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Quester (Spark) VCT Plc - Written August 2004 and Updated in 2005 and
2008; Contact: Roger Lawson
(R. Lawson)
In
August 2004, UKSA commenced a campaign to improve the performance and
corporate governance of Venture Capital Trusts - see the following web
page for more information including a Report and set of Guidelines for
the management of such trusts: VCTs. Quester VCT3
breached the guidelines in several respects, particularly in respect of
the disclosure of information on the portfolio holdings. It also is one
of the worst performing VCTs in terms of total return since formation.
Quester VCT3 Plc was selected as the the first company to be a target of
the campaign and UKSA sent a letter to all Quester VCT3 shareholders in
August 2004.
Anyone who responded to the initial letter was sent the following letter
that explains the issues in this company in some detail:
VCT_Mailshot_Response_Letter.
A brief history of the company is given in the following:
QuesterVCT3_Note. Note that a full
list of investments was disclosed in the interim report published in
October 2004 and other responses were also promised to the concerns of
shareholders.
Subsequently on the 31st January 2005, the Quester VCT 1, 2 and 3
companies announced that they were discussing a merger and such a merger
was actually announced on the 20th May 2005. UKSA then sent the
following letter to all shareholders in the three VCTs urging
shareholders to vote:
Quester_Letter.
On
the 13th June, the investors in the three VCTs voted on the merger
proposals at an EGM and there was also a "court" vote. Results for
Quester VCT3 were: In favour: 21 million, Opposed: 83,000 with a 45%
vote of shareholders. Results on the other two companies were similar.
This is a very good endorsement of the UKSA campaign, although clearly
there are still concerns going forward about fund management. It was
announced at the meeting that new directors are also being recruited to
the new unified company.
In
June 2008 at the AGM of Quester VCT, where it was renamed Spark VCT, an
unusual event occurred in that shareholders voted down the proposal to
pay a dividend on a show of hands, and likewise voted down the
re-election of two directors. All resolutions were subsequently passed
on a poll however. See
Quester_AGM_Report for a full explanation. Note that at the EGM to
approve the new management fee arrangements held a couple of weeks
later, the show of hands vote was won by 2 votes to 1, but the proxy
counts were 9.3m votes for, versus 3.2m against (i.e. 26% opposed).
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