The completion of the sale of the Comart Group and the start of my retirement at the same time as myself and my family become ‘rich’ after which I tour the factor and say my ‘goodbyes’ as the world continues to spin (apart from actor James Mason, who dies of a heart attack!)
Up fairly early, awoken by morning tea from Diana, but with no relief from my cold and throat infection. The air temperature was very warm today, nearly 80degF, from warm west winds even from little sun; but this was a second reason why I was smarting and feeling rather weak on this important day. I cut a pink rosebud from the rose bushes, dressed it and pinned it as a charming buttonhole on my brown suit. To the office for 9.00am and up to the first floor to open all of the windows in the meeting room and the reception room. We had set out the meeting room with eight chairs and the new boardroom table. In the large front room was a trio of tables at left end to accommodate the buffet lunch, a table in the middle to serve the drinks and a cluster of four coffee tables and fifteen chairs to allow intercourse and lunch to be taken with minimum risk. I set camp in the conference room with chair to my left reserved by telephone and files for Diana, and reported for the first meeting.
This meeting was an Extraordinary General Meeting of Comart’s Shareholders and I welcomed the arrivals by insisting they signed in on the attendance sheets. 15 members in all represented by six of us: Geoff Lynch (also for his wife and two children), John Lamb (also for their two children and as Share Scheme Trustee), Diana (also as Trustee), myself (also as attorney for the two children’s trustee) and David Fear, Ian Nickson and Derek Weatherby in their own right. Then to declare the quorum present, open the meeting and take the notice convening the meeting as read. The Special Resolution was put to the vote and carried unanimously. It had the effect of increasing the authorised capital, and providing the Directors with the authority to allot shares to existing members as a bonus issue and also provided for the adoption of new articles of association.
I then closed the members meeting and opened a meeting of Directors with the other members in attendance. As Directors of Comart Ltd, John, Derek and I approved the allotment of a 1 for 1 bonus issue and the despatch of renounceable letters of allotment to all members. The Broad family would be undertaking the renouncement later, of course, at completion, but the other members would retain theirs for renouncement at their individual completions to be held by the 31st August 1984. The whole idea of the Bonus Issue was, of course, to avoid 50% of the deal stamp duty of £15000+.
Then I adjourned the meeting to await the arrival of the visitors and coffee was served. Diana took the opportunity to feed the baby. The Barclays Bank messenger and his wife in the car fidgeted nervously awaiting the Bankers Draft that had to arrive in time for a complex sequence of events. By arrangement of local Branch Manager, Bryan George, the Chief General Manager of Barclays contacted his opposite number in Lloyds Bank to arrange special clearance and personal couriage to the city. But it had to arrive in Lombard Street, Midland Branch by 2.45pm and it was already 12.00 noon.
The Kode party of four arrive – Peter Smith, Ted Randell, Steven Day and Kenneth Walker and I explain the order of events and obtain Peter and Ken’s signatures to the G9B consent to serve. Eventually Fleming and Co Merchant Bank and Richard James of Ashursts arrive and I proceed straight to the business of completion. I pass over resignations from all group companies of myself and Diana as Director and Secretary, the share certificates and transfer forms for our shares, the renounced letters of allotment, and signed consultancy agreement. They hand over a Bankers Draft for £1,758,000 and renounceable letters of allotment for Kode Shares: 120,000 for me, 120,000 for Diana, 22,000 for Daniel’s Trustees and 3,000 for Debbie. I also receive, sign and return the renounced allotment for 646,400 shares placed by Flemings to raise the purchase money balance. I pass the draft to Diana who passes it on to the Bank messenger via June. We retain photocopies of the paperwork which I have to sign to effect the handover and Diana re-joins the meeting.
The Directors Meeting is resumed and I call those present to order. I report on the agreement completion, obtain resolutions for the approval of share transfers from the Broad family to Kode and the renounceable letters of allotments, then appoint Peter Smith as a Director, approve a new bank mandate to exclude myself and Diana and include Peter Smith, accept my resignation as Director and Diana as Secretary at the conclusion of the meeting, and appoint Ken Walker as Secretary. I then head off the appointment of new trusteeships for the Pension and Share Schemes under my jurisdiction, and a scrappy meeting of the new Board under Peter Smiths Chairmanship is left to undertake these changes. John signs the G9B for Comart Ltd with the officer changes and posts this with G9B’s notifying our resignations from all group companies. I take Peter Smith and Ken Walker upstairs, pass over all of the Statutory Books and keys to my desk. The formalities are concluded.
Down to the reception and a splendid presentation of a Comart Communicator System for my consultancy work. Photographs in positions signing, passing over the keys, a total shot on the front steps of Grove House of the whole party and then to drinks and a buffet lunch. After to tour the St Neots facilities and say thank you and goodbye to all colleagues and then home to collapse, hot, weary and ill with my throat.
A soothing two hours watching England win the 8 man world bowls championship against New Zealand, after unloading the computer system into 39 Gordon Road. News of the England Test Team conceding 500 runs in two days from the West Indies first batting innings. The EEC parliament blocks Britain’s Budget Rebate through lack of funding, James Mason has died today of a heart attack, and British Rail approve a £300M scheme to electrify the Hitchin to Edinburgh railway line, which will pass through St Neots.
A full, tired day, and so, with relief, exultation and writer’s cramp, to bed on the day we finally sold Comart and became rich!