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Admission Document - BrainJuicer

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(m)<br />

Subject to the provisions of the Articles, there is no expiration date of the current term of office of any<br />

of the Directors.<br />

5.4 Loans and guarantees<br />

There are no loans or guarantees provided by any member of the Group for the benefit of any Director.<br />

5.5 Directors’ interests in transactions<br />

No director has or has had any interest in any transaction which is of an unusual nature, contains unusual<br />

terms or is significant in relation to the business of the Group and which was effected during the current or<br />

immediately preceding financial year or in any earlier financial year and remains in any respect outstanding<br />

or unperformed.<br />

5.6 Directorships<br />

(a)<br />

The Directors hold, and have previously held during the five years preceding the date of this<br />

document, the following directorships or partnerships:<br />

Name Current Former<br />

John Kearon<br />

James Geddes<br />

Brand Genetics Limited<br />

Advent Mach S.A.<br />

Brodie Geddes Limited<br />

Mach Sarl<br />

Simon Godfrey Sparkwell Properties Limited SGA Research International Limited<br />

(Gibraltar)<br />

Sparkwell Properties Limited<br />

(Malta)<br />

Mark Muth<br />

Alatheia Limited<br />

Creavite Limited<br />

Insense Limited<br />

Magnum Chilled Desserts Limited<br />

Rahu Catalytics Limited<br />

Unilever Ventures Limited<br />

Voltea Limited<br />

(b)<br />

(c)<br />

None of the Directors has any unspent convictions in respect of indictable offences. None of the<br />

Directors has owned an asset over which a receiver has been appointed nor has any of the Directors<br />

been a partner of any partnership at the time or within 12 months of receivership of any assets of the<br />

partnership. None of the Directors has been a bankrupt or entered into an individual voluntary<br />

arrangement. None of the Directors was a director of a company at the time of or within 12 months<br />

prior to any receivership, compulsory liquidations, creditors voluntary liquidation, company voluntary<br />

liquidations, administrations, company voluntary arrangements or any composition or arrangement<br />

with its creditors or any class of its creditors. None of the Directors was a partner of any partnership<br />

at the time of or within 12 months of any compulsory liquidation, administration or partnership<br />

voluntary arrangement receivership, creditors voluntary liquidation, company voluntary arrangement<br />

or any composition or arrangements with its creditors generally or any class of its creditors.<br />

There have been no public criticisms of any of the Directors by any statutory or regulatory authority<br />

(including recognised professional bodies) and none of the Directors has ever been disqualified by a<br />

court from acting as a director of a company or from acting in the management or conduct of the<br />

affairs of any company.<br />

5.7 Pursuant to a resolution of the Directors on 17 November 2006, the Board agreed to procure that one<br />

director nominated by Unilever Ventures should be on the board of directors until such time as the<br />

aggregate shareholding of Unilever UK Holdings is less than 10 per cent. of the issued share capital<br />

of the Company.<br />

72

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