Bluestar Capital PLC welcomes enquiries and engagement from investors and shareholders. The following information is disclosed in accordance with Rule 26 of the AIM Rules and was last updated on 25th September 2020.

Description of the business

Blue Star Capital is an investment Company with a focus on new technologies. The Company focuses on businesses that have the capacity for substantial growth and increase in value. Blue Star Capital’s geographical focus is predominately UK companies but the Board will also consider investments globally. The Company can take positions in investee companies by way of equity, debt or convertible or hybrid securities. The Company is subject to the UK City Code on Takeovers and Mergers.

The names of the Directors and biographical details

ANTHONY FABRIZI – Chief Executive Officer

Tony Fabrizi qualified as a chartered accountant with KPMG in 1986 and joined James Capel (later HSBC Investment Bank) in 1987. He worked in corporate finance and spent eight years undertaking UK transactions, becoming a director in 1993. During his last three years at HSBC he was responsible for the other financial and fund management activities within corporate broking.

Tony joined RP&C, a US Investment Bank, as a partner in 1998 to help develop its UK business.

In 2002 he established Ghaliston Limited as a corporate finance advisory business. Over the next 4 years Ghaliston acted as financial advisor to 10 companies listing on AIM and raised capital for a number of private companies. In May 2006, Ghaliston Limited acquired Merchant Securities Limited, a private client stockbroking business and the enlarged company listed on AIM in November 2006. Tony resigned as CEO of that company in June 2008.

Tony joined the board of Blue Star Capital in April 2011, initially as a non executive director, before taking on the role of CEO in July 2012.

DEREK LEW – Non-Executive Chairman

Derek has advised, started and invested in technology companies for over 20 years. An active member of the technology community in Vancouver, he is President and CEO of venture capital fund manager GrowthWorks Capital Ltd and past-Chair of Innovate BC (formerly the British Columbia Innovation Council), the crown Agency of the Province of British Columbia mandated to accelerate technology commercialisation. Derek is a Partner with Initio Group, a Vancouver, BC based early-stage angel investment firm.

Sean King – Non Executive Director

Sean King has over 20 years’ experience in publishing and digital content, having set up Square One Group in 1994, which was one of the fastest growing independent content agencies in the UK. In 2007, Square One Group was acquired by rival Seven Publishing (backed by Guardian Media Group and Caledonia Investment Trust) with Sean acting as CEO for the enlarged group until stepping down in April 2018. Seven was in turn acquired by German content agency C3 (part of Hubert Burda Media) in 2016.

After stepping down as CEO of SevenC3, Sean now acts as an independent advisor to a number of brands including Captify, (a fast growing pioneer in Search Intelligence); Octaive (an ad:tech start-up based in London and New York); DADI (a blockchain-powered decentralised global cloud computing network); and Liberty AIM (a new blockchain-powered ethical search engine).

Corporate Governance and Directors’ Responsibilities

CORPORATE GOVERNANCE

The Board is responsible for formulating, reviewing and approving the Company’s strategies, budgets and corporate actions.

The Directors have responsibility for, and recognise the importance of implementing and maintaining, high standards of corporate governance, and intend that the company will comply with the Combined Code and the Quoted Companies Alliance’s ‘Guidance for Smaller Quoted Companies’ in such respects as are appropriate for a company of its size, nature and stage of development.

The Company operates a share dealing code for Directors as required by the AIM Rules.

The Board intends to regularly review key business and financial risks facing the Company in the operation of its business.

AUDIT COMMITTEE

The Audit Committee consists of Anthony Fabrizi and William Henbrey (Chair). The Committee meets at least twice a year and more frequently if required. The Committee is responsible for monitoring the quality of internal controls, ensuring the financial performance of the Company is being properly measured and reported on, meeting with the auditors and reviewing reports from the auditors relating to accounting and internal controls.

REMUNERATION COMMITTEE

The Remuneration Committee consists of William Henbrey (Chair) and Anthony Fabrizi. The Committee reviews the performance of the Executive Directors, sets the scale and structure of their remuneration and reviews the basis of their service agreements with due regard to the interests of the shareholders. The Remuneration Committee will also make recommendations concerning the allocation of share options to Directors and employees, if appropriate. No Director is permitted to participate in discussions concerning their own remuneration. The remuneration and terms of appointment of Non-Executive Directors are set by the Board as a whole.

Country of incorporation and main country of operation

Incorporated and registered in England and Wales under the Companies Act registration number 0517441.

Details of any other exchanges or trading platforms

Blue Star Capital is not listed or traded on any other Exchanges or trading platforms.

Company announcements

Please look at our News section for latest announcements – CLICK HERE

Company advisors

COMPANY SECRETARY
Anthony Fabrizi
C/O Rawlison & Butler Nominees Limited
Griffin House
135 High Street
Crawley RH10 1DQ

Company Number
05174441

NOMINATED ADVISOR AND BROKER
Cairn Financial Advisers LLP
Cheyne House
Crown Court
62-63 Cheapside
London EC2V 6AX

AUDITOR
Adler Shine LLP
Chartered Accountants and Statutory Auditor
Aston House
Cornwall Avenue
London N3 1LF

SOLICITORS
Gowling WLG (UK) LLP
4 More London Riverside
London SE1 2AU

REGISTRAR
Link Asset Services
The Registry
34 Beckenham Road
Beckenham
Kent BR3 4TU