heating oil price trends One Man Vs The company He Based
Garnham, who lives in a two-bedroom council flat, not too long ago suffered a bowel
situation that has prompted him to lose considerable weight. His 72-year-previous
wife works for minimal wage to help them, as they are all however penniless.
He describes it as “a miserable existence”.
But Garnham believes that he must be a multimillionaire. Rightly or wrongly,
he is angered, embittered. Even those near him chortle that his feeling of
injustice is “probably what retains him going”. Many a true phrase is
spoken in jest.
His is an extraordinary story that strikes at the very origins of one of the
most profitable companies on the alternative Funding Market (Aim), the
junior stock change.
The story focuses on a variety of locations, from the exotic to the mundane,
from Cameroon and Cyprus to Dumbarton and Tring. Prime ministers, current
and former, have been drawn into what boils right down to a dispute involving just
a handful of seemingly obscure gentlemen.
Even more shocking is that the dispute surrounds an oil and gas producer,
Bowleven, which, though value £56m as of last Thursday, has not as yet offered
even a drop of crude.
The unfastened cannon
Garnham was one among the unique founders of EurOil, an organization incorporated in
1996 that is right now the principle subsidiary of Bowleven. By the tip of 1997, two
alleged mistakes meant that Garnham was stripped of his directorship and his
19 per cent shareholding in EurOil. This stake would probably have earned
him just a few million pounds when Bowleven listed in December 2004. For almost
12 years, Garnham has been combating to get again that stake, hiring lawyers,
a forensic accountant and even a PR specialist people keen to work for
To Bowleven, there isn’t any substance to Garnham’s claims. Even if there were,
the argument involves nought: the claim is from lengthy enough ago to be time
barred. Bowleven can also be recognized to own authorized opinions that recommend any
claim would, immediately, account for lower than 5 per cent of the corporate, meaning
it does not should be announced to the inventory change.
And the corporate did acknowledge and element the dispute in its Intention admission
doc 5 years ago.
Nonetheless, Garnham’s more and more erratic actions might be of interest to
Bowleven shareholders. Earlier this year, the corporate was in talks with an
unnamed bidder to be bought for £130m, an enormous premium on shares that had
tumbled as commodity costs sunk. The talks terminated in April, however only
after Noble Vitality was identified by the press as a doubtless bidder. And only
after Garnham had fired off an electronic mail to Charles Davidson, Noble’s chief
The email described Garnham’s long relationship with senior figures within the
Cameroon government to whom he had promoted British exports, from designer
shirts to spare parts for tractors. He claims that this work helped result in
the West African nation joining the Commonwealth in 1995.
It additionally detailed a complaint, naming Bowleven, that Garnham had filed in
Douala High Courtroom in Cameroon. That case was thrown out in 2007, when
Garnham’s lawyer failed to turn up. It remains to be not sure that Noble was
the interested purchaser, and even if it had been, Garnham’s pretty unstructured
rant might look little more than the work of a crackpot. However, Garnham’s
erratic actions would surely put at risk any future negotiations.
Even Caroline Crawford, Garnham’s solicitor, admits: “Peter is a unfastened
cannon, but solely because of his absolute belief that he has been wronged.”
And what can now be revealed is that at the least one among EurOil’s founders, John
Kennedy, a man who went on to become a Bowleven director and whose spouse held
19 per cent of EurOil’s shares, believes that Garnham deserves compensation.
Others fervently disagree, although additionally it is known that the board discussed
compensation as just lately as December 2005. However, Terence Heneaghan, the
then chairman, and fellow directors are understood to have ruled out the
transfer, arguing that the corporate owed Garnham nothing.
This is sort of some dispute, and one during which every side believes that it is
one hundred per cent in the right.
Paphos leads to bathos
Bowleven traders passed a resolution on Friday that can see the company
increase $114m to be used to appraise a recent oil discovery in Cameroon. By
2011, Bowleven might at long final be within the business that EurOil was founded
for 15 years previously: producing oil.
It was late 1995 and Garnham contacted Chief Ephraim Inoni, now the Cameroon
Prime Minister, to congratulate him on the nation joining the Commonwealth.
