CPE Charter Euro.

 
TIDMCPE 
 
Announcement by 
 
                      Midas Investment Management Limited 
 
                                with regard to 
 
                          Charter European Trust plc 
 
We understand that Charter European Trust plc ("Charter") engaged Alliance 
Trust Savings Ltd ("ATS") in 2008 to operate a share savings scheme for 
individual investors. This scheme incorporates potentially unfair voting 
arrangements of a type which Alliance Trust PLC abandoned in respect of its own 
shares in April 2011. 
 
On 22 August 2011 we, Midas Investment Management Limited, a substantial 
shareholder in Charter, wrote a letter to Giles Weaver, Chairman of Charter, 
requesting the abolition of the present voting arrangements under the savings 
scheme in favour of the normal and fair "one share one vote" at the direction 
of each beneficial holder. 
 
Neither Charter nor its advisers have taken any discernible action to address 
the unfair Charter share savings scheme voting arrangements. 
 
Please note the following which demonstrates how unfair this voting mechanism 
can be:- 
 
By way of example, if 2% of the beneficial shareholders under this savings 
scheme voted "yes" on a resolution and none of the other 98% voted at all, the 
entire 100% (representing approximately 22% of Charter's voting share capital) 
could be voted as a yes in respect of the relevant resolution. 
 
This offends any meaningful sense of shareholder democracy and transparency and 
any common sense view of how a listed vehicle should be allowed to operate. 
Accordingly it must surely be right that the board of Charter, if they have not 
done so already, take immediate steps to rectify this position. 
 
The reasons why these `scaling up' mechanisms are inequitable have been well 
rehearsed in the press during the recent public representations made to 
Alliance Trust PLC and representations from shareholder rights' bodies such as 
Pension Investment Research Consultants ("PIRC"). Please note: Alliance Trust 
PLC abandoned this practice. 
 
We believe that in electing that Charter participate in the `share 
enfranchisement facility', the board has involved its shareholders in a scheme 
which, for the reasons set out in this announcement, effectively could give 
some shareholders additional voting rights at the expense of others. 
 
Share enfranchisement schemes have been discredited: 
 
  * Alliance Trust PLC itself agreed that the system they had in place for 
    `scaling up' provisions in their own scheme was inappropriate. As a 
    consequence, they removed the `scaling up' system that applied to shares in 
    Alliance Trust PLC which were held within their own savings scheme; 
 
  * Considering the action above which was undertaken by Alliance Trust PLC (on 
    its own `internal' share savings scheme) and noting that its subsidiary, 
    ATS, currently manages the Charter share savings scheme, as a shareholder 
    of Charter we do not understand why the board have not undertaken similar 
    action to remove this undemocratic system from the Charter share savings 
    scheme; 
 
  * It is a possibility that, on a vote for any reconstruction that may be 
    proposed by the board, the vast majority within the ATS holding will be 
    apathetic and, if this was coupled with a few disgruntled dissenters, which 
    would be `scaled up', then a situation could arise whereby this block of 
    approximately 22 per cent votes against the reconstruction. Couple this 
    vote with the reality that it is highly unlikely that over 88 per cent of 
    all shareholders will vote on any reconstruction and it becomes a 
    mathematical impossibility to pass any such reconstruction resolution.  It 
    is therefore only sensible, logical and by any test right to remove the 
    risk of the above occurring BEFORE putting any mooted reconstruction to 
    shareholders. 
 
It therefore remains our opinion that the board should immediately remove the 
scaling up mechanism from the Charter share savings scheme for the purpose of 
voting on all future resolutions. This would allow all shareholders to properly 
and fairly decide matters to be considered by them. 
 
Enquiries: 
 
Mark Sheppard, Chief Investment Officer at Midas Investment Management Limited 
Tel: 0161 242 2895 
 
e-mail: mark@midasim.co.uk. 
 
No reliance may be placed for any purpose whatsoever on the information, 
representations or opinions contained in this press release, and no liability 
is accepted for any such information, representations or opinions. Neither 
Midas Investment Management Limited nor any other person makes any guarantee, 
representation or warranty, express or implied, as to the accuracy, 
completeness or fairness of the information and opinions contained in this 
press release, nor does Midas Investment Management Limited or any other person 
accept any responsibility or liability whatsoever for any loss howsoever 
arising from any use of this press release or its contents or otherwise arising 
in connection therewith. 
 
 
 
END 
 

Charter Pan-european Trust (LSE:CPE)
Historical Stock Chart
From Jun 2024 to Jul 2024

Charter Pan-european Trust (LSE:CPE)
Historical Stock Chart
From Jul 2023 to Jul 2024