REG - Great Hall Mtg 1 plc - Outcome of High Court Proceedings - Series 2007-1

Argo InvestmentsAnnouncement

20/05/2022 17:30

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RNS Number : 3235M  Great Hall Mortgages No1 plc  20 May 2022

THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF NOTEHOLDERS.
PLEASE LET THIS NOTICE SERVE AS OFFICIAL AUTHORISATION (LETTER OF AUTHORITY)
TO RELEASE SECURITY HOLDINGS IDENTITY INFORMATION UNDER EU DIRECTIVE
2007/36/EC AND THE RELATED COMMISSION IMPLEMENTING REGULATION (EU) 2018/1212
OF 03 SEPTEMBER 2018.  IF NOTEHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY
SHOULD TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE, INCLUDING
AS TO ANY TAX CONSEQUENCES, IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR,
ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL OR LEGAL ADVISER.

NOTICE TO THE HOLDERS OF THE

£264,000,000 Class A2a Notes due 2039

(Common Code: 028862652; ISIN: XS0288626525)

(the "Class A2a Notes")

€396,000,000 Class A2b Notes due 2039

(Common Code: 028862750; ISIN: XS0288627507)

 (the "Class A2b Notes")

£47,100,000 Class Ba Notes due 2039

(Common Code: 028862822; ISIN: XS0288628224)

 (the "Class Ba Notes")

€55,600,000 Class Bb Notes due 2039

(Common Code: 028862881; ISIN: XS0288628810)

 (the "Class Bb Notes")

£14,000,000 Class Ca Notes due 2039

(Common Code: 028862954; ISIN: XS0288629545)

 (the "Class Ca Notes")

€33,400,000 Class Cb Notes due 2039

(Common Code: 028863012; ISIN: XS0288630121)

 (the "Class Cb Notes")

£19,000,000 Class Da Notes due 2039

(Common Code: 028863039; ISIN: XS0288630394)

 (the "Class Da Notes")

€22,900,000 Class Db Notes due 2039

(Common Code: 028863055; ISIN: XS0288630550)

 (the "Class Db Notes")

£14,500,000 Class Ea Notes due 2038

(Common Code: 028863080; ISIN: XS0288630808)

 (the "Class Ea Notes")

issued by

Great Hall Mortgages No. 1 PLC Series 2007-1

(the "Issuer" or the "Transaction" as the context requires)

on 14 March 2007

The Class A2a Notes, Class A2b Notes, Class Ba Notes, Class Bb Notes, the
Class Ca Notes, the Class Cb Notes, the Class Da Notes, the Class Db Notes and
the Class Ea Notes are together, the "Notes".

NOTICE IS HEREBY GIVEN to Noteholders that:

 

i.      The Issuer refers to the previous notification given on 16
December 2021.

 

ii.    Legal proceedings were commenced on 13 December 2021 by Cherry
Services Ltd and purportedly, but not in fact, by the Issuer against the
secretary of the Issuer and the three genuine directors of the Issuer.

 

iii.   The Issuer, the secretary of the Issuer and the three genuine
directors of the Issuer applied to strike out the above claim.

 

iv.   Further legal proceedings were also commenced on 12 January 2022 by
the Issuer and other innocent parties affected by the activities of Cherry
Services Ltd.

 

v.   At a hearing in London Commercial Court on 18 May 2022, His Honour
Judge Pelling QC:

 

a)   struck out the claim by Cherry Services Limited as being totally
without merit;

 

b)   ordered that the Issuer's legal costs be paid by the Defendants on an
indemnity basis in the sum of £78,294.50;

 

c)   made declarations as follows:

1.           Law Debenture Corporate Services Limited is the
secretary of Issuer.

2.           The only directors of the Issuer are Mark Howard Filer,
L.D.C. Securitisation Director No.3 Limited and L.D.C. Securitisation Director
No.4 Limited.

3.           The purported "Notices of a Board Meeting" dated 19
October 2021, 11 November 2021, and 6 December are invalid, of no effect and
not authorised by the Issuer.

4.           The purported board meetings dated 20 October 2021, 12
November 2021, 7 December 2021 and 1 April 2022 were not validly convened and
no directors were present, and the purported resolutions made and purported
board minutes are invalid, of no effect and not authorised by the Issuer.

5.           The purported "call notice" dated 20 October 2021 is
invalid, of no effect and not authorised by the Issuer

6.           The purported "Intended Forfeiture Notice" dated 12
November 2021 is invalid, of no effect and not authorised by the Issuer.