There was a second motive for the decision: Garnham wanted to know the possibilities
of winning an oil concession primarily offshore sites for exploration
and drilling in the Gulf of Guinea if he formed an indigenous firm. The
World Bank had referred to as on Cameroon to develop its oil assets and the then
60-year-outdated spied a cash-making alternative. Inoni responded that it was a
A remarkably disparate group of characters then went about creating a company
to reap the benefits of Cameroon’s oil wealth. In 1976, Garnham had acquired
chatting to a Cameroon lawyer by the identify of Chief Tabetando at a bar in
Tring, Hertfordshire. Primarily they turned business companions, and
Tabetando would arrange Euro-Cam-ba Oil, the predecessor to EurOil, in
About a yr earlier, the Garnhams had met a Scottish doctor and his spouse
while holidaying in Paphos, west Cyprus. They struck up a friendship and
Garnham went to visit the couple of their home in Dumbarton. The physician
launched Garnham to John Kennedy, a former bricklayer who had turn into
something of an entrepreneur.
Kennedy primarily put groups of people collectively to develop projects, and
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EurOil was suggested to find a chairman who was recognised internationally for
work in the oil sector. This was to be Terry Heneaghan, one other old
acquaintance of Kennedy’s, who was chief govt at listed oil exploration
and production firm Pittencrieff Resources. Heneaghan left Pittencrieff
in June, and shortly after started as a advisor to EurOil before turning into
chairman in 1998.
Garnham says that from the March meeting onwards, he was provided with restricted
information on the company as he was not a director. For instance, he
claims to have been unaware of Heneaghan’s involvement in 1997. He additionally
recalls being instructed off by a few of the opposite primary characters for “talking
too much” about EurOil’s plans and prospects.
The cash call
At 8pm on a Friday night in November 1997, Garnham received a fax giving
Cantrust 14 days to pay for a portion of his shares. Underneath the company’s
articles of association, administrators may ask shareholders to pay for up to a
quarter of their share holdings inside two weeks.
Cantrust and the opposite four principal shareholders would have to pay £24,325 every,
while Brewster wanted to find £6,four hundred. Strapped for money, Garnham could not
pay for Cantrust’s shares. However, he believed and still believes that
these shares had been already absolutely paid up. Certainly, he has in his possession a
sequence of share certificates that state these shares have been absolutely paid up.
Garnham says that they were basically granted to him as paid up in
trade for his work at EurOil.
The issue for Garnham is that the company’s authorized firm, McClure Naismith,
discovered that a series of absolutely paid up shares were, in truth, issued
incorrectly. Brewster thought his shares were additionally fully paid up and he even
challenged the money call before forking out the £6,400. Share certificates
belonging to others, comparable to Lironi and Kennedy’s spouse, were additionally recognised
as being nil paid up even if they acknowledged otherwise.
A spokesman for Bowleven says: “The error [of shares being issued
incorrectly] was established by McClure Naismith between June 1997 and
November 1997, and formally corrected. The correction process is noted in
Board Minutes dated 4 November 1997. McClure Naismith offered recommendation and
assistance to the Board of EurOil on the procedure and liaised with local
Cameroon solicitors to check that every little thing was correct beneath Cameroonian
law. The company has obtained numerous opinions since then which have
confirmed that to be the case.”
The opposite directors and shareholders “capitalised loan notes” to pay
off their portions of the money call. In essence, this meant that the other
shareholders did not need to stump up any money. The expenses they’d
incurred have been thought of loans to the company and had been recompensed out of
share capital, covering the cash name. For instance, Vandergrift had spent
£37,899 in “directors and consultants expenses” as well as
£62,500 in “technical expenses”.
Garnham/Cantrust’s failure to pay up meant his 19 per cent shareholding was
deemed forfeit. The Bowleven spokesman says: “Whether there was any
indebtedness on account of Peter Garnham, who was no longer a director, is
irrelevant; there was no indebtedness as a result of Cantrust they usually had been the
registered shareholder. Presumably, Mr Garnham might have assigned his
interest in heating oil price trends any monies as a consequence of him at the moment to Cantrust and thus paid up
the shares that approach. But he didn’t accomplish that and Cantrust’s shareholding was
Heneaghan provides: “The company did the whole lot in keeping with legislation and Garnham
had each chance to stump up for his shares.”
In minutes dated four December 1997, the board did award Cantrust options on eighty five
shares that could be bought at £1,000 a pop at any time over the next five
years, “in recognition of Cantrust’s contribution to the company”.
