One Man Vs The corporate He Based
Garnham, who lives in a two-bedroom council flat, lately suffered a bowel
condition that has caused him to lose considerable weight. His seventy two-yr-old
wife works for minimal wage to support them, as they’re all however penniless.
He describes it as “a miserable existence”.
However Garnham believes that he should be a multimillionaire. Rightly or wrongly,
he’s angered, embittered. Even these close to him snigger that his feeling of
injustice is “probably what retains him going”. Many a real word is
spoken in jest.
His is an extraordinary story that strikes at the very origins of one of many
most successful firms on the alternative Funding Market (Purpose), the
junior stock trade.
The story focuses on a range of locations, from the exotic to the mundane,
from Cameroon and Cyprus to Dumbarton and Tring. Prime ministers, present
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 gasoline producer,
Bowleven, which, although price £56m as of final Thursday, has not as but offered
even a drop of crude.
The free cannon
Garnham was one in all the unique founders of EurOil, a company integrated in
1996 that’s right this moment the principle subsidiary of Bowleven. By the top of 1997, two
alleged errors meant that Garnham was stripped of his directorship and his
19 per cent shareholding in EurOil. This stake would most likely have earned
him a few million pounds when Bowleven listed in December 2004. For almost
12 years, Garnham has been fighting to get again that stake, hiring legal professionals,
a forensic accountant and even a PR specialist individuals prepared to work for
To Bowleven, there isn’t any substance to Garnham’s claims. Even if there have been,
the argument involves nought: the claim is from long sufficient ago to be time
barred. Bowleven can also be recognized to possess authorized opinions that counsel any
claim would, at the moment, account for less than 5 per cent of the company, which means
it doesn’t need to be announced to the inventory alternate.
And the corporate did acknowledge and element the dispute in its Purpose admission
document five years ago.
Nonetheless, Garnham’s more and more erratic actions could possibly be of interest to
Bowleven shareholders. Earlier this year, the company was in talks with an
unnamed bidder to be sold for £130m, a giant premium on shares that had
tumbled as commodity prices sunk. The talks terminated in April, but solely
after Noble Power was recognized by the press as a coal possible bidder. And solely
after Garnham had fired off an e-mail to Charles Davidson, Noble’s chief
The e-mail described Garnham’s long relationship with senior figures in the
Cameroon government to whom he had promoted British exports, from designer
shirts to spare elements for tractors. He claims that this work helped lead to
the West African country joining the Commonwealth in 1995.
It also detailed a complaint, naming Bowleven, that Garnham had filed in
Douala Excessive Court docket in Cameroon. That case was thrown out in 2007, when
Garnham’s lawyer failed to turn up. It is still not sure that Noble was
the fascinated purchaser, and even if it had been, Garnham’s pretty unstructured
rant might look little greater than the work of a crackpot. Nonetheless, Garnham’s
erratic actions would certainly put at risk any future negotiations.
Even Caroline Crawford, Garnham’s solicitor, admits: “Peter is a loose
cannon, however only as a result of his absolute belief that he has been wronged.”
And what can now be revealed is that at least one of EurOil’s founders, John
Kennedy, a man who went on to grow to be a Bowleven director and whose wife held
19 per cent of EurOil’s shares, believes that Garnham deserves compensation.
Others fervently disagree, though it is usually identified that the board mentioned
compensation as not too long ago as December 2005. Nonetheless, Terence Heneaghan, the
then chairman, and fellow directors are understood to have dominated out the
transfer, arguing that the company owed Garnham nothing.
This is sort of some dispute, and one in which every aspect believes that it’s
a hundred per cent in the right.
Paphos results in bathos
Bowleven buyers passed a resolution on Friday that can see the corporate
elevate $114m to be used to appraise a latest oil discovery in Cameroon. By
2011, Bowleven may at long final be in the business that EurOil was founded
for 15 years beforehand: producing oil.
