Description of the business & Investment strategy

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New World Oil and Gas Plc became an AIM Rule 15 Cash Shell with effect from 1 September 2016

The names of the directors, biographical details and Directors' responsibilities

Nicholas Lee



Mr Lee has more than 25 years of experience in investment banking and working as a company director. He qualified as a Chartered Accountant, and then joined Kleinwort Benson Group plc where he worked in their corporate finance department advising a range of companies across a number of different sectors and where from March 2007 he was Managing Director and Head of Banking, Hedge Fund Solutions. Mr Lee is involved with a number of companies quoted on AIM. He is currently the Executive Chairman of Paternoster Resources plc, a natural resources investing company, Non-executive Chairman of MX Oil plc, an oil and gas investing company and a Senior independent non-executive Director of London Capital Group Holdings plc, a financial services company.

Corporate Governance and Board Committees

The Board has established an Audit Committee and Remuneration Committee with formally delegated duties and responsibilities.

Audit Committee

The Audit Committee comprises two directors, Adam Reynolds and Nick Lee and is chaired by Adam Reynolds. The Audit Committee will meet at least three times a year and at such other times as the chairman of the Audit Committee shall deem necessary. The Audit Committee receives and reviews reports from management and the Company's auditors relating to the interim and annual accounts and keeps under review the accounting and internal controls which the Company has in place.

Remuneration Committee

The Remuneration Committee comprises two directors, Adam Reynolds and Nick Lee and is chaired by Nick Lee. The Remuneration Committee will meet at such times as the chairman of the Remuneration Committee or the Board deem necessary. The Remuneration Committee determines and reviews (in consultation with the Board) the terms and conditions of service of the directors. The Remuneration Committee will also review the terms and conditions of any proposed share incentive plans, to be approved by the Board and the Company's shareholders. The Remuneration Committee is responsible for administering and setting the overall policy and procedures of the Company's Long Term incentive Plan and the Company's discretionary annual bonus plan.

Bribery Act 2010

The Bribery Act 2010 (“Bribery Act”) which came into force in the UK on 1 July 2011, prescribes criminal offences for individuals and businesses relating to the payment of bribes and, in certain cases, a failure to prevent the payment of bribes. Whilst the Directors believe that the New World Group conducts its affairs in a manner which means that either the Bribery Act will not apply to any member of the New World Group or which would in any event not result in any criminal offence being committed by a member of the New World Group or any of its directors, the Company has nonetheless established procedures designed to ensure that no member of the New World Group engages in conduct for which a prosecution under the Bribery Act may result.

The Company has adopted and operates a share dealing code consistent with Rule 21 of the AIM Rules for Companies and will take all proper and reasonable steps to ensure compliance by the Directors and relevant employees in relation to dealings in the Company's ordinary shares.

Corporate Governance

The Company is not required to comply with the provisions of the UK Corporate Governance Code (the "Corporate Governance Code") or any Jersey corporate governance code. The Directors however recognise the importance of sound corporate governance commensurate with the size of the Company and the interests of Shareholders. As the Company grows, the Directors intend that it should develop policies and procedures which reflect the Corporate Governance Code, so far as is practicable, taking into account the size and nature of the Company. The Board has established an Audit Committee and Remuneration Committee with formally delegated duties and responsibilities. The Company is subject to the UK City Code on Takeovers and Mergers.

Country of incorporation and main country of operation

New World Oil and Gas plc was incorporated and registered in Jersey with registered number 105517. Currently, the Company's main country of operationĀ is in the United Kingdom.

The Company is incorporated in Jersey and therefore the rights of shareholders may be different from the rights of shareholders in a UK incorporated company.

Current constitutional documents

Please click on the links below for the Articles of Association

Admission Document

Please click on the link below to access the Company's Admission Document dated 06 May 2011

Please click on the link below to access the Company's Readmission Admission Document dated 3 July 2012

Number of securities in issue

As at 4 November 2016, the Company has the authority to issue an unlimited number of shares of no par value, and currently has 4,746,786,108 such shares issued and fully paid. 0.53% of the Company's securities are not in public hands. No shares are held in treasury.

Significant Shareholders

As at 4 November 2016, shareholders holding more than 3% of the share capital of New World were:

Shareholder Shareholding Percentage
FISKE NOMINEES LIMITED 375,118,383 7.90%
HSDL NOMINEES LIMITED 282,160,346 5.94%

Details of any restrictions on the transfer of securities

There are no restrictions on the transfer of securities.

Company announcements

Please click on the links below to view notifications made by the Company in the past 2 years


Company Secretary

Elian Fund Services (Jersey) Limited 44 Esplanade, St Helier, Jersey JE4 9WG


Cornhill Capital,
4th Floor,
18 St Swithins Lane,


Jeffreys Henry LLP,
5-7 Cranwood Street,

Advisors (Jersey Law)

44 Esplanade,
St Helier,
Jersey, JE4 9WG,
Channel Islands

Principal Bankers

Barclays Wealth,
Jersey Corporate Team,
39/41 Broad Street,
St Helier,
Jersey, JE4 8PU,
Channel Islands


Computershare Investor Services (Jersey) Limited,
Queensway House,
Hilgrove Street,
St Helier,
Jersey, JE1 1ES,
Channel Islands.


Please note that the Company's ISIN number is JE00B65FK239.


Page last up-dated: 22 November 2016