Accounts and 2024 Notice of AGM

[richard@imutual]

Notice is hereby given that the Annual General Meeting of imutual Limited will be held on 31st March 2024 7pm via Zoom at https://www.imutual.co.uk/webcast

The business to be conducted at the meeting will be to review the accounts for the year to 30 June 2023 and to vote on resolutions, including the re-election of the director. Note that I am the only director standing for re-election.

There is an additional resolution this year which reads as follows:

To recommend that the Director(s) close the company in an orderly manner, with any surplus funds distributed amongst qualifying shareholders

The company is solvent, with a healthy bank balance. Additionally, cashback balances (which represent the overwhelming proportion of company creditors) are explicitly protected by a Directors Guarantee.

However, the company continues to trade at a loss due to declining revenues. There may come a time in the near future where there are no funds to pay staff to operate the site.

I stated at last year's AGM that I would step down from running the site at some point and see if a buyer for the company could be found. No such buyer has been found and I believe it is in the best interests of members and shareholders to close the company.

If the resolution is passed, I will take immediate steps to minimise outgoings and conduct a smooth closure of the company. Note that this process will take several months. If there are funds available after paying creditors, these will be distributed to current shareholders in proportion to their shareholdings. I can't put a figure on that at this stage, but I doubt it is likely to be a significant sum.

I propose to transfer the operation of the site to imutual Worldwide Limited so that the site can keep running for the time being, and so that outstanding cashback and queries can be handled in an orderly manner. It is still possible that a suitable person / company might takeover the site in the coming months, but it seems best to assume that this will not be the case.

It's obviously a sad moment for everyone involved in the imutual adventure, but I think we have to accept that there is little prospect of a dramatic change of fortunes. I hope you will all agree with me that taking early action to ensure that everyone's cashback balances are protected is the right thing to do, and I would urge you all to vote in favour of the resolutions.

As in previous years, the AGM will be conducted "virtually", and you are encouraged to submit your vote using this proxy form. You are welcome to participate in the webcast and ask any questions live to the Chairman i.e. me Although of course you can ask questions at any time using our forum

General guidance with regard to our AGMs can be found here

[Richard Frost]

Well I have voted. I am just letting you know though that I will probably not be attending any AGM. I see no point as going by previous experience there will only be a handful (or less) of people there. I will follow with interest the conversation here. If it proves to be lively and people are showing an interest then I may.

See the following post I made elsewhere.

Apologies that certain claims and queries have been neglected over the past few months. As I indicated last year, I feel that things have run to a natural conclusion and one of the AGM resolutions will give members the opportunity to vote for an orderly closure of the company, with any surplus assets being distributed to qualify shareholders.

If there is to be an orderly winding up, I am not sure what would be the criteria for any payout. There are likely to be many members who qualify and have not used the site for many years and are now uncontactable. Although a mailing to registered email addresses' in addition to an announcement here might wake them up.

On winding up will anything actually be payable or will any amount be so small (because of the amount of people due a payout) that it would not be worth bothering to distribute? (In which case it might be better to distribute it to a nominated charity.)

Is Richard owed any money?That would reduce any payouts. My guess is that there are many members with a balance of less than £5 that would also be due a payout in any winding up.

Presumably the amount over after the above has been dealt with and payable to shareholders will depend on the number of shares held. In which case there will be many people who have only a handful of shares. It may be prudent (not sure of the legality) to set an amount below which a payout would not be made.

Is there any prospect of keeping the forum running even if there is no cashback?

I benefitted a lot in the past from posts here and there are still often contributions that are valuable such as comparing notes on Microsoft Rewards tracking problems.

I like pabenny would like to see the forum continue. I accept though that this may not be possible as if the company is being wound up then there is in effect no website. I am also not sure how any fