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DJ Gledhow Investments PLC Final Results to 30 September 2016 and AGM

 
TIDMGDH 
 
GLEDHOW INVESTMENTS PLC 
 
                                (The "Company") 
 
Final Audited Results for the Financial Year ended 30 September 2016 and Notice 
                           of Annual General Meeting 
 
14 December 2016 
 
I have pleasure in presenting your Company's Annual Report and Financial 
Statements for the year ended 30 September 2016. 
 
Your directors continue to follow the same investment strategy, namely to 
invest in small to medium sized undervalued or fast growing companies, with the 
investment objective of achieving long term capital growth in excess of the 
FTSE All Share Index. 
 
During the year, a number of new investments were made. The Company invested EUR 
40,000 by way of a convertible loan into Bolt Mobility BV, a Dutch company 
developing the AppScooter, an electric scooter it hopes will be "the Dutch 
Tesla on two wheels". Small investments were also made in new equity placings 
by Ortac Resources plc, EVR Holdings plc, Management Resource Solutions plc, 
Clear Leisure plc, Prospex Oil and Gas plc, Tern plc, SigmaRoc plc and Glenwick 
plc, although the latter three were also disposed of during the year. Our 
positions in Cluff Natural Resources plc, Hellenic Capital plc and Ascent 
Resources plc were also disposed of. 
 
We had cash of GBP258,357 at the year-end (2015: GBP247,224). The pre-tax loss was 
GBP44,674 (2015: pre-tax loss of GBP129,395). 
 
On 9 May 2016, I was appointed to the board as Managing Director and Brett 
Miller resigned from the board. 
 
Despite the uncertain economic environment the Company is in a strong position 
thanks to its strong cash position and we look forward to being able to take 
opportunistic investments in small to medium sized undervalued companies as 
they arise. 
 
 
Notice of Annual General Meeting 
 
Notice of the AGM has today been posted to shareholders, together with the 
final audited accounts and will also be available on the ICAP Securities & 
Derivatives Exchange website at the following link: http://www.isdx.com/member? 
securityid=10423 
 
 
G R Miller 
 
Managing Director 
 
14 December 2016 
 
The Directors of the issuer accept responsibility for the contents of this 
announcement. 
 
 
For further information please contact: 
 
Guy Miller:                                            + 44 (0) 20 7220 9795 
(Gledhow Investments plc) 
 
 
 
 
Statement of Comprehensive Income for the year ended 30 September 2016 
 
                                                                           2016      2015 
                                                                              GBP         GBP 
 
Turnover                                                                288,767    43,745 
 
Cost of sales                                                         (276,078) (126,333) 
 
Gross profit/(loss)                                                      12,689  (82,588) 
 
Administrative expenses                                                (57,363)  (46,807) 
 
Loss before taxation                                                   (44,674) (129,395) 
 
Taxation                                                                      -         - 
 
Loss for the year                                                      (44,674) (129,395) 
 
Total comprehensive loss for the year                                  (44,674) (129,395) 
 
Basic loss per share (pence)                                            (0.09p)   (0.26p) 
 
Diluted loss per share (pence)                                          (0.09p)   (0.26p) 
 
The income statement has been prepared on the basis that all operations are 
continuing operations. 
 
 
 
Statement of Financial Position as at 30 September 2016 
 
                                                                    2016        2015 
 
                                                                       GBP           GBP 
 
Current assets 
 
Investments held for resale                                      206,399     265,502 
 
Cash at bank and in hand                                         258,357     247,224 
 
                                                                 464,756     512,726 
 
Creditors: amounts falling due within one                       (12,835)    (16,131) 
year 
 
Net current assets and total assets less                         451,921     496,595 
current liabilities 
 
Capital and reserves 
 
Called up share capital                                          490,000     490,000 
 
Share premium account                                             71,122      71,122 
 
Profit and loss account                                        (153,303)   (108,629) 
 
Other reserve                                                     44,102      44,102 
 
Shareholders' funds - equity interests                           451,921     496,595 
 
The financial statements were approved by the Board and authorised for issue on 
14 December 2016. 
 
 
 
G R Miller 
Director 
 
Company No. 03848331 
 
 
 
Statement of Changes in Equity for the year ended 30 September 2016 
 
                                              Share     Share    Profit     Other     Total 
                                            capital   premium  and loss   reserve 
                                                                reserve 
 
                                                  GBP         GBP         GBP         GBP         GBP 
 
Balance at 1 October 2014                   490,000    71,122    20,766    44,102   625,990 
 
Year ended 30 September 2015: 
 
Loss for the year                                 -         - (129,395)         - (129,395) 
 
Total comprehensive loss for the                  -         - (129,395)         - (129,395) 
year 
 
Balance at 30 September 2015                490,000    71,122 (108,629)    44,102   496,595 
 
Year ended 30 September 2016: 
 
Loss for the year                                 -         -  (44,674)         -  (44,674) 
 
Total comprehensive loss for the                  -         -  (44,674)         -  (44,674) 
year 
 
Balance at 30 September 2016                490,000    71,122 (153,303)    44,102   451,921 
 
Statement of Cash Flows for the year ended 30 September 2016 
 
                                                                           2016      2015 
 
                                                                              GBP         GBP 
 
Cash flows from operating activities 
 
Cash generated from operations                                           11,133     8,125 
 
Net increase in cash and cash equivalents                                11,133     8,125 
 
Cash and cash equivalents at beginning of year                          247,224   239,099 
 
Cash and cash equivalents at end of year                                258,357   247,224 
 
Relating to: 
 
Cash at bank and in hand                                                258,357   247,224 
 
 
 
Notice of Annual General Meeting 
 
Notice is hereby given that the Annual General Meeting of Gledhow Investments 
plc ("the Company") will be held at 10.00 am on 6 February 2017 at 1st Floor, 3 
Crawford Place, London W1H 4LB to consider the following resolutions of which 
numbers 1 to 5 will be proposed as ordinary resolutions and numbers 6 and 7 as 
special resolutions: 
 
1.       To receive the annual report and accounts for the year ended 30 
September 2016. 
 
2.       To re-elect G Melamet as a director of the Company. 
 
3.       To re-elect G R Miller as a director of the Company. 
 
4.       To re-appoint UHY Hacker Young as auditors of the Company and to 
authorise the directors to fix their remuneration. 
 
