Registered Name: The Stanley Gibbons Group plc
Market: Listed on AIM, a market operated by the London Stock Exchange
Sector: General Retailers
Country of Incorporation: Jersey. As The Stanley Gibbons Group plc is incorporated in Jersey and not in the UK, the rights of its shareholders may be different from the rights of shareholders in a UK Company. The Company’s AIM Admission Document contains a summary of the rights of its shareholders, which are set out in more detail in the Company’s Articles of Association.
The Company is subject to the UK City Code on Takeovers and Mergers.
Registered Number: 13177
Financial Year End: 31 March
Principal Activities: The principal activities of the Group are as follows:
- Trading in stamps and other philatelic items, autographs & memorabilia, coins, medals, banknotes, books, paper ephemera, watches, jewellery, and other collectibles;
- dealing in antiques and contemporary pieces including furniture, works of art, clocks and other high quality objets d’art;
- Restoration of interiors and antiques;
- Development and operation of collectibles websites;
- Philatelic and collectibles publishing including catalogues, albums and magazines in hard copy and electronic media;
- Auctioneering, valuing (for sale, auction, purchase, insurance and/or probate) all the above plus rare books, manuscripts, fine and contemporary art, wine and antiques;
- Retail and mail order;
- Manufacturing of albums and accessories.
The information on this website is disclosed pursuant to Rule 26 of the AIM Rules for Companies
The Registered Office of The Stanley Gibbons Group plc is:
18 Hill Street,
Tel: 01534 766711
Fax: 01534 766177
The interests of the Directors in the ordinary shares of the Company are as follows:
HG Wilson – 2,000,000 (1.11%)
A Cook – 0
CP Whiley – 500,000 (0.28%)
HAJ Turcan – 0
LE Castro – 0
The Directors’ interests are all beneficial. Details of the Directors’ share options are given in the Remuneration Report of the latest Annual Report and Accounts.
HAJ Turcan does not have any beneficial interest in the ordinary shares of the Company. Lombard Odier Asset Management, Mr Turcan’s ultimate employer, holds 52,173,988 ordinary shares, representing 29.16% of the Company’s issued share capital.
THE STANLEY GIBBONS GROUP PLC AND TRADING SUBSIDIARIES
|Name||Country of incorporation||Principal activity|
|The Stanley Gibbons Group plc||Jersey||Holding company|
|Stanley Gibbons (Guernsey) Limited||Guernsey||Philatelic dealer and dealer in memorabilia|
|Stanley Gibbons (Jersey) Limited||Jersey||Philatelic dealer and dealer in memorabilia|
|Stanley Gibbons E-Commerce Limited||Jersey||E-commerce retailing|
|Stanley Gibbons (US), Inc||United States||Web development|
|Stanley Gibbons Holdings Limited||England||Holding Company|
|Stanley Gibbons Limited||England||Philatelic dealer and retailer, and dealer in memorabilia|
|Stanley Gibbons (Asia) Limited||Hong Kong||Philatelic dealer and dealer in memorabilia|
|Stanley Gibbons (SEA) Pte Limited||Singapore||Philatelic dealer and dealer in memorabilia|
|Murray Payne Limited||England||Philatelic dealer and auctioneer|
|Noble Investments (UK) Limited||England||Holding Company|
|AH Baldwin & Sons Limited||England||Dealer and auctioneer in rare coins and other collectibles|
|Baldwin’s of St James’s Limited*||England||Auctioneer in rare coins and other collectibles|
|The Fine Art Auction Group Limited||England||Auctioneers and valuers of art, antiques and collectibles|
|Greenfield Auctions Limited||England||Auctioneers of works on paper|
|Bid for Wine (UK) Limited||England||Auctioneers of wine and spirits|
|Mallett Limited||England||Holding Company|
|Mallett & Son (Antiques) Limited||England||Dealers in art, antiques and objet d’art|
|HJ Hatfield & Sons Limited**||England||Restoration of antiques and works of art|
|Mallett Overseas Limited||England||Holding Company|
|Mallett, Inc.||United States||Dealers in art, antiques and objet d’art|
* Joint venture. 50% owned.
** 60% owned.
So far as is appropriate, the Board aims to apply the underlying principles of the UK Corporate Governance Code, having regard to the size of the Company. The principal areas where these underlying principles are applied in the running of the Company are set out below.
The Company holds board meetings regularly throughout the year at which operating and financial reports are considered. The Board is responsible for formulating, reviewing and approving the Group’s strategy, budgets, major items of capital expenditure and senior personnel appointments.
The Audit Committee is comprised of non-executive Directors. The Committee meets at least twice a year and is responsible for ensuring that the financial performance of the Group is properly maintained and reported on. It is also responsible for meeting the auditors and reviewing the report from the auditors relating to the financial statements.
Members of the Audit Committee are:
L Castro (Chairman)
The Remuneration Committee is comprised of non-executive Directors. It reviews the performance of the executive Directors and sets the scale and structure of their remuneration and the basis of their service agreements with due regard to the interests of shareholders.
The Remuneration Committee has responsibility for making recommendations to the Board on the Group’s general policy on remuneration and also specific packages for individual Directors. No Director plays a part in any decision concerning his own remuneration.
Members of the Remuneration Committee are:
H Turcan (Chairman)
The Nomination Committee comprises the Chairman and a non-executive Director. The Committee considers appointments to the Board and is responsible for nominating candidates to fill Board vacancies and for making recommendations on Board composition.
Members of the Nomination Committee are:
H Wilson (Chairman)
L Castro is independent. He does not have any personal financial interest in the matters to be decided. H Turcan is employed by Lombard Odier Asset Management, a significant shareholder in the Company. Neither of them has any day to day involvement in the running of the business.
Constitutional Documents and Circulars
To view the documents for The Stanley Gibbons Group plc, please click on the files below.
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- Noble Acquisition
- Certificate of Name Change
- AIM Admission Document
- Memorandum and Articles of Association
- Circular to Shareholders dated 13 March 2007
- Circular to Shareholders dated 11 March 2016
- Circular to Shareholders dated 30 December 2016