7.           The purported "Notice of Forfeiture of Shares" dated 7
December 2021 is invalid, of no effect and not authorised by the Issuer.

8.           None of the shares in the Issuer held by The Law
Debenture Intermediary Corporation P.L.C have been forfeited.

9.           The purported "FVS Sale", purported "Stock Transfer
Form" and purported "Share Certificate" dated 8 December 2021 is invalid, of
no effect and not authorised by the Issuer.

10.         The purported "Declaration of Trust" dated 8 December 2021
purportedly made by Corelli Capital AG is invalid, of no effect and not
authorised by the Issuer.

11.         None of Cherry Services Ltd, Usman Ahmad, Corelli Capital
AG, Blue Side Services SA; Annabel Watson, Peter Morrow, FVS Investments Ltd
nor Artemakis Artemiou are or ever have been directors of the Issuer.

12.         The purported "Shareholder Notices" dated 10 December 2021
are invalid, of no effect and not authorised by the Issuer.

13.         The letter of termination dated 13 December 2021 is
invalid, of no effect and not authorised by the Issuer.

14.         Neither the FVS Investments limited, nor Highbury
Investments Limited hold shares in the Issuer.

 

vi.   The court further ordered the following injunctions against the first
seven parties listed in paragraph 11 above:

1.           They shall not (whether acting alone, or in combination
with any other individual or entity) and shall immediately and permanently
cease to:

a)           Hold themselves out as having any beneficial or
economic interest in the Issuer;

b)          Take steps to appoint directors of the Issuer;

c)           Make or attempt to make (or cause, procure or permit
any other person to make) any filing at Companies House in respect of the
Issuer;

d)          Hold any person or entity other than Mark Howard Filer,
L.D.C. Securitisation Director No.3 Limited, and L.D.C. Securitisation
Director No.4 Limited as a director of the Issuer or make allegations that
Mark Howard Filer, L.D.C. Securitisation Director No.3 Limited, and L.D.C.
Securitisation Director No.4 Limited are not directors of the Issuer;

e)           Hold any person or entity other than Law Debenture
Corporate Services Limited as the secretary of the Issuer or make allegations
that the Law Debenture Corporate Services Limited is not secretary of the
Issuer;

f)           Send any notices or letters on behalf of the Issuer;

g)          Issue any proceeding on behalf of the Issuer;

h)           Issue or continue (or cause or encourage anyone else to
issue or continue) any legal proceedings (civil, criminal or otherwise)
arising out of or relating to the Part 8 Proceedings and/or the affairs of the
Claimants in any jurisdiction against the Directors of the Claimants or
Fieldfisher LLP, any solicitor in the firm of Fieldfisher LLP and Counsel for
the Claimants, unless at least one of the Defendants has applied for and
obtained permission from a High Court Judge to bring such proceedings (having
given at least 14 days' notice to the proposed defendant(s) of any such
application).

2.           Cherry Services Ltd; Usman Ahmad; Corelli Capital AG;
and Blue Side Services S.A.) (including in the case of those which are
corporate persons, where acting by their directors, servants, employees or
agents) (whether acting alone or in combination with any other individual or
entity) shall not (whether acting alone, or in combination with any other
individual or entity):

a)           Hold themselves out as directors of the Issuer or as
having any authority to act on the Issuer's behalf.

3.           They shall pay the Issuer's costs, assessed on the
indemnity basis in the sum of £79,171.40.

 

vii.  In summary, the attempts by the above individuals and entities to
appoint themselves as directors of the Issuer, hold board meetings, and alter
the shareholdings have been declared by the court as invalid, and they have
been ordered to pay substantial legal costs to the Issuer as a result of their
activities.

 

viii. Despite these court orders, Noteholders should bear the above in mind
before engaging in any trading of Notes or taking any other investment
decision in relation to the Notes, when reviewing notices or other
communications purporting to come from or on behalf of the Issuer. If you are
in any doubt you should contact Mark Filer, below.

 

ix.   The Issuer will provide such further notice to Noteholders in relation
to the above as it considers necessary.

 

If you have any questions or require any clarification about this notice,
please contact the Issuer. This notice is given by the Issuer.

The Issuer

 

Great Hall Mortgages No. 1 PLC

8(th) Floor

100 Bishopsgate

London

EC2N 4AG

 

Email: corpservices@lawdeb.com

Attention: The Directors

Dated: 20 May 2022

 

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