- Strategy
- Innovation
- Expertise
The following information is disclosed further to Rule 26 of the AIM Rules:
Description of Business
Randall & Quilter Investment Holdings Ltd. is a diverse insurance group, headquartered in Bermuda and with extensive operations in the US and Europe. The Group is a leading provider of finality solutions for run-off portfolios and global program capacity for MGAs and their reinsurers, and provides core services of legacy acquisitions and program management.
Directors and Their Biographical Details
Click here to view a list of directors and their biographical information.
Board Responsibilities
The Board of Directors comprises 3 non-executive directors and 3 executive directors. The Board has delegated certain authorities to Committees, each with a formal terms of reference.
Click here for further information on the Company’s committees.
There is a schedule of matters reserved for board approval. Click here for the details.
Country of Incorporation and Main Country of Origin
Randall & Quilter Investment Holdings Ltd. is incorporated in Bermuda. Operations are predominantly located in Bermuda, the US, Malta and the UK.
Statement on Shareholders Rights
As a Bermuda incorporated company, the rights of shareholders may be different from the rights of shareholders in a UK incorporated company.
Constitutional Documents
Click here to view the Company’s Bye-Laws.
Trading Platform
The Company is listed on the Alternative Investment Market (AIM) 100 Index of the London Stock Exchange.
The Company’s $70,00,000 Senior Unsecured Guaranteed Floating rate Notes due 2028 were admitted to trading on the Global Exchange Market of Euronext Dublin on 27 March 2019.
Issued Share Capital
Total shares in issue: 201,096,092 2p Ordinary Shares as at last close.
Total voting shares in issue: 201,096,092 2p Ordinary Shares as at last close.
| Shareholder Name (* – Executive/Director) | Amount | % Holding |
|---|---|---|
| Phoenix Asset Management Partners Limited | 38,933,721 | 19.36 |
| Premier Miton Group plc | 21,480,224 | 10.68 |
| Brickell Insurance Holdings LLC | 18,943,031 | 9.42 |
| J O Hambro Capital Management Ltd | 18,275,811 | 9.09 |
| Invesco Ltd. | 17,057,345 | 8.48 |
| Aberdeen Standard Investments | 17,008,886 | 8.46 |
| Randall Family | 13,043,439 | 6.49 |
| CQS (UK) LLP | 12,215,708 | 6.07 |
| Kenneth Edward Randall*# | 11,428,186 | 5.68 |
# Holding included in the ‘Randall Family’ holding.
| Name | Amount | % Holding |
|---|---|---|
| Kenneth Edward Randall | 11,428,186 | 5.68 |
| William Spiegel** | 5,178,524 | 2.58 |
| Alan Kevin Quilter | 2,992,088 | 1.49 |
| Mark Randall | 1,318,594 | 0.66 |
| Todd Campbell | 171,278 | 0.09 |
| Pamela Sellers-Hoelsken | 70,000 | 0.03 |
| Jennie Rimmer | 25,565 | 0.01 |
| Steve Petch | 14,396 | 0.01 |
| Gregg Jarvis | 7,850 | 0.01 |
| George Clarke | 7,339 | 0.01 |
| Sangeeta Johnson | 5,000 | 0.01 |
| Other family holdings | 551,086 | 0.27 |
** Restricted ordinary shares which will be held in escrow until, subject to certain conditions, they vest on 10 January 2023
| Amount | % Holding | |
|---|---|---|
| Total | 80,314,171 | 39.93 |
| Amount | % Holding | |
|---|---|---|
| Total | 0 | 0.00 |
Information correct as at 16 January 2020
| Date | Company | Download |
|---|---|---|
| 20/12/2019 | Premier Miton Group plc | Click here |
| 20/11/2019 | Premier Miton Group plc | Click here |
| 03/05/2019 | Kenneth Randall | Click here |
| 06/03/2019 | Brickell Insurance Holdings LLC | Click here |
| 05/03/2019 | Kenneth Randall | Click here |
| 05/03/2019 | Alan Quilter | Click here |
| 27/09/2018 | Standard Life Aberdeen plc | Click here |
| 31/10/2017 | Miton Asset Management/The Diverse Income Trust plc | Click here |
| 30/10/2017 | Kenneth Randall | Click here |
| 30/10/2017 | Phoenix Asset Management Partners Limited | Click here |
| 29/06/2017 | Invesco Ltd. | Click here |
| 29/06/2017 | Numis Corporation plc | Click here |
| 29/06/2017 | Kenneth Randall | Click here |
| 29/06/2017 | Alan Quilter | Click here |
| 28/03/2017 | Phoenix Asset Management Partners Limited | Click here |
| 28/03/2017 | Phoenix Asset Management Partners Limited | Click here |
| 28/03/2017 | Kenneth Randall | Click here |
Restrictions on Transfer
The rights attaching to the Ordinary Shares are set out in the Company’s Bye-Laws.
Annual Accounts
Click here to view the annual accounts for the Company.
Notifications
Click here to view the Company’s announcements.
Admission Document
The Company’s shares were admitted to AIM on 5 July 2013.
Click here to view the admission document.
Corporate Governance Code
The Company has adopted the Quoted Companies Alliance Code for Small & Mid-sized Quoted Companies 2018.
Click here to view the statement setting out how we are complying with the 10 principles.
Takeover Code
As a Bermuda domiciled entity, the Company is not subject to the City Code on Takeovers and Mergers. There is no equivalent in Bermuda. Relevant provisions are, however, contained in the Bermuda Companies Act 1981 and the Company’s Bye-Laws.
Adviser Contacts
Nominated Advisor and Joint Broker
Numis Securities Limited
The London Stock Exchange Building
10 Paternoster Square
London
EC4M 7LT
Joint Broker
Shore Capital Stockbrokers Limited
Cassini House
57-58 St. James’s Street
London
SW1A 1LD
and
Corn Exchange
Fenwick Street
Liverpool
L2 7RB
Auditors and Reporting Accountants
PKF Littlejohn LLP
1 Westferry Circus
Canary Wharf
London
E14 4HD
Principal Bankers
The Royal Bank of Scotland
280 Bishopsgate
London
EC2M 4RB
Registrar
Computershare Investor Services (Bermuda) Limited
5 Reid Street
Hamilton HM11
Bermuda