
Lunch
Presentation by Mike Miles, on charting and technical analysis.
LONDON & SE
These events are generally open to UKSA members from all regions.
Unless otherwise indicated, meetings are in Friends House, 173-177
Euston Road (south side, opposite Euston station), London, and there
is a door charge of £1.50.
For more information, please contact Gavin Palmer, tel. 020 8654 2712
(mobile 07811 225524), or Audrey Banker, tel. 01707 643366.
April 27th; Euston, London; 6.30 for 7.15pm
Henderson Global Investors: a talk by James Henderson, of Henderson
Global Investors.
NORTH-EAST
These events are generally open to UKSA members from all regions.
All events must be booked in advance, and places are subject to
availability.
Knaresborough events are at the Age Concern Offices, Knaresborough.
For more information, please contact John Hillman on 01302 538469 or
john@...
April 14th; Stoke on Trent; 11.30am
Portmeirion plc: analyst-style company visit, factory and gift shop
tour of the designer and manufacturer of ceramics and kitchenware.
April 30th, Marriott Hotel, Boar Lane, Leeds; 10.30am
Members' meeting, with discussion on topics of general interest.
May 11th; Royal York Hotel, York; 12.30pm
Members' lunch.
NORTH-WEST & NORTH WALES
This region draws its membership from all over the North-West and
arranges events at venues which can be attended easily using the
extensive motorway network from Manchester, Liverpool, Chester,
Crewe. Stoke, Preston, Blackburn and Burnley.
These events are open to members from all regions, and their guests,
unless otherwise indicated.
For more details, please contact June Mabon (north-
west@...), tel. 0161 928 3437.
April 21st; Northwick, Cheshire; 2.30pm
Holiday Break: company visit. Pre-booking essential.
May 19th; Warrington; midday
Talk by Charles Breese and "Muskrat Portfolio" writer Bill
Johnson on the investment philosophy behind the portfolio's
success.
June 9th; St Helens, Lancs; 10.30am
Pilkington Glass: company visit to the glass works, including lunch.
Pre-booking essential.
September 15th; Warrington; midday
Talk by a speaker of nationwide renown: "Consider Antiques as an
Investment"
----- End forwarded message -----
----- Forwarded message from Toby Keynes
<toby.keynes2@...> -----
Date: Fri, 1 Apr 2005 13:37:41 +0100
From: Toby Keynes <toby.keynes2@...>
Reply-To: toby.keynes2@...
Subject: UKSA Network: Company Law Review working party
To: membership@...
[Responses to this email should be addressed to David Blundell or
Roger
Lawson (contact details below) - not to the sender]
Dear member
YOUR ASSOCIATION NEEDS YOU!
By June 10th, UKSA needs to respond to the government's White Paper
on
Company Law, published recently.
Are you willing to read this, identify issues of interest to UKSA
and then
join a working party to define UKSA's response?
It is extremely important that UKSA gives a professional and well-
reasoned
response to this document, which will affect shareholders in many
ways.
To discuss this, please contact David Blundell (01937 57232760, email
dwwb@...) or Roger Lawson (020-8467 2686, email
uksa@...).
Please help if you can.
Roger Lawson
PO Box 62
Chislehurst, Kent
BR7 5YB
----- End forwarded message -----
To: SmartLogik Action Group
We are pleased to announce that SmartLogik shareholders in the USA
are now starting to take action themselves (SmartLogik was fully
listed on the NASDAQ Stock Exchange in New York).
There are hundreds of SmartLogik shareholders in the USA who have
been directly affected by the scandalous events at this company that
was based in the UK. This week an official complaint about
SmartLogik was submitted to the office of Eliot Spitzer, New York
Attorney General (http://www.oag.state.ny.us/). The US and UK
shareholders are now awaiting a response from that office and will
be following up as soon as possible.
In the UK, we are continuing our action where we have been advised
by Counsel, Michael Lazarus QC
(http://www.3vb.com/pgs-members/m_mlazarus.shtml), to focus on the
valuation of the core assets that were sold to APR without
shareholder approval. All the information is indicating strongly
that the core assets were sold at a tremendous undervalue and that
APR received an extremely beneficial deal at the expense of the
thousands of shareholders. We are now trying to prove that the
assets were worth significantly more than the £1.75 million they
were sold for. The difference represents the damage to shareholders.
However, in addition to this, we still do not know what happened to
the £12 million raised at the launch of SmartLogik or the £7
million revenue, because the audited accounts were never published.
As a result, there has been a complete lack of accountability to the
shareholders who collectively owned the company. It is a great
shame, but shareholders in the UK appear to have very little rights
and directors seem to be able to act with impunity.
Under US Law, where the consumer and shareholder rights are much
stronger, events such as these simply would not be allowed to
happen. It is a very hopeful sign that the US shareholders are now
starting to act, especially since it is being done through the
office of that great champion of shareholder rights, Eliot Spitzer.
--- In smartlogikaction@..., "SmartLogik Action Group"
<slkyahoo@s...> wrote:
I'm a former employee of BrightStation who lost their job when things
went wrong at SmartLogik. I'm therefore very interested in what
happens here.
To: SmartLogik Action Group
Please see the following link on the APR Smartlogik web site that
refers to the SmartLogik Action Group. They provide their
interpretation of the events pertaining to the sale of the SmartLogik
core assets. It makes interesting reading and shows that our campaign
for shareholder rights is certainly being noticed.
http://www.aprsmartlogik.com/solutions/government/events_detail6.php
Also, please see the recent articles posted on our News Weblog that
provide further interesting reading:
A recent business win by APR Smartlogik:
http://slk-action-group.com/blog/archives/04-01-20
05_04-30-2005.html#368
Comments by the SmartLogik Action Group on the pending government
investigation of the Rover, Longbridge accounts:
http://slk-action-group.com/blog/archives/04-01-20
05_04-30-2005.html#369
Update on the fight by three British bankers to avoid extradition to
the USA over their alleged involvement in the Enron scandal:
http://slk-action-group.com/blog/archives/04-01-20
05_04-30-2005.html#371
The cost of 'white-collar' crime is estimated by the FBI to be $300
billion annually in the USA alone. That would certainly pay for more
than just a few hospitals!
http://slk-action-group.com/blog/archives/04-01-20
05_04-30-2005.html#372
To: SmartLogik Action Group.
In early March, the SmartLogik Action Group made an official request
for information under the "right to know" Freedom of Information Act -
see the post of 5th March 2005 on the News Weblog:
http://slk-action-group.com/blog/archives/03-01-2005_03-31-2005.html#332
This request was made to the UK Listing Authority, which is part of
the Financial Services Authority (FSA) in the UK. They are the public
body that authorised the waiver to the directors of SmartLogik Group
plc that enabled them to sell the core assets without firstly asking
for shareholder approval and, to avoid the publication of audited
accounts for 2001.
Unfortunately, we have now received their response and they are
refusing to provide any information. This is because they deem it to
be against the public interest. So much for Freedom of Information and
the "right to know"! What about the interests of the thousands of
shareholders and their families who were directly affected by the
events at SmartLogik and have still had no accountability? It is no
wonder that our trust in the stock market and the regulators is so
low. It also is not surprising that the stock market continues to
under-perform and we have a serious pensions crisis.
Reply from a member of the SmartLogik Action Group:
So is that it, or can we appeal to the Information Commissioner and
Tribunal. This is absolute cobblers, there must be something that can
be done, what about putting this saga to contacting documentary
makers, their researchers can usually get to the bottom of anything.
Maybe the team at panarma would be interested, they are always
looking for new things to investigate, check them out at
http://news.bbc.co.uk/1/hi/programmes/panorama/default.stm
Anyone else think this might be worth doing?
--- In smartlogikaction@..., "SmartLogik Action Group"
<slkyahoo@s...> wrote:
>
>
> To: SmartLogik Action Group.
>
> In early March, the SmartLogik Action Group made an official request
> for information under the "right to know" Freedom of Information Act -
> see the post of 5th March 2005 on the News Weblog:
>
> http://slk-action-group.com/blog/archives/03-01-2005_03-31-2005.html#332
>
> This request was made to the UK Listing Authority, which is part of
> the Financial Services Authority (FSA) in the UK. They are the public
> body that authorised the waiver to the directors of SmartLogik Group
> plc that enabled them to sell the core assets without firstly asking
> for shareholder approval and, to avoid the publication of audited
> accounts for 2001.
>
> Unfortunately, we have now received their response and they are
> refusing to provide any information. This is because they deem it to
> be against the public interest. So much for Freedom of Information and
> the "right to know"! What about the interests of the thousands of
> shareholders and their families who were directly affected by the
> events at SmartLogik and have still had no accountability? It is no
> wonder that our trust in the stock market and the regulators is so
> low. It also is not surprising that the stock market continues to
> under-perform and we have a serious pensions crisis.
Reply from another member of the SmartLogik Action Group:
My name is ....., I have been on the action groups list since it
started. Myself and my partner had 60,000 (about £22,000 worth)shares in
Smartlogik and after the last blow that under the freedom of information
act now one will give us any information, I believe giving Panorama a
ring cant do us any harm.
I don't know if that's Justin at the other end, I hope it is, anyway,
why don't we see if the BBC's Panorama programme would be interested in
investigating this complete farce by nothing other than white collar
criminals.
Check them out
http://news.bbc.co.uk/1/hi/programmes/panorama/default.stm
What do you think?
--- In smartlogikaction@..., "SmartLogik Action Group"
<slkyahoo@s...> wrote:
>
>
> To: SmartLogik Action Group.
>
> In early March, the SmartLogik Action Group made an official request
> for information under the "right to know" Freedom of Information Act -
> see the post of 5th March 2005 on the News Weblog:
>
> http://slk-action-group.com/blog/archives/03-01-2005_03-31-2005.html#332
>
> This request was made to the UK Listing Authority, which is part of
> the Financial Services Authority (FSA) in the UK. They are the public
> body that authorised the waiver to the directors of SmartLogik Group
> plc that enabled them to sell the core assets without firstly asking
> for shareholder approval and, to avoid the publication of audited
> accounts for 2001.
>
> Unfortunately, we have now received their response and they are
> refusing to provide any information. This is because they deem it to
> be against the public interest. So much for Freedom of Information and
> the "right to know"! What about the interests of the thousands of
> shareholders and their families who were directly affected by the
> events at SmartLogik and have still had no accountability? It is no
> wonder that our trust in the stock market and the regulators is so
> low. It also is not surprising that the stock market continues to
> under-perform and we have a serious pensions crisis.
----- Forwarded message from toby.keynes2@... -----
Date: Wed, 18 May 2005 13:25:05 +0100
From: Toby Keynes <toby.keynes2@...>
Reply-To: toby.keynes2@...
Subject: UKSA: South-East Region Meeting, Wednesday 25 May
To: membership@...
Dear member
Please could you note that next week's meeting is on Wednesday 25th
May, NOT 27th May as stated in the mailing that we posted out last month.
Philip Reubens, partner with solicitors Finers, Stephens Innocent,
will be speaking about how the FSA can help shareholders to get a fair
deal.
As usual, the meeting is at Friends House, 173-177 Euston Road (south
side, opposite Euston station), London, and there is a door charge of £2.
Tea, coffee and biscuits will be served from 6.30pm and the talk will
begin at around 7.15pm.
We look forward to seeing you there.
Toby Keynes, National Secretary
UK Shareholders' Association
BM UKSA
London WC1N 3XX
Tel. (general): 0870 70 60 600
Tel. (membership enquiries): 020-8249 5923
Email: membership@...
Website: www.uksa.org.uk
To: Members of SmartLogik Action Group
Some recent contract wins by APR SmartLogik are highlighted in this
announcement.
Agreement enables APR Smartlogik to integrate speed-trap's search
intelligence product with its e-Government solution Semaphore, to
create Semaphore Pulse™
Newbury, Berkshire, 5th May 2005 – speed-trap Limited, the e-business
intelligence company has announced today that it has agreed a OEM
technology agreement with Cambridge based APR Smartlogik, the leading
supplier of taxonomy-based solutions for the e-Government sector.
For more details on this latest application of SmartLogik technology see:
http://slk-action-group.com/blog/archives/05-01-2005_05-31-2005.html#389
So we see that the technology financed by the shareholders of
SmartLogik Group plc is clearly being used to great advantage in the
e-Government and Public Sectors in the UK.
Also, see the following links that highlight recent new contracts at
the local authority responsible for the City of London (the
Corporation of London) and, also at Worthing Borough Council:
http://slk-action-group.com/blog/archives/01-01-2005_01-31-2005.html#316http://slk-action-group.com/blog/archives/04-01-2005_04-30-2005.html#368
We are now concentrating on developing the action in the USA,
especially but not only in New York, where a number of shareholders
have been contacted. An official complaint about SmartLogik has been
submitted to the office of New York State Attorney General, Eliot
Spitzer. As you may know, Eliot Spitzer is that great champion of
shareholder rights, who has been fighting corruption on Wall Street
and in certain industries. The complaint has been acknowledged by his
office and we are now waiting to see if they will investigate on
behalf of New York State. They said, "When the actions complained
of appear to affect many investors or the public at large, the Bureau
may decide to investigate or take enforcement action. Any law
enforcement action we bring on behalf of the state will be directed at
stopping illegal activities and punishing wrongdoers."
In addition, the SmartLogik Action Group has decided to endorse Eliot
Spitzer in his campaign to become Governor of New York in November
2006. He is the greatest champion of shareholder rights we have and we
believe his actions show that he truly stands for integrity,
accountability and opportunity. Please would members of the Action
Group now visit our web site and click on the link to his campaign web
site, where you can `Join Eliot' to show your support for his
campaign. The more members that do this, the more likely he is to
notice the SmartLogik shareholders and, hopefully he will decide to
investigate our case for us.
Now go to: http://slk-action-group.com and follow the link on the Home
page.
Especially, if you have friends, relatives or colleagues in the
USA, please let them know about this and ask them to click through
from our web site to Eliot's campaign web site. We are trying to
generate some quality traffic going from the SmartLogik Action Group
web site to Eliot's site. The more people who click through from
our site to his, the more likely he is to notice us because the name
of our web site will be recorded in the statistical summaries of
visitors to his site. His team will probably notice this activity
coming from the SmartLogik Action Group and will hopefully inform
Eliot of this.
It is free and takes only a little of your time. If you do decide to
`Join Eliot' at his web site, please mention the SmartLogik
Action Group when you join.
Please support the SmartLogik Action Group by supporting Eliot Spitzer
in his campaign to become Governor of New York!
Visit: http://slk-action-group.com and click through now!
In addition to our complaint to NYS Attorney Generals' Office, a
meeting was held with some shareholders in New York who have agreed to
now make contact with a private attorney to obtain further advice on
how to pursue the action under US law. One of these shareholders is a
member of a syndicate that invested at the time of MAID and held
around a million shares. He has agreed to support the action and will
contribute. Another shareholder has agreed to act as a contact point
for the US shareholders, to help in canvassing further support and
coordinating them.
Best regards,
Justin Jones
For SmartLogik Action Group
To: Members of SmartLogik Action Group and all determined supporters
of shareholder rights and accountability.
Become the highest donor to the Action Fund!
An auction has been set up on eBay to enable people to bid against
each other to become the highest donor to the Action Fund of the
SmartLogik Action Group. The title of the auction is:
"Who will bid the most to support this good cause?
Fight for shareholder rights! www.slk-action-group.com"
The bidding starts at only $0.01 (£0.01), so please visit now and
start the bidding. The auction has just over 6 days to run. To go to
the auction now, visit the folllowing link:
http://slk-action-group.com
Then click on the eBay link in the top right hand corner of the page.
We need to start the fund raising again to support our shareholder
colleagues in the USA, who are expecting to consult a private attorney
and Counsel in the US.
If this eBay auction is popular, we can repeat it in subsequent weeks
to give others the chance to win. Hopefully, we will find some rich
benefactors out there who are prepared to bid high and support the
SmartLogik Action Group!
If you do not want to enter the eBay auction, you still can contribute
to the Action Group by visiting our 'Contributions' page at:
http://www.slk-action-group.com/html/contributions.html
Thank you and please continue to spread the word about the SmartLogik
Action Group - tell your friends, relations and colleagues. The more
visitors we get to the web site, the more likely we are to reach out
to other SmartLogik shareholders and people interested in supporting
this worthwhile campaign that is relevant to shareholders in general.
If they are allowed to get away with this SmartLogik fiasco, this
whole story could be repeated at other companies. Your other
shareholding, pension or job could be next!
Best regards,
Justin Jones
For SmartLogik Action Group
To: Members of SmartLogik Action Group and
the G8 World Leaders!
For the last few weeks, we have been
advertising the SmartLogik Action Group website around the Internet using the
Google network. We have been receiving thousands of visits from people
interested in combating corporate corruption and helping to alleviate poverty
in places like Africa. The link has been made
between the hundreds of billions being wasted in the West through white-collar
crime and how reductions in this crime could alleviate poverty in the third
world. The FBI has estimated that in the USA alone, $300 billion per year
disappears through the greed of white-collar crime. Probably a similar amount
is wasted in Europe every year. If the
authorities spent a bit more time to reduce this fraud, there would be a lot
more money available for places like Africa. Even
a small reduction in this white-collar crime in the West would potentially make
available many billions for the third world, which could then be used to target
the most deserving areas.
Some of the visitors to the Action Group website
will have clicked through to Eliot Spitzers website and, if they joined his
campaign to become the next Governor of New York State, will have hopefully
mentioned the SmartLogik Action Group when they did so. We have just received an
acknowledgment from the Spitzer Campaign Office (see the e-mail below).
Once again, thank you to all the
supporters of the Action Group and please keep up the good work! Please do keep
spreading the word, ‘Join Eliot’, make a financial contribution to
the Action Fund, etc. Be as active as you can in supporting this worthwhile fight
for shareholder accountability. A major SmartLogik shareholder and a member of
the Action Group will be visiting New York
soon to meet with some shareholders to discuss the next steps for the US shareholder
action. We hope that under US
law more progress can be made to stop major injustices like SmartLogik from
happening again in the future.
From:
info@... [mailto:info@...] Sent: 06 July 2005 03:33 To: admin@... Subject: Be Part of the Change
Dear Justin,
Today we are
pleased to introduce the new Guest Blogger feature on the Spitzer 2006.com
site. The post comes from a well-known Western New Yorker who shares Eliot's
enthusiasm for the environment and love for New
YorkState - Assemblyman Sam Hoyt of
Buffalo.
For nearly a year, the site has been posting Eliot's blog, receiving your
comments, and providing a forum for direct feedback to the campaign and the
online community.
Your participation has been stupendous!
Nearly 15,000 people have signed-up to be part of the Spitzer online
community and so many of you have attended Eliot's meet-up sessions across
the state. We're planning more, so keep checking your in-box for events in
your area.
Thanks for all your encouragement -- Together we will turn New YorkState around.
Best Regards,
Spitzer 2006
Tell-A-Friend
About Eliot Visit our Tell-A-Friend about Eliot Spitzer page by clicking here.
Join Eliot If you have received this message from a friend, you can sign up
to become a Friend of Eliot yourself. Visit the Join Eliot page by clicking here.
If you wish to unsubscribe from
further e-mail communications please click here.
We apologize for the inconvenience.
To: Members of the SmartLogik Action Group and all visitors
to the web site.
We are always trying to think of new ways to attract more
visitors to the web site and more funding for the continuation of the action.
Here are two more ways for you to directly help the SmartLogik Action Group to
increase the numbers of visitors to the web site and the funding available.
1) We are very excited!!! about the global .ws domain name
business model offered by the US
company, Global Domains International.
(Global Domains International #30019, 701 Palomar Airport
Rd, Suite 300 Carlsbad, CA 92011, U.S.A., Phone: 760.602.3000, Fax:
760.602.3099, Web: http://worldsite.ws).
By joining this programme to make .ws the fastest growing
top level domain (TLD) on the Internet, you can make money while simultaneously
helping the SmartLogik Action Group. Make money, get your own web site and
personalised .ws domain name. Most of the .com’s are taken now, so grab
your own “yourname” .ws domain name before someone else gets it!
It’s easy and fun. Find out more by visiting our new .ws domain
name.......
2) You can help to increase the numbers of visitors to the
SmartLogik Action Group web site by simply adding a start page link to your
browser (Internet Explorer, Netscape, Firefox or whatever you are using). It
costs you nothing, but helps to send more visitors to the Action Group web
site. The numbers of new visitors we get is 50% of the number of times you
start your browser each day. There are almost 300 names on the private Action
Group mailing list and each of you probably start your browser up a number of
times each day - so we could soon be receiving a few hundred more visitors
every day, but only if each and every one of you participates by entering the
following link into your browser! So, please copy and paste the following link
into your browser which will then become your new start page:
Every time you start your browser to go to the Internet, it
will then open at this page which will show you a random web site from any of
the advertisers on the "nomorehits" network. Even if you don't like
the idea of a random web site coming up, it is a small inconvenience for
helping the SmartLogik Action Group, so please do participate.
If you need instructions on how to change the start page
link of your browser, look up your browser below:
# Internet Exporer 5 and above
Start your browser. On top of your browser in the menu
choose Tools. Select Internet Options... and then copy and paste the start page
link into the Home page address.
Start your browser. On top of your browser in the menu
choose Tools. Select Options... and then copy and paste the start page link
into the Home page location.
Start your browser. On top of your browser in the menu
choose edit. Select Preferences option and then select Navigator tab. Edit
Location under the Home Page section by entering your start page address. Test
it.
Start your browser. On top of your browser in the menu
choose edit. Click on options and then on preferences. Type your browser
starter URL in the box labelled location in the home page section. Finally
click on OK at the bottom of the preferences window. Test it.
Start your Browser. Pull down the extra menu and select
internet options. Type the startpage url in the address box for the start page.
Click OK. Test it.
Start your browser. On top of your browser in the menu
choose extra, then options, then navigation. In the customize section pull down
the page option to finally get to the start page, Enter your browser starter
page here. Click OK to save it. Test it.
Click on Settings just above AOL Anywhere on the Navigation
bar at the top of the AOL window. Choose Preferences, then click on Internet
Properties. The window which pops up contains: Home Page. You can change which
page to use for your home page. Type the NoMoreHits.com URL into the box (after
deleting whatever is in it). This changes the Internet Explorer start page. It
has absolutely no effect on the AOL start page. You need to sign onto AOL -
then minimize it and then click on Internet Explorer. The window which appears
is: http://www.nomorehits.com/cgi-bin/redir.cgi?user=XXXXX, where XXXXX is your
username, - Microsoft Internet Explorer provided by America Online This is the window
with the sites to look at. Test it.
Press the my AOL button on the AOL Menu. Select preference
tab in the window that comes up. Press the WWW button and then select the
general tab. Type the URL in the address box for your start page. Click OK.
Test it.
Press the prefs button on the AOL WWW Browser or Viewer.
Select the navigation tab in the window that will be shown. In the customize section
pull down the page option. There you'll find start page. Type the URL in the
address box for your start page. Click OK. Test it.
It explains how we can collectively put pressure on the
individuals responsible for granting the waiver in 2002. SLK ACTION CAMPAIGN
2005 will only be successful with your active support. We have launched this
campaign following recent advice given to us by the UK Shareholders’
Association, who as you probably know are very active with the Railtrack shareholders’
campaign currently in the news. SmartLogik Action Group is an affiliate group
of the UK Shareholders’ Association.
In addition, the Action Group now takes donations in secure digital
gold (e-gold):
Poll by e-mail. It is now 12 days since the
launch of the SLK ACTION CAMPAIGN 2005 and we are keen to know how many of
the membership are taking part. Just click on the relevant
‘Yes’, ‘No’ or ‘Not Sure’ e-mail
address below and send it back to us with your feedback (please feel free
to add any comments or questions to the body of your e-mail – but
leave the subject heading as it is). Let us know if you already have sent
letters or e-mails to the organisations listed. We need your active
support! Thank you.
Feedback: Are
you taking part in SLK Action Campaign 2005?
Shares Magazine. An article on the SLK
ACTION CAMPAIGN 2005 is going out in Shares Magazine (hopefully next week,
if we meet the deadline).
Action Group Web Site.
Secure Site. Some important
enhancements have been made to the web site. We now have 128 bit SSL
encryption technology on those pages where people enter their personal
details (as on the Join Us!
and Contributions
pages). Look for https in the address bar of your browser, because it tells
you your connection to the site is encrypted and secure. The web site is
now secured by an SSL certificate that assures visitors they are on the
official web site of the SmartLogik Action Group. Hopefully this will
encourage more people to use the site.
Flash Logo. A new logo has been added
to the ‘Introduction’ page. It says SmartLogik Action Group -
Accountability, The Right to Vote, Financial Visibility, Corporate
Governance, Shareholder Rights. The SmartLogik shareholders were given
none of these fundamental rights! See the logo at:
SmartLogik Shareholders’ Story.
Also on the ‘Introduction’ page, just below the new Flash
logo you will see a ‘Click Here’ button to take you to a
simple summary of what happened to the SmartLogik Shareholders. This is
has been added to give people who don’t know a quick introduction.
