Results of Annual General Meeting - 31/3/2022
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Annual General Meeting Proxy Form - 9/3/2022
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Notice of Annual General Meeting - 9/3/2022
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Maiden full year results for the twelve months ended 31/12/2021
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Annual Report and Accounts for the year ended 31/12/2021
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Maiden Interim results for the six months ended 30/6/2021
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Shareholder information

Name

Development Bank of Wales
Robert Keith
Canaccord Genuity
Alderley Park Ventures
Spreadex Ltd
Patronus Partners
Walker Crips
Alden AS

Number of shares held

11,870,021
6,000,000
6,000,000
4,527,741
1,351,522
2,694,512
2,545,000
2,000,000

Number of Shares which could be acquired under financial instruments or similar


4,679,123


2,814,899


Percentage of issued share capital

18.0%
16.2%
9.1%
6.8%
6.3%
4.1%
3.8%
3.0%

Share fraud warning

Share fraud may include scams in which investors are contacted unexpectedly and offered shares that often turn out to be worthless or non-existent, or an inflated price for shares they own. These calls come from fraudsters who are mostly based abroad and they can be very persistent and extremely persuasive.

The Financial Conduct Authority (FCA) reported that the average amount lost by investors is around £20,000 each year.

It is not just the novice investor that is at risk; many of the victims had been successfully investing for several years. Shareholders are advised to be very wary of any unsolicited advice, offers to buy shares at a discount or offers of free company reports.

Helpful numbers:

FCA website: https://www.fca.org.uk/
FCA consumer helpline: 0800 111 6768
UK Action Fraud website: http://www.actionfraud.police.uk
UK Action Fraud helpline: 0300 123 2040

Shareholder Enquiries:

bivictrix@consilium-comms.com

Corporate governance

The Board of Directors recognises the value and importance of maintaining the highest standards of corporate governance. The Group has decided to adopt the Quoted Companies Alliance Code (the “QCA Code”), which has become a widely recognised benchmark for corporate governance of small and mid-sized companies, particularly AIM companies. The Board has endorsed this decision, and having carefully considered the requirements of the QCA Code, it considers that the Group has complied with the QCA Code during the year and where it hasn’t, has explained the reasons for this. The Board recognises that by strengthening the corporate governance framework, it will also support the overall strategy of BiVictriX. It is fundamental that we embed our values into all areas of BiVictriX operations. The Board is committed to implementing recommended corporate governance improvements to ensure that we attain high standards of corporate governance moving forward.

Please see here for our Statement of Compliance with the QCA Code.

Information last reviewed on 5th August 2021.

The Board

The Board is responsible for formulating, reviewing and approving the Group’s strategy, budgets and corporate actions, and is collectively responsible for the long-term success of the Group. Whilst day-to-day management of the Group is delegated to the senior management team, certain matters are specifically reserved for decision by the Board and documented in a written schedule which is reviewed annually. ‍

Roles & responsibilities

Please see here for the roles and responsibilities for the Chairman, CEO and each director.‍

Audit and risk committee

The Audit Committee’s role is to assist the Board with the discharge of its responsibilities in relation to internal and external financial reporting, audits and controls, including reviewing the Company’s annual and half-yearly financial statements, reviewing and monitoring the scope of the annual audit and the extent of the non-audit work undertaken by external auditors, advising on the appointment of external auditors and the tendering process and reviewing the effectiveness of the Company’s corporate governance, internal audit and controls, risk management, whistle-blowing and fraud-prevention systems.

The ultimate responsibility for reviewing and approving the Company’s annual report and accounts and its half-year reports remains with the Board. The Audit Committee will be chaired by Susan Lowther and its other members will be Drummond Paris and Robert Hawkins. The Board has satisfied itself that the audit and risk committee has recent and relevant financial experience and that the committee as a whole has competence relevant to the sector in which the Company operates. The Audit Committee will normally meet not less than three times in each financial year and at such other times as the chair of the committee requires. It will have unrestricted access to the Company’s auditors. As a matter of course, the Company’s Chairman and Chief Executive Officer will be invited to attend Audit Committee meetings.