It was late 1995 and Garnham contacted Chief Ephraim Inoni, now the Cameroon
Prime Minister, to congratulate him on the country joining the Commonwealth.
There was a second reason for the call: Garnham wanted to know the probabilities
of successful an oil concession essentially offshore websites for exploration
and drilling in the Gulf of Guinea if he formed an indigenous firm. The
World Bank had called on Cameroon to develop its oil property and the then
60-yr-old spied a cash-making opportunity. Inoni responded that it was a
A remarkably disparate group of characters then went about creating a company
to benefit from 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 grew to become business companions, and
Tabetando would arrange Euro-Cam-ba Oil, the predecessor to EurOil, in
A couple of 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 in their residence in Dumbarton. The physician
introduced Garnham to John Kennedy, a former bricklayer who had become
something of an entrepreneur.
Kennedy basically put groups of people collectively to develop initiatives, and
worked out of the places of work of Glasgow architect Cobban margin:4px;”>Your adverts will likely be inserted here by
EurOil was suggested to find a chairman who was recognised internationally for
work in the oil sector. This was to be Terry Heneaghan, another previous
acquaintance of Kennedy’s, who was chief executive at listed oil exploration
and production company Pittencrieff Assets. Heneaghan left Pittencrieff
in June, and soon petroleum equipment vietnammpany limited by shares after began as a consultant to EurOil before turning into
chairman in 1998.
Garnham says that from the March meeting onwards, he was supplied with limited
data on the corporate as he was not a director. For instance, he
claims to have been unaware of Heneaghan’s involvement in 1997. He also
recalls being instructed off by a few of the other important characters for “talking
too much” about EurOil’s plans and prospects.
The money call
At 8pm on a Friday night time 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 affiliation, administrators might ask shareholders to pay for as much as a
quarter of their share holdings inside two weeks.
Cantrust and the other four fundamental shareholders must pay £24,325 every,
whereas Brewster wanted to find £6,four hundred. Strapped for money, Garnham could not
pay for Cantrust’s shares. However, he believed and nonetheless believes that
these shares have been already fully paid up. Indeed, he has in his possession a
series 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 legal firm, McClure Naismith,
discovered that a series of fully paid up shares had been, in actual fact, issued
incorrectly. Brewster thought his shares were additionally fully paid up and he even
challenged the cash call earlier than forking out the £6,400. Share certificates
belonging to others, equivalent to Lironi and Kennedy’s wife, had been additionally recognised
as being nil paid up even in the event that 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 procedure is noted in
Board Minutes dated four November 1997. McClure Naismith provided recommendation and
help to the Board of EurOil on the procedure and liaised with local
Cameroon solicitors to verify that every part was correct beneath Cameroonian
legislation. The corporate has obtained numerous opinions since then which have
confirmed that to be the case.”
The other directors and shareholders “capitalised mortgage notes” to pay
off their portions of the money name. In essence, this meant that the opposite
shareholders didn’t need to stump up any cash. The bills they’d
incurred were thought of loans to the corporate and were recompensed out of
share capital, covering the money name. For example, Vandergrift had spent
£37,899 in “directors and consultants expenses” in addition to
£62,500 in “technical expenses”.
Garnham/Cantrust’s failure to pay up meant his 19 per cent shareholding was
deemed forfeit. chloro-toluene tower 72 meters The Bowleven spokesman says: “Whether there was any
indebtedness as a result of Peter Garnham, who was no longer a director, is
irrelevant; there was no indebtedness on account of Cantrust they usually were the
registered shareholder. Presumably, Mr Garnham may have assigned his
interest in any monies on account of him at that time to Cantrust and thus paid up
the shares that means. However he did not do so and Cantrust’s shareholding was
Heneaghan adds: “The firm did every thing according to legislation and Garnham
had each probability to stump up for his shares.”