So far, it goes up to ‘waiver’ and the sale of the assets
without shareholder approval. It finishes by saying ‘This story to
be continued…’, because further items will be added later to
cover the events that have taken place since the waiver.
Geolocate Yourself! Visitors
to certain pages of the web site can now click on a link that will take
them to a world map that automatically plots the position of your
computer. It also shows where other visitors are coming from around the
world. You can see this happening right now by visiting the following
link and scrolling to the bottom of the page:
Because it has only just been added to the web site, so far we have only got a few points plotted, so please do visit
and geolocate yourself. By so doing you will be adding your point to the world
map to show your support. You will see that it is a bit like lighting up your
candle in the dark.
Each point represents someone’s hope that we can overcome the odds.
Let’s fill the dark map with our lights!
Do you have a standard letter of complaint that shareholders can use so that all the necessary points are covered? It could always be adapted by the individual to his/her own style. There may be one on the website, but I cannot find it. If there is one, could you send it to me please?
It explains how we can collectively put pressure on the individuals responsible for granting the waiver in 2002. SLK ACTION CAMPAIGN 2005 will only be successful with your active support. We have launched this campaign following recent advice given to us by the UK Shareholders’ Association, who as you probably know are very active with the Railtrack shareholders’ campaign currently in the news. SmartLogik Action Group is an affiliate group of the UK Shareholders’ Association.
In addition, the Action Group now takes donations in secure digital gold (e-gold):
I have sent a complaint to the FSA. they have replied that my complaint does not imply any breach in the duties of the FSA and are therefore not ready to take it up any further. they have sent me a form stating that if i wish to lodge a complaint against the FSA then i must write an appropriate letter. i wonder if justin would be kind enough to formulate such a letter as Mr Kelly has suggested so that we can take these up indivudually.
Do you have a standard letter of complaint that shareholders can use so that all the necessary points are covered? It could always be adapted by the individual to his/her own style. There may be one on the website, but I cannot find it. If there is one, could you send it to me please?
It explains how we can collectively put pressure on the individuals responsible for granting the waiver in 2002. SLK ACTION CAMPAIGN 2005 will only be successful with your active support. We have launched this campaign following recent advice given to us by the UK Shareholders’ Association, who as you probably know are very active with the Railtrack shareholders’ campaign currently in the news. SmartLogik Action Group is an affiliate group of the UK Shareholders’ Association.
In addition, the Action Group now takes donations in secure digital gold (e-gold):
SmartLogik
Group plc – Don’t let this dangerous precedent go unchallenged. Your
other shareholding, pension or job could be next!
Shares Magazine has published an article on the SmartLogik
Action Group (Volume 7, Issue 32, 11 – 17 August 2005; out today at
outlets like WH Smiths).
They would like to do a follow up article on how many
complaints were received by the FSA (reference SLK ACTION CAMPAIGN 2005). In
the article, they even published the web site address of the FSA online
complaint form to make it easier for people to complain:
Let’s make this a great follow up article in Shares Magazine. If you
have not already made your complaint
to the FSA, please do so now (click the link above).
If we are apathetic and take no action, then we will
definitely not get a result. On the other hand, if each of us takes action,
anything is possible!
Please let us know your decision now (click the relevant email link below):
Feedback: Are you taking part in SLK
Action Campaign 2005?
Shares Magazine, the weekly
consumer stockmarket magazine for the private investor, is published by MSM
International Ltd., an independent financial publishing company They also have
a financial web site, MoneyAM (www.moneyam.com),
which was launched in January 2003 as a new on-line venture by MSM
International Ltd in conjunction with Michael Boydell (a founder and former MD
of ADVFN.com PLC). Built by active traders for all levels of traders and
investors, MoneyAM is now the UK's
fastest growing financial website and the leading supplier of shares related
content and data. MSM International also publishes the following:
Professional Pensions - the
leading weekly trade paper for the pensions industry
Professional Adviser - a weekly
investment trade newspaper for the independent financial adviser
Global Pensions - monthly
title covering all the major international pensions issues
Mortgage Magazine - Consumer
monthly sold on news stands for the first-time house buyer
ICFA - Specialist
business title for the international custody and fund administration industry
I have sent you a copy of my complaint to
the FSA. Has that answered your question? If anyone else wants to see it,
please contact me.
I personally did not make any previous complaint
to the FSA i.e. that is no complaint was made by me before the request for
information under the Freedom of Information Act in March 2005. But, other
shareholders may well have – I simply do not know. Even if no previous
complaints were made, I do not think that this should deter us or, indeed, give
the FSA any excuse for what has happened. They must have been privy to all the
documents at the time of the waiver and sale of the core assets without
shareholder approval, i.e. the events that enabled SmartLogik to avoid
publishing final year accounts by just one day.
If you read my complaint, you will see
that I firstly focus on the refusal of the UK Listing Authority (an FSA body)
to provide information under the FOI Act. This happened earlier this year. Then
I link it back to our main complaints regarding SmartLogik and the failure of
the FSA / UK Listing Authority to properly regulate these events. Anyhow, the
request for information under FOI was all related to the events surrounding the
waiver in 2002, so all the complaints are intricately linked.
I have had a response from the FSA again
telling me that they will not provide any information under FOI, because of the
confidentiality agreement between them and the other parties, i.e. Ernst &
Young, BDO Stoy Hayward, Hoare Govett, etc. The other complaints relating to
the principal events surrounding the waiver in 2002 have been sent to another
FSA department and we now await the response from that department.
I hope this helps to clarify.
Best regards,
Justin Jones
For SmartLogik Action Group
From:
smartlogikaction@... [mailto:smartlogikaction@...] On Behalf Of R Pinnegar Sent: 13 August 2005 10:45 To:
smartlogikaction@... Subject: RE: [smartlogikaction]
SHARES MAGAZINE - ARTICLE ON SLK ACTION GROUP Importance: High
Hi
Justin,
RE: FSA (reference SLK ACTION CAMPAIGN 2005)
The FSA complaint form relates only to
issues that involve the FSA.
It would be helpful if you (or others)
could post a proforma of previous complaints that have been made to the
FSA.
On 8/16/05, Justin Jones <Smartlogikactiongroup@...> wrote:
>
>
> Dear Ray,
>
>
>
> I have sent you a copy of my complaint to the FSA. Has that answered your
> question? If anyone else wants to see it, please contact me.
Justin,
Could you please send me a copy?
Thanks
John Whitworth
Ernst & Young are holding a meeting on Monday, 19th
Sept 2005. This is basically asking for approval for Ernst & Young to
complete the winding up of the business. It has become apparent that not all
shareholders have received their letter – certainly, I did not and
neither did many others I know..
The letter has been posted on the ‘News Weblog’
this evening so that ALL shareholders are able to see it.
In case you are unable to see the above link, the text has
been reproduced below:
Please visit the following link for urgent information to all
shareholders: ERNST
& YOUNG UPDATE AND MEETING ON 19TH SEPT 2005. Shareholders can vote on
a proxy form on whether or not they support Ernst & Young to continue with
the winding up of the business (E&Y Proxy Form - click here). The SmartLogik
Action Group leaves it up to individual shareholders to make this decision.
Shareholders living in or around London
are urged to attend the meeting and voice their concerns about the events at
SmartLogik - in particular, why the assets were sold at such a low price
without shareholder approval and why audited accounts for the business were
never published. Tell them that there are many shareholders with excellent
contacts in the technology sector who, if they had been asked by the SmartLogik
board, would have been able to sell the assets for a lot more than BDO Stoy
Hayward and the directors were able to do. You also could ask for information
on the report submitted by Ernst & Young to the DTI on the conduct of the
SmartLogik Directors. Very importantly, shareholders need to ask Ernst &
Young, as official liquidator, to support the shareholders in their legitimate
attempts to uncover the truth about what happened at SmartLogik. Urge Ernst & Young to do the right thing and
support the shareholders of SmartLogik Group plc.
Please contact Luke Mann at Ernst & Young to let them know if you will be
attending the meeting. Contact details for Luke Mann are:
For your information, a follow up article on the SmartLogik
Action Group is being published in Shares Magazine out this Thursday, 8th
September in all leading news outlets, e.g. WH Smiths, etc. Please do get your
copy!
This is specifically referring to the response or, rather
the lack of response (!!!???), we have received from the Financial Services
Authority (FSA) regarding the request for information under the “right to
know” Freedom of Information Act and the response from another FSA
Department regarding the scandalous events at SmartLogik Group plc in 2001 /
2002. The other department has asked us to explain why we did not complain to
them earlier – because SmartLogik happened over 12 months ago, they deem
it to be no longer their responsibility, which is of course ridiculous!
Needless to say, we will NOT be giving up and intend to now
proceed with the FSA internal review and complaints procedure. (Now that
Parliament is resuming work again, we also will be contacting our M.P’s).
We will be explaining to the FSA that we have, for the last 3 years, been
complaining to the official liquidator, Ernst & Young and are still doing
so. Let’s hope that Ernst & Young, this well-known and respected name,
will at last stop hiding behind procedure - i.e. that the creditors come before
the shareholders, who are a long, long way down the pecking list – and, actually
do the RIGHT THING instead. The right thing is to champion the SmartLogik shareholders’
cause, because it stands for ACCOUNTABILITY, THE RIGHT TO VOTE, FINANCIAL
VISIBILITY, CORPORATE GOVERNANCE, which are all fundamental SHAREHOLDER RIGHTS
and we were robbed of all of these fundamental rights. All shareholders are
watching this case and its outcome.
Your other shareholding, pension or job
could be next!
This information has been requested by Shares Magazine, who
will be publishing another article, this time on the forthcoming Ernst &
Young liquidation update meeting. (We hope you saw their article on the
complaint to the FSA that was published in this week’s edition).
Shares Magazine wants to find out how many shareholders were
actually sent a letter informing them about the meeting coming up on 19th
Sept 2005. Please urgently let us know if you received a letter from Ernst
& Young by clicking on one of the following e-mail replies:
Once again thank you for your help in this matter. This is
important information to publicise, because we are aware that many shareholders
did not receive this letter. A shareholder active in the Atlantic Telecom case
has told us the following:
“One other point.....I’ve been campaigning over
the Atlantic Telecom debacle. I’m concerned that the administrators PWC
gave shareholders no help or assistance regarding that case. They were
excluded from all creditor meetings (i.e., not invited), so shareholders had no
chance to question what had been going on, or find out anything
meaningful? Any suggestions about shareholders rights in this
situation?”
I will be sending out another e-mail soon to provide
shareholders with guidelines on how to complete the Proxy form for the meeting
on the 19th Sept 2005.
To: All Shareholders
1) ERNST & YOUNG MEETING, MONDAY, 19TH SEPT 2005.
SLG Realisations plc (In Liquidation) ("SLG") – formerly
SmartLogik
Group plc
Venue and Time of Meeting
The meeting of the members of the above Company will be held at the
offices of Ernst and Young LLP, 1 More London Place, London, SE1 2AF
at 11.00am.
PLEASE DO TRY TO ATTEND THE MEETING, ESPECIALLY IF YOU ARE IN OR
AROUND LONDON.
So far, we have received 61 replies to our recent e-mail on the
forthcoming Ernst & Young meeting. Also, our mini poll of the Action
Group membership is indicating that around 55% of 35 shareholder
respondees did not receive the letter from Ernst & Young (some of
these will be people in nominee accounts, but shareholders listed
individually on the register of shareholders did not receive the
letter either). These replies have come from shareholders from all
around the world, e.g. UK, USA, Israel, Thailand and other places. All
of these have let us know that for various reasons they are unable to
attend the meeting in London. Some have asked how to vote by proxy and
show support for the solidarity of the shareholders. And, a few that I
am aware of have sent e-mails directly to Luke Mann at Ernst & Young,
for example, here is an e-mail sent by a shareholder to E&Y last week:
"Dear Mr Mann,
I regret I did not receive any communication about the meeting called
to continue with the winding-up of Smartlogic, of which I was a
shareholder. In your capacity as liquidators I trust you will report
on the veracity of the price paid for the assets and intellectual
property rights of the company. On the correctness of the directors
disposing of these assets without seeking the consent of the
shareholders and of the failure of these directors to produce accounts
for the last period of operation including the usage of the large
capital sum raised and at their disposal.
Should Justin Jones be at the meeting I should like to give him access
to my proxy vote and/or it be put at the disposal of any other
shareholder that he should nominate to use his and committed proxies
to him.
My thanks"
Accordingly, we urge ALL shareholders to vote by proxy if they are
unable to attend the meeting in person. THE SIMPLEST WAY TO DO THIS IS
FOR YOU TO REPLY TO THIS E-MAIL TO LET ME KNOW IF YOU WILL LET ME ACT
AS YOUR PROXY. PLEASE INCLUDE YOU NAME AND ADDRESS IN YOUR E-MAIL.