The Bowleven spokesman says that the award was made “on the basis of
representations by Chief Tabetando on behalf of Mr Garnham and in
recognition of his lengthy standing private friendship with Mr Garnham”.
In accepting the choices, the EurOil administrators believed that the situation
was resolved. Charles Malet de Carteret, the Cantrust trustee, wrote to the
board on four December acknowledging that the choices were “granted in
substitution for the nil paid firm shares which have been forfeited”.
Nevertheless, that very same day, Garnham despatched a letter of his personal stating the options
have been accepted “under protest”. Garnham says: “I was
confronted by a state of affairs where I needed to make a quick determination. I requested my
solicitor what to do and he mentioned ‘You haven’t obtained any cash, accept the
choices, if only to stay within the game’.”
Yet another dispute emerged, this time over expenses owed, with Garnham
claiming £27,549.Sixty two. He later acquired about £5,000.
In 1999, Garnham was declared bankrupt because of unrelated work in
Cameroon, two months after the buyers had exchanged their EurOil stakes
for Bowleven shares. The brand new company’s title came from the Bow River, which
runs by Calgary, and the River Leven, which runs near Kennedy’s
dwelling in Dumbarton.
A year later, Garnham was stripped of his share choices. He had hired a
forensic accountant, John Papi, to look into his claims. At a board meeting
on thirteen November, minutes show it was resolved that Cantrust would have the
choices cancelled from 5pm two days later except there was “written
confirmation that they [Cantrust] accept that the forfeiture of their EurOil
shareholding (190 nil paid shares) was performed properly and in accordance with
the articles of EurOil”.
Tabetando did not conform to the cancellation of the choices. In a word to the
board, Tabetando mentioned: “I have a strong ethical obligation to object to
the cancellation of the Certificate of Share Choices.”
A Bowleven spokesman factors out that Garnham didn’t problem the
cancellation. Garnham says that by this stage, he was only inquisitive about
recovering the original shareholding.
Since then, Garnham has remained vocal, taking, and failing in, a courtroom action
In a further blow, Papi issued a deposition to the courtroom backing the board’s
model of events. Papi says: “I feel extremely sorry for Peter. He’s
worked onerous pursuing the case, but it’s on the unsuitable premise. It’s a
Cantrust matter, not a Peter Garnham challenge.”
Garnham counters that he is the consultant of Cantrust. It’s also true
that he is authorised by the trustees to act on this matter.
His British solicitors contacted Bowleven for information in 2003, by and
large getting brief shrift. Just final month, his public relations man wrote
to Joe Clark, a former Canadian prime minister who’s now a Commonwealth
particular envoy to Cameroon, asking if “he may have the ability to help”.
Most of the main characters have left Bowleven, even if they retain a
stakeholding. Kennedy, for instance, resigned after falling out with other
members of the board, while Heneaghan left in December 2006. Heneaghan was
concerned in a massive bust-up with Philip Rhind, a South African who was
chief executive from 2004 to 2006. Rhind was dismissed for alleged gross
misconduct. Shortly after his dismissal, he claimed to have a “red
button” dossier which he handed to the Bowleven board. Greater than 50
pages long, the dossier is believed to have referred to the Garnham-Cantrust
situation. Bowleven and Rhind eventually settled out of courtroom.
Tabetando is the chairman of EurOil, which is listed as a a hundred per cent owned
subsidiary of Bowleven. A senior tribal chief, Tabetando’s phrases carry
weight in Cameroon, and he’s patron of the Cameroon Association of English
Speaking Journalists. Lironi’s golf handicap has slipped to 5, while
Vandergrift, who declined to comment for this text, lives in Calgary.
Bowleven is basically in the palms of a very totally different group of people. The
present chief executive, Kevin Hart, admitted earlier this yr that the
company “was in need of resuscitation” when he took over in 2006.
Garnham continues to work on what he alleges was an unfair lack of his shares.
Kennedy, who stays in his beloved Dumbarton, now openly backs him: “Peter
deserves compensation for being deprived of his shares.”
The Bowleven spokesman says: “The  share name was validly made. The
point is that the shares were not paid up and that place was accepted at
the time by all the shareholders, including Cantrust.”
However Garnham is determined to fight on. He has more letters, emails and
allegations to hearth off. Garnham remains to be round, able to cause hassle.
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