Saturday, 13 February 2016

Who owns Manston?

For a long while the Manston supporters have been saying Ann Gloag is the real owner of the former Manston Airport because that's the conspiracy they believe. The truth of the matter is much more mundane. Here is the current AR01 submitted by the current owners.



As you can see the Ltd Co was incorporated on the 17/9/2014 when it was known as Lothian Shelf (718) Ltd and this was changed on the 18/6/2015. It has currently 3 directors Pauline Bradley, Trevor Cartner and Joseph Christopher Musgrave. and 80 class A and 20 class B shares (these shares have the same voting rights so to all intent they are equal in value).

Pauline Bradley has a history with Ann Gloag so does this mean that its really Ann Gloag sitting in the boardroom. If anyone thinks that its because they misunderstand the different role of Directors and Shareholders.

Shareholders and directors have two completely different roles in a company. The shareholders (also called members) own the company by owning its shares and the directors manage it. Unless the articles say so (and most do not) a director does not need to be a shareholder and a shareholder has no right to be a director.
The separation in law between directors and shareholders can cause confusion in private companies. If two or three people set up a company together they often see themselves as 'partners' in the business. That relationship is often represented in a company by them all being both directors and shareholders. The problem with this is that company law requires some decisions to be made by the directors in board meetings and others to be made by the shareholders by written resolutions or by resolutions passed at general meetings. To complicate matters further, some decisions have to be made by the directors, but only with the shareholders' consent.
Whether a particular decision has to be made by the board meeting or the general meeting, or both, depends on the provisions of the Companies Act and/or the company's articles of association.
Companies Act provisions
Under the Companies Acts some decisions, such as changing the company's articles, can only be made by the shareholders. Many others are decisions for the directors but the directors may need the shareholders' consent, by means of an ordinary or special resolution.
Serious potential liabilities can arise if the directors do not obtain the approval of the general meeting when this is required. The relationship between directors and shareholders is a complex one. The directors are subject to the general fiduciary duty to act in the company's best interests. They are also required to account to the shareholders for their stewardship of the company, in particular by supplying annual accounts and by reporting to them annually..
While the directors are in control of the day to day running of the company, with access to information about its business and effective control over the calling and conduct of meetings, the shareholders have an ultimate source of power: any director can be removed from office by ordinary resolution:

What most people confuse is the ownership of the company which in this case is whoever holds the 80 class A shares and here the AR01 shows this is Invicta Asset Management Ltd.
So who is this Ltd Company. Back to Companies House for an explanation

So this shows that Invicta is another company registered at Discovery Park but is owned by FULS Ltd by virtue of being the legal owner of the 80 shares. So who owns Invicta? The shareholding shows the 1 share owned by FULS Ltd. Back to Companies House to see who owns FULS Ltd.

So back round in circles and the legal owner of FULS Ltd turns out to be Trevor Cartner.

So does Ann Gloag have any say and the short answer is NO. She has 20 class B shares and her representative, Pauline Bradley, on the board of Stone Hill Park Ltd so her voice can be heard but she doesn't own SHP neither does Pauline Bradley. She does however have a legal charge over SHP by virtue of a loan of (allegedly) £7M however that is no different from someone owning their home with a mortgage on it.
So what does Ann Gloag have? Well she does have 20 class B shares however as a shareholder she can be outvoted 80 to 20 so she has little control. So why have 20 shares and the simple answer is she can share in the profits the company makes as well as having her money back.

The next time someone says Ann Gloag controls Stone Hill Park ltd they are showing their lack of knowledge about how business works.

64 comments:

  1. What difference would it make if Ann Gloag did own the site? I don't understand the obsession with proving that she's the real owner.

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  2. It is an obsession for the amateur detectives in Loudhailer to prove she still controls what happens to the site. To them it does matter anon

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  3. A rather dull topic as Gloag pulls the strings. Cartner fronts it as a local rep. For a quid it looks a good deal if they can maximise profit with housing

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    1. Obviously an amateur from SMA eh Anon. Gloag obviously has no strings at all but then conspiracy nuts do not really get it

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    2. Nope 21:54 and Gkoag with $7m and Bradley has lots of control. A more important question is when the flight fines will be charged by Wells?

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    3. directors have equal control and its £ not $ and your last is not even on topic. Proof my boy proof

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    4. Not so 22:18 just as you'd struggle if the bank called in your mortgage so would Shp with the Glag $7m. Proof of what silly boy?

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    5. Why would a bank call in your mortgage and don't be rude!!

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  4. The flight fines are relevant to Gloag as they remain unpaid so a future charge on the jv

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    1. Not relevant to the blog tho

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  5. To purchase Manston would that require the buyer to settle the £7 million charge in favour of Ann Gloag ?

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  6. When I was with Freudmann the deal was to buy 80% and the other 20% would still be in the hands of Mrs Gloag.Our proposed acquisition was;Manston skyport limited from Highland Golbal Transport Limited.Between Annax Aviation Holdings Limited and ME.Asset:Kent Facilities Limited (sc136162)& Kent Airport Limited(sc176703). Me equity Investment,Shall acquire 50% of the entire issued share capital if Annax for £1 and Annax shall issue new shares accordingly.Loan Funding/use of Proceeds;shall lend £10,000,000 for (1) The purchase of the Asset(max GBP 8,000,000) (2) to provide working capital(max GBP 2,000,000 and to allow Annax to manage the airport and with the surplus land as it considers appropriate with a view to maximising yield.That is the part which Annax fails the airport business and sell the land for building and building alone THAT WOZ THE DEAL I had with Tony Freudmann&co Annax Aviation.Terms:The loan shall be issued as a 5 year bond by Annax to Me carrying rolled up simple intrest of 5.5% per annum(based on the number of days for which the loan is drawn).Bla bla,additional funding,As required to buy in more Land fir more comprehensive development programme ECT.Confidentiality; The Annax and Me undertake to keep confidential the existence and content of this document and the Existence and content of Discussions ECT etc.Those discussions invoked planning the lies to take the airport and in Freudmanns words'Give it a Go'then knock out the Land for max profit! I didn't sign the Private and confidential contact so Freudmann and gang can stick what I say in THEIR pipes and face the musician ME!.Humpty Dumpty.

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    1. Was this deal being proposed before Freudmann made his approach to TDC to build housing on the Northern Grass, or was this a deal he cooked up after those meetings. The meetings took place in January 2014.

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    2. It woz in March 2014 anon 09:14

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    3. So, Freudmann was involved in trying to raise money to buy the airport after presenting his housing plans to TDC. It doesn't sound as if they rebuffed his plan.

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    4. Correct anon 18:50 David Smith CBE KCC knows all about the north side plan with land attached owned by council so as to build hand in hand!

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    5. Imagine buying the airport build on the Northside with the land next door own by council and give the airport a Go.when the airport fails and you have houses on Northside its a case of 'O well lets fill the land with houses,and the councils knew/know it that's why David SimthCBE KCC stopped talking!He had giving away more than he should off.

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  7. What happened to Konnor Collins are Dig refusing to attend Tdc

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    1. Good question if off topic

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  8. Serious stuff HD. Not least for Roger Gale.

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    1. Yes Richard sir Roger Gale is in it upto hes gready bullying neck.HD.A copy of the pre contract I talk about was giving to Manston surporters before RiverOak turned up,and I told these people that Freudmanns plan was deceiving.Also I told these people and others whot Gales role is,ie blackmail Mr Gloag ECT etc.HD.

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    2. Anon are you able to elaborate and provide evidence for the above assertion at 10.55 ? If so why have you not gone to the appropriate authorities, media etc

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    3. Anon18:27 sir Roger Gale MP set out to make Ann Gloags life a misery'Which he still is doing'and make sure Ann Gloag doesn't get recommend for any good work she has done/doing.But,if Mrs Gloag had of let go of the Manston site he would champion her name for a damehood.That is Gales role amongst other bits and pieces,Freudmann&Co knows Gales role and I spoke face to face with Rob Smith BBC and sent him emails and spoke to other BBC reporters and local reporters ECT etc.I walked into Margate police station and reported a serious crime and spoke to a detective and gave paperwork.I spoke to Mo of the UKIP and sent her emails.To date all the people I've spoke to and sent emails to have hidden this info from the public,So yes I've gone to to crooked appropriate authorities and to the media who keep secrets!

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    4. Anon 16.06 now Thanet is in the news re election spending you should send all your evidence to Crick at Channel 4

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    5. Good idear anon 19:56 I'll have to check with some people who have most of my info who would advise the best way forward regarding my info and their very hard factual enquiries into the Manston Mysterious goings on.HD.

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  9. I may be wrong but on the grapevine I heard Konnor Collins is spilling hes guts about what he knows about many years of underhand undertakens by members of the council to make amendment to hes own wrongs.

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    1. It would be lovely if it were true, but Konnor Collins knows nothing to spill. He was never on the council and had no interest in politics until recently. He may well be coming up with some guff to try to distract attention from the fact that he hasn't made a statement to clarify his military record and medal tally. Unfortunately, for him, this issue won't go away and he will have to come clean and will certainly have to resign as a councillor. I know for a fact that many councillors are disgusted by his conduct and are queuing up to ask awkward questions if he dares to show his face in Cecil Square.

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    2. Collins is very close to Pilchard and pilgard is in the know,Colloins is now a desperate man he'll be looking out for number one,Himself.

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    3. Konnor has now made it to the nationals. He appears in a wall of shame in the Sun online - ten bogus soldiers. How much longer will TDC allow this to continue before striking him off and holding a by-election?

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  10. The loan gave to the SHP owners could be called in under contract at any time for a number of reasons,Like a bank can cancel your credit agreement.The contract is concrete from The house of Gloag.

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    1. what makes you think money changed hands :) so I doubt any thing can be "called in" but even so why would they. Banks only repossess if you don't pay

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    2. To whom is Konnor supposed to be spilling his guts ?

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    3. Hence Mrs Gloag has alot more control then many people realize! Banks at anytime can recall your credit card like your passport can be recalled at any time for any reason,You did know that anon 06:59?

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    4. Yes anon but you fail to give a reason and what makes you think money ever changed hands?

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    5. Anon 11:19 Reasons I don't know,If it were me id lend the money under strict contract whereas I at anytime could revoke the Deal putting me in full control.You're probably thinking why would Carter stand for a deal like that,the answer is he has little money and take it or leave it.Money doesn't have to change hands in this kind of deal I never thought money changed hands.

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    6. As I've stated I may be wrong,If I know 100% then I would say.If/When I here more I'll put it out there.

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    7. may be wrong lol. proof my boy

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  11. Unless you are privy to contracts which may or may not have been signed, and unless you have details of money which may or may not have changed hands you are just shooting in the dark with your conspiracy theories. For nearly two years the pro-airport campaigners have been making unfounded allegations of corruption but, in all that time, they have failed to come up with a shred of evidence to back up their claims. I think we've reached the point where we can take anything SMA say with a pinch of salt.

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  12. Yes in this one your 100% correct anon13:08

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  13. The corruption lies around the monitors and cancer levels.

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  14. Sma and Dig are irrelevant. ..but then so are Ukip and Tories. The next scandal is Gale and Mackinlays election expenses as reported by Channel 4. How did we get such crap politicians and civil servants in thanet. We need a new election

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  15. Yes the civil servants are leading the councillors now on the ridiculous housing targets. Tdc planning dept needs a cleanout

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  16. Konnor etc is being paid but not turning up to council?

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  17. 87 flats too supposedly for the old police station. TDC planning dept are approving any old rubbish

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  18. Was Trevor Shonk in the army too

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  19. Thanks for the namecheck Steve Hudson however what is posted here is from Companies House. If you need lessons in understanding the screenshots feel free to ask your own accountant.

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  20. Tdc already seems to be filling ramsgate with new build ie police station 87, carpet warehouse unknown and st lawrence 157.

    What are the councillors doing ukip are useless

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  21. Out of interest I just googled Dr Simon Moores Royal Marines Commando Reserve to check out what is on internet re the ex tory TDC Cllr re his green beret service.



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  22. Aside from Manston TDC seems to be steaming ahead with a massive overbuilding programme in Thanet

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  23. Too late to be chasing after Simon Moores. Far richer territory to look into Latchford's background.

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  24. Why what has Latchford done? Is Moores a fake marine?

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  25. Twilight Zone comes to mind with this episode of Manston.Where Truth is stranger than fiction.

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    1. Next episode in which a council pays a consultant to advise on a Section 106 agreement about an airport. But doesn't tell the consultant the whole truth. The tory MP makes sure he doesn't blurt the truth out in the commons and a tory cllr makes sure he doesn't blurt out the truth in high court evidence.

      A local company contaminated the area water supply. 21 changes of directors ensue.

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  26. Indeed. When it comes to establishing the truth we have to look at who we can trust. Can we trust Tony Freudmann of Riveroak who was struck off as a solicitor for having sticky fingers ? I would suggest not. Can we trust Konnor Collins, who claimed to have various medals and to have had a career in the parachute regiment; yet, nobody has been able to find any record of him, either being in the parachute regiment, or being awarded these medals. Furthermore, he's disappeared without offering an explanation. I don't think I'd trust him. I find the latter example particularly troubling because of the ease with which he was able to dupe just about everybody in the council and everybody in the SMA, including numerous former servicemen. You have to wonder if all of these people were deliberately turning a blind eye to the gaping holes in his story. How could you not wonder when the British Legion was unable to find any record of his service?

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  27. Look at the blind eye turned to Pleasurama or Thor...

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    1. The people in any power in this neck of the woods like to give local people an umbrella when it's sunshine and take it away when it's raining.

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  28. Chris Wells is keeping his head down on his role at Manston when he was a Tory...probably why he's been so quick to ditch the UKip Manston policy

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  29. Why are UKIP allowing a council tax increase? Hardly likely to get them re-elected unless they're sucking up to the civil servants?

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    1. 11:58 A Guesstemate is some in UKIP will convert back/to other parties and couldn't give a monkeys about the party they represent!Sinking ship,rats comes to mind.HD.

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  30. Its almost 2 years since manston closed so why would it reopen? The aquifer pollution prevents construction at the site too.

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    1. Fix the aquifer problem at a cost then SHP can continue with their plan with the local people in mind,under watchful eyes at all times.HD.

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  31. At that cost can the aquifer be fixed HD?

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  32. Truly I don't know the cost but with all the profits SHP can make long term! I'm sure they would of factored the cost in,would you not agree?.HD.

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