Admission Document - BrainJuicer
Admission Document - BrainJuicer
Admission Document - BrainJuicer
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Pre-emption rights that apply on the allotment and issue of new Ordinary Shares are those set out in<br />
sections 89 to 95 (inclusive) of the Act.<br />
5. Directors’ and Other Interests<br />
5.1 Directors’ and other significant interests in the Company’s share capital<br />
(a)<br />
The interests (all of which are beneficial unless otherwise stated) of the Directors and persons<br />
connected with them (within the meaning of section 346 of the Act) in the issued share capital of the<br />
Company which (i) have been notified by each Director to the Company pursuant to section 324 or<br />
section 328 of the Act, or (ii) which are required to be entered in the register maintained under section<br />
325 of the Act, or (iii) are interests of a connected person of a Director which would, if the connected<br />
person were a Director of the Company, be required to be disclosed under paragraphs (i) or (ii) above<br />
and the existence of which is known to or could, with reasonable diligence, be ascertained by that<br />
Director, (a) as at the date of this document and (b) as they will be immediately following <strong>Admission</strong>,<br />
are as follows:<br />
Immediately<br />
At the date of this document<br />
following <strong>Admission</strong><br />
Percentage<br />
Percentage<br />
holding<br />
holding<br />
of issued<br />
of issued<br />
Directors Number share capital Number share capital<br />
John Kearon 5,660,187 50.7% 5,660,187 45.1%<br />
James Geddes 144,515 1.3% 144,515 1.2%<br />
(b)<br />
(c)<br />
(d)<br />
As at the date of this document, the following Directors hold the following options over Ordinary<br />
Shares under their respective option agreements entered into with the Company (summarised in<br />
paragraphs 6.1 to 6.7 of this Part VII):<br />
Date of grant<br />
of options<br />
over shares in Number of Exercise<br />
Director <strong>BrainJuicer</strong> UK Ordinary Shares Price<br />
James Geddes 15 September 2003 228,810 £0.1141779445<br />
Simon Godfrey 21 January 2003 84,298 £0.1141779445<br />
Save as disclosed at paragraphs (a) and (b) above, none of the Directors has any interest in the share<br />
capital of the Company or any of its subsidiaries nor does any person connected with the Directors<br />
(within the meaning of section 346 of the Act) have any such interest, whether beneficial or nonbeneficial.<br />
As at the date of this document so far as the Directors are aware, the only persons who are interested<br />
in more than 3 per cent. of the shares in the Company (other than the Directors) are as follows:<br />
Immediately<br />
At the date of this document<br />
following <strong>Admission</strong><br />
Percentage<br />
Percentage<br />
Number of holding Number holding<br />
Ordinary of issued Ordinary of issued<br />
Shareholder Shares share capital Shares share capital<br />
Michael Carey 361,289 3.2% 361,289 2.9%<br />
Unilever UK Holdings 4,883,643 43.8% 4,883,643 38.9%<br />
(e)<br />
As at the date of this document and as at <strong>Admission</strong>, neither the Directors nor any member of a<br />
Director’s family (which, in relation to this paragraph (e) means a spouse, any child where such is<br />
under the age of 18 years, any trust in which such individuals are trustees or beneficiaries and any<br />
company over which they have control or more than 20 per cent. of its voting or equity rights in<br />
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