5.       To consider and, if thought fit, pass the following resolution which 
will be proposed as an ordinary resolution: 
 
          That the directors be generally and unconditionally authorised under 
section 551 of the Companies Act 2006 (the Act) to allot shares in the Company 
and to grant rights to subscribe for or to convert any security into shares in 
the Company on and subject to such terms as the directors may determine up to a 
total nominal amount of GBP510,000, such authority shall expire at the conclusion 
of the next annual general meeting of the Company after the date of the passing 
of this resolution unless renewed, varied or revoked by the Company in general 
meeting. The directors shall be entitled, under this authority, to make at any 
time prior to the expiry of this authority any offer or agreement which would 
or might require relevant securities to be allotted after the expiry of this 
authority. 
 
          To consider and, if thought fit, pass the following resolutions as 
special resolutions: 
 
6.       That, subject to the passing of resolution 5 in this notice, the 
directors be empowered under section 570 of the Companies Act 2006 ("the Act") 
to allot equity securities (within the meaning of section 560 of the Act) for 
cash under the authority given by resolution 5 in this notice as if sub-section 
561(1) of the Act did not apply to such allotment, provided that this power 
shall be limited: 
 
(a)        to the allotment of equity securities in connection with an offer of 
such securities to holders of ordinary shares where the equity securities for 
which ordinary shares are respectively entitled to subscribe are proportionate 
(as nearly as may be) to the respective numbers of ordinary shares held by 
them, but subject to such exclusions or other arrangements as the directors may 
deem necessary or expedient in relation to fractional entitlements or any legal 
or practical problems under the laws of any overseas territory or the 
requirements of any regulatory body or stock exchange; and 
 
(b)        to the allotment (otherwise than under sub-paragraph (a) above) of 
equity securities for cash up to a total nominal value of GBP510,000; 
 
and shall expire on the date of the next annual general meeting of the Company, 
or if earlier, 15 months after the date of passing this resolution, save that 
the Company may before such expiry make an offer or agreement which would or 

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December 14, 2016 09:20 ET (14:20 GMT)

DJ Gledhow Investments PLC Final Results to 30 -2-

might require equity securities to be allotted after such expiry and the Board 
may allot equity securities under such offer or agreement as if the power 
conferred by this resolution had not expired. 
 
7.       That the Company be generally and unconditionally authorised to make 
market purchases within the meaning of section 693(4) of Companies Act 2006 
(the Act) of its ordinary shares of 1p each in the capital of the Company 
("shares") on such terms and in such manner as the directors may from time to 
time determine, provided that: 
 
(a)        the maximum number of shares authorised to be purchased is 7,350,000 
being the number representing 15% of the issued ordinary share capital of the 
Company at the date of the meeting; 
 
(b)        the minimum price (exclusive of expenses) which may be paid per 
share is 1p (being the nominal value per share) and the maximum price which may 
be paid per share is an amount equal to 20% higher than the average of the 
middle market quotations per share as derived from the ISDX Growth Market for 
the fifteen business days immediately preceding the day on which the shares are 
purchased; 
 
(c)        the authority shall expire at the conclusion of the next annual 
general meeting of the Company; and 
 
(d)        the Company may make a contract to purchase shares under the 
authority before the expiry of the authority, and may make a purchase of shares 
under such contract even though the authority has ended. 
 
 
 
 
 
By Order of the 
Board 
Registered Office: 
Brett 
Miller 
New Liverpool House 
Secretary 
15 Eldon Street 
 
London EC2M 7LD 
 
 
 
Dated:         14 December 2016 
 
 
Notes: 
 
1.      Shareholders, their duly appointed representatives or proxies are 
entitled to attend, speak and vote at the AGM. A shareholder can appoint the 
Chairman of the meeting or anyone else as their proxy and their proxy need not 
be a member of the Company. A shareholder may appoint more than one proxy, 
provided that each proxy is appointed to exercise the rights attached to 
different ordinary shares. To appoint more than one proxy, the proxy form 
should be photocopied and completed for each proxy holder. The proxy holder's 
name should be written on the proxy form together with the number of shares in 
relation to which the proxy is authorised to act. The box on the proxy form 
must also be ticked to indicate that the proxy instruction is one of multiple 
instructions being given. All proxy forms must be signed and, to be effective, 
must be lodged at the registered office of the company not later than 48 hours 
before the time of the meeting or any adjourned meeting. 
 
2.      The return of a completed proxy form will not prevent a shareholder 
attending the AGM and voting in person if they wish to do so. 
 
3.      In accordance with Regulation 41 of the Uncertificated Securities 
Regulations 2001, only those members entered on the Company's register of 
members at close of business on 2 February 2017 or, of the meeting is 
adjourned, shareholders entered on the Company's register of members at close 
of business on the day two days before the date of any adjournment shall be 
entitled to attend and vote at the AGM. 
 
 
 
END 
 

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December 14, 2016 09:20 ET (14:20 GMT)