In minutes dated four December 1997, the board did award Cantrust options on 85
shares that may very well be purchased at £1,000 a pop at any time over the subsequent 5
years, “in recognition of Cantrust’s contribution to the company”.
The Bowleven spokesman says that the award was made “on the premise of
representations by Chief Tabetando on behalf of Mr Garnham and in
recognition of his long standing private friendship with Mr Garnham”.
In accepting the options, the EurOil directors believed that the state of affairs
was resolved. Charles Malet de Carteret, the Cantrust trustee, wrote to the
board on four December acknowledging that the options have been “granted in
substitution for the nil paid firm shares which have been forfeited”.
However, that very same day, Garnham despatched a letter of his own stating the choices
were accepted “under protest”. Garnham says: “I was
confronted by a situation where I needed to make a quick choice. I asked my
solicitor what to do and he said ‘You haven’t received any money, accept the
choices, if only to stay within the game’.”
One more dispute emerged, this time over bills owed, with Garnham
claiming £27,549.Sixty two. He later acquired about £5,000.
In 1999, Garnham was declared bankrupt as a result of unrelated work in
Cameroon, two months after the traders had exchanged their EurOil stakes
for Bowleven shares. The new company’s identify got here from the Bow River, which
runs via Calgary, and the River Leven, which runs close to Kennedy’s
residence in Dumbarton.
A year later, Garnham was stripped of his share options. He had employed a
forensic accountant, John Papi, to look into his claims. At a board assembly
on 13 November, minutes present it was resolved that Cantrust would have the
choices cancelled from 5pm two days later except there was “written
affirmation that they [Cantrust] settle for that the forfeiture of their EurOil
shareholding (190 nil paid shares) was carried out properly and in accordance with
the articles of EurOil”.
Tabetando didn’t conform to the cancellation of the options. In a notice to the
board, Tabetando stated: “I have a powerful moral obligation to object to
the cancellation of the Certificate of Share Options.”
A Bowleven spokesman points out that Garnham didn’t problem the
cancellation. Garnham says that by this stage, he was solely eager about
recovering the unique shareholding.
Since then, Garnham has remained vocal, taking, and failing in, a court docket action
In an extra blow, Papi issued a deposition to the court docket backing the board’s
version of events. Papi says: “I feel extremely sorry for Peter. He’s
labored hard pursuing the case, but it’s on the improper premise. It’s a
Cantrust matter, not a Peter Garnham concern.”
Garnham counters that he’s the representative of Cantrust. It’s also true
that he’s authorised by the trustees to act on this matter.
His British solicitors contacted Bowleven for info in 2003, by and
giant getting quick shrift. Just final month, his public relations man wrote
to Joe Clark, a former Canadian prime minister who is now a Commonwealth
special envoy petroleum equipment vietnammpany limited by shares to Cameroon, asking if “he might have the ability to help”.
Most of the principle characters have left Bowleven, even in the event that they retain a
stakeholding. Kennedy, for example, resigned after falling out with different
members of the board, while Heneaghan left in December 2006. Heneaghan was
concerned in a large bust-up with Philip Rhind, a South African who was
chief govt 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 passed to the Bowleven board. Greater than 50
pages lengthy, the dossier is believed to have referred to the Garnham-Cantrust
state of affairs. Bowleven and Rhind finally settled out of court docket.
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 words carry
weight in Cameroon, and he’s patron of the Cameroon Affiliation of English
Talking Journalists. Lironi’s golf handicap has slipped to five, whereas
Vandergrift, who declined to remark for this text, lives in Calgary.
Bowleven is basically within the hands of a really different group of people. The
current chief govt, 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 loss of his shares.
Kennedy, who remains 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
level is that the shares were not paid up and that place was accepted at
the time by all the shareholders, including Cantrust.”
But Garnham is decided to battle on. petroleum equipment vietnammpany limited by shares He has more letters, emails and
allegations to hearth off. Garnham continues to be round, able to trigger bother.