Alternatively, the Ernst & Young proxy form can be downloaded at this
link:
http://www.slk-action-group.com/EandYproxyform.pdf
It will take some time to download depending on the speed of your
Internet connection. It is an Adobe Reader .pdf file – if you
don't have Adobe Reader to read the file, you can download a free copy of this
program from the Adobe website at the following link:
http://www.adobe.com/products/acrobat/readstep2.html
Then, follow the installation instructions that come with the
download.
Please print it out and fax back to Justin Jones on fax number 0870
135 1308 (don't forget the international code - 44 - if you are
outside the UK). I will be attending the meeting and can act as your
proxy. If you do not have access to fax, please post it to the
following address and send me an e-mail to let me know you are doing
this:
Administration Department,
SmartLogik Action Group,
33 – 39 Bridge Road,
Wembley Park,
Middlesex HA9 9AF
England UK
According to Ernst & Young, there is no actual resolution to vote on.
Although they did tell a shareholder that it was to continue with the
winding up of the business, as recommended by them and they regard
this as a legal formality. However, the contents of their letter do
not make this at all clear. It is difficult to understand why Proxy
voting forms have been sent out, unless perhaps a motion is proposed
and allowed at the meeting. Even so, it is a chance for the
shareholders to register a protest vote to further promote our message
to them; hence we believe it is worthwhile for all shareholders to
vote – the more the better.
We give the following guidelines to shareholders.
I intend to re-iterate to Ernst & Young that as a result of the
actions of the SmartLogik directors and their advisors, the
shareholders have lost all of their investment in this company under
suspicious circumstances and a failure in corporate governance. As
official liquidator, Ernst & Young has a duty of care to represent our
interests, especially when millions of shareholder money was
squandered so quickly by SmartLogik. Ernst & Young have received
numerous complaints from the shareholders over the last 3 years,
pointing out our extreme concerns at these events. The liquidation
process has produced a good return for the creditors (75 pence in the
British pound), but absolutely nothing for the shareholders. In
addition, Ernst & Young have charged high fees for this work – GBP
177,832 since 21 May 2002 with a further GBP 97,705 estimated to be
charged in the future.
A shareholder, who also is a retired accountant, has made the
following observations on the recent letter from Ernst & Young:
"What was SLG2 and why did it exist?
How did it owe £16.7 m to SLG Realisations plc?
Why did it need an independent investigation to come up with a
reconciled figure some £3m less?
Does that infer that proper accounting records were not maintained by
SLG2 or, for that matter by SLG plc?
Can we have details of the principal transactions within SLG2 during
2001/2?
LB states herself in her letter of 19th August......"given the impact
of this intercompany balance on unsecured creditors" i.e. the
shareholders. Surely we are entitled to have the answers.
It seems to me that we had several "BLACK HOLES" viz SmartLogik Group
plc and SLG2 where some £20/30 m has disappeared."
I will propose that Ernst & Young should do the following for the
shareholders of SmartLogik Group plc:
1) To support the shareholders of SmartLogik Group plc in a claim
against the directors and their advisors based on breach of duty, in
particular why the assets were sold for such a low price without
shareholder approval and why audited accounts for the business were
never published. Such a claim would have to be brought by Ernst &
Young on behalf of the Company - they have the power to do this and
assign the damages to the shareholders.
2) To publish independently audited accounts for 2001 and the period
up to end April 2002. I will remind them that the waiver enabled the
board to avoid publishing the 2001 accounts by just one day and that
the directors also had stopped quarterly reporting of finances;
consequently, the shareholders still have no idea what happened to
their money. The special circumstances for getting these accounts
analysed are that thousands of shareholders have lost all of their
investment and millions of company funds have been lost under
suspicious circumstances that require urgent investigation by the
authorities.
3)I will ask Ernst &Young to uphold the fundamental rights of
shareholders to have high standards of corporate governance:
· Accountability. Why has nobody yet been held to account
over the scandalous events at Smartlogik?
· The Right to Vote. The waiver took away our fundamental
right to vote in an EGM over the sale of the core assets of
SmartLogik, with the result that they were sold for just £1.75
million and without shareholder approval.
· Financial Visibility. We still have not been allowed to
see audited accounts for the SmartLogik business. What happened to the
£12 million raised from the markets at the start of SmartLogik? What
happened to the £7 million per annum revenue?
· Corporate Governance. The standards of corporate
governanceat SmartLogik were so poor that it beggars belief. I will ask Ernst
if they have a duty to investigate when there has been a seriousbreakdown in the
standards of corporate governance at a company they administer and if not, why
not? Regular and accurate reporting of
finances is absolutely central to this and we have never seen audited
accounts for the business. I will ask them what signal this sends to
investors in the stock market and whether they believe it could be
damaging to confidence in the markets?
2) Shareholders in the USA and other countries. Please give me your
authority to act as your proxy as explained above.
There will be an announcement regarding this meeting in Shares
Magazine, out this Thursday in all leading newsagents.
PLEASE DO TRY TO ATTEND THE MEETING, ESPECIALLY IF YOU ARE IN OR
AROUND LONDON.
Best regards,
Justin Jones
For SmartLogik Action Group
http://www.slk-action-group.com
E-mail: admin@...
Tel: +44 (0)7871 489739
I am faxing through a proxy in respect of my shareholding. I did receive the original E&Y letter and proxy but dont have it with me at the moment, so am using one downloaded from the inet.
Regards
Paul Steiner
On Mon, 12 Sep 2005 11:28 , SmartLogik Action Group <slkyahoo@...> sent:
To: All Shareholders
1) ERNST YOUNG MEETING, MONDAY, 19TH SEPT 2005.
SLG Realisations plc (In Liquidation) ("SLG") – formerly
SmartLogik
Group plc
Venue and Time of Meeting
The meeting of the members of the above Company will be held at the
offices of Ernst and Young LLP, 1 More London Place, London, SE1 2AF
at 11.00am.
PLEASE DO TRY TO ATTEND THE MEETING, ESPECIALLY IF YOU ARE IN OR
AROUND LONDON.
So far, we have received 61 replies to our recent e-mail on the
forthcoming Ernst Young meeting. Also, our mini poll of the Action
Group membership is indicating that around 55% of 35 shareholder
respondees did not receive the letter from Ernst Young (some of
these will be people in nominee accounts, but shareholders listed
individually on the register of shareholders did not receive the
letter either). These replies have come from shareholders from all
around the world, e.g. UK, USA, Israel, Thailand and other places. All
of these have let us know that for various reasons they are unable to
attend the meeting in London. Some have asked how to vote by proxy and
show support for the solidarity of the shareholders. And, a few that I
am aware of have sent e-mails directly to Luke Mann at Ernst Young,
for example, here is an e-mail sent by a shareholder to E&Y last week:
"Dear Mr Mann,
I regret I did not receive any communication about the meeting called
to continue with the winding-up of Smartlogic, of which I was a
shareholder. In your capacity as liquidators I trust you will report
on the veracity of the price paid for the assets and intellectual
property rights of the company. On the correctness of the directors
disposing of these assets without seeking the consent of the
shareholders and of the failure of these directors to produce accounts
for the last period of operation including the usage of the large
capital sum raised and at their disposal.
Should Justin Jones be at the meeting I should like to give him access
to my proxy vote and/or it be put at the disposal of any other
shareholder that he should nominate to use his and committed proxies
to him.
My thanks"
Accordingly, we urge ALL shareholders to vote by proxy if they are
unable to attend the meeting in person. THE SIMPLEST WAY TO DO THIS IS
FOR YOU TO REPLY TO THIS E-MAIL TO LET ME KNOW IF YOU WILL LET ME ACT
AS YOUR PROXY. PLEASE INCLUDE YOU NAME AND ADDRESS IN YOUR E-MAIL.
Alternatively, the Ernst Young proxy form can be downloaded at this
link:
It will take some time to download depending on the speed of your
Internet connection. It is an Adobe Reader .pdf file – if you
don't have Adobe Reader to read the file, you can download a free copy of this program from the Adobe website at the following link:
Then, follow the installation instructions that come with the
download.
Please print it out and fax back to Justin Jones on fax number 0870
135 1308 (don't forget the international code - 44 - if you are
outside the UK). I will be attending the meeting and can act as your
proxy. If you do not have access to fax, please post it to the
following address and send me an e-mail to let me know you are doing
this:
Administration Department,
SmartLogik Action Group,
33 – 39 Bridge Road,
Wembley Park,
Middlesex HA9 9AF
England UK
According to Ernst Young, there is no actual resolution to vote on.
Although they did tell a shareholder that it was to continue with the
winding up of the business, as recommended by them and they regard
this as a legal formality. However, the contents of their letter do
not make this at all clear. It is difficult to understand why Proxy
voting forms have been sent out, unless perhaps a motion is proposed
and allowed at the meeting. Even so, it is a chance for the
shareholders to register a protest vote to further promote our message
to them; hence we believe it is worthwhile for all shareholders to
vote – the more the better.
We give the following guidelines to shareholders.
I intend to re-iterate to Ernst Young that as a result of the
actions of the SmartLogik directors and their advisors, the
shareholders have lost all of their investment in this company under
suspicious circumstances and a failure in corporate governance. As
official liquidator, Ernst Young has a duty of care to represent our
interests, especially when millions of shareholder money was
squandered so quickly by SmartLogik. Ernst Young have received
numerous complaints from the shareholders over the last 3 years,
pointing out our extreme concerns at these events. The liquidation
process has produced a good return for the creditors (75 pence in the
British pound), but absolutely nothing for the shareholders. In
addition, Ernst Young have charged high fees for this work – GBP
177,832 since 21 May 2002 with a further GBP 97,705 estimated to be
charged in the future.
A shareholder, who also is a retired accountant, has made the
following observations on the recent letter from Ernst Young:
"What was SLG2 and why did it exist?
How did it owe £16.7 m to SLG Realisations plc?
Why did it need an independent investigation to come up with a
reconciled figure some £3m less?
Does that infer that proper accounting records were not maintained by
SLG2 or, for that matter by SLG plc?
Can we have details of the principal transactions within SLG2 during
2001/2?
LB states herself in her letter of 19th August......"given the impact
of this intercompany balance on unsecured creditors" i.e. the
shareholders. Surely we are entitled to have the answers.
It seems to me that we had several "BLACK HOLES" viz SmartLogik Group
plc and SLG2 where some £20/30 m has disappeared."
I will propose that Ernst Young should do the following for the
shareholders of SmartLogik Group plc:
1) To support the shareholders of SmartLogik Group plc in a claim
against the directors and their advisors based on breach of duty, in
particular why the assets were sold for such a low price without
shareholder approval and why audited accounts for the business were
never published. Such a claim would have to be brought by Ernst
Young on behalf of the Company - they have the power to do this and
assign the damages to the shareholders.
2) To publish independently audited accounts for 2001 and the period
up to end April 2002. I will remind them that the waiver enabled the
board to avoid publishing the 2001 accounts by just one day and that
the directors also had stopped quarterly reporting of finances;
consequently, the shareholders still have no idea what happened to
their money. The special circumstances for getting these accounts
analysed are that thousands of shareholders have lost all of their
investment and millions of company funds have been lost under
suspicious circumstances that require urgent investigation by the
authorities.
3)I will ask Ernst &Young to uphold the fundamental rights of
shareholders to have high standards of corporate governance:
· Accountability. Why has nobody yet been held to account
over the scandalous events at Smartlogik?
· The Right to Vote. The waiver took away our fundamental
right to vote in an EGM over the sale of the core assets of
SmartLogik, with the result that they were sold for just £1.75
million and without shareholder approval.
· Financial Visibility. We still have not been allowed to
see audited accounts for the SmartLogik business. What happened to the
£12 million raised from the markets at the start of SmartLogik? What
happened to the £7 million per annum revenue?
· Corporate Governance. The standards of corporate
governanceat SmartLogik were so poor that it beggars belief. I will ask Ernst if they have a duty to investigate when there has been a seriousbreakdown in the standards of corporate governance at a company they administer and if not, why not? Regular and accurate reporting of
finances is absolutely central to this and we have never seen audited
accounts for the business. I will ask them what signal this sends to
investors in the stock market and whether they believe it could be
damaging to confidence in the markets?
2) Shareholders in the USA and other countries. Please give me your
authority to act as your proxy as explained above.
There will be an announcement regarding this meeting in Shares
Magazine, out this Thursday in all leading newsagents.
PLEASE DO TRY TO ATTEND THE MEETING, ESPECIALLY IF YOU ARE IN OR
AROUND LONDON.