Remuneration and nominations committee

The Company considers that, at this stage of its development, and given the current size of its Board, it is not necessary to establish a nominations committee. This position will be reviewed on a regular basis by the Board.

A Remuneration Committee was established on 1 December 2022 and will normally meet not less than three times in each financial year and at such other times as the chair of the committee requires. Remuneration Committee meetings are chaired by Drummond Paris as Senior Independent Director. They are attended by all non-Executive directors. The Chief Executive Officer is invited to attend to discuss staff remuneration, option packages and bonus schemes, but does not participate in discussions about Executive Director remuneration.

Information last reviewed on 1 December 2022.

Aim rule 26

The following information is disclosed in accordance with Rule 26 of the AIM Rules.

These requirements were last reviewed and updated by the company on 19 January 2022.

Description of the business

BiVictriX Therapeutics was formed in 2016 and is a rapidly emerging biotechnology company based in the UK.

The company focuses on the development of next generation cancer therapies. Read more

Incorporation and registered office

BiVictriX Therapeutics Plc is incorporated in England & Wales with registered number 13470690 and registered address of Mereside, Alderley Park, Alderley Edge, Macclesfield, Cheshire, UK SK10 4TG.

BiVixtriX’s main country of operation is the UK.

Directors

Iain Ross (Non-Executive Chairman)
Tiffany Thorn (CEO)
Drummond Paris (Senior Independent Non-Executive Director)
Robert Hawkins (Independent Non-Executive Director)
Susan Lowther (Independent Non-Executive Director)
Dr. Michael Kauffman (Independent Non-Executive Director)

View directors biographies

Advisors

Advisor and Joint Broker
SP Angel Corporate Finance LLP
Prince Frederick House
35-39 Maddox Street
London
W1S 2PP

Joint broker
Panmure Gordon & Co
One New Change
London
EC4M 9AF

Auditor
Crowe
55 Ludgate Hill
London EC4M 7JW

Financial communications advisor
Consilium Strategic Communications
85 Gresham Street
London EC2V 7NQ

Legal advisor
Slater Heelis Limited
86 Deansgate Manchester
M3 2ER

Registrar
Share Registrars Limited
The Courtyard
17 West Street
Farnham
Surrey GU9 7DR

Documents

Articles of Association – View here

Admission Document – View here

Company Announcements – View here

Company Presentations – View here

Financial Reports – View here

Takeover code

The Company is subject to the UK City Code on Takeovers and Mergers.

Corporate governance

The Board seeks to follow best practice in corporate governance appropriate with the size and regulatory framework that applies to AIM companies. The Board reviews and applies the principles and provisions of the 2018 Quoted Company Alliance Corporate Governance Code (“Code”) where it is appropriate to do so to support the governance framework.

View more information on corporate governance here‍

Securities information

BiVictriX is listed solely on the AIM market of the London Stock Exchange. The Company is not listed on any other Exchanges or Trading Platforms.

There are no restrictions on the transfer of securities.

Shares and significant shareholders

Total Number of Shares in Issue: 66,115,201 ordinary shares of 1 pence each.

Shares Not in Public Hands: 21.3%.

Shareholders with 3% or more of the total issued share capital:

Name

Development Bank of Wales
Robert Keith
Canaccord Genuity
Alderley Park Ventures
Spreadex Ltd
Patronus Partners
Walker Crips
Alden AS

Number of shares held

11,870,021
6,000,000
6,000,000
4,527,741
1,351,522
2,694,512
2,545,000
2,000,000

Number of Shares which could be acquired under financial instruments or similar


4,679,123


2,814,899


Percentage of issued share capital

18.0%
16.2%
9.1%
6.8%
6.3%
4.1%
3.8%
3.0%

Directors Shareholdings as per table below:

Name

Iain Ross
Tiffany Thorn
Robert Hawkins
Susan Lowther
Drummond Paris

Number of shares

300,000
1,632,500
225,000
72,727
75,000

Percentage of share capital

0.3%
2.4%
0.3%
0.1%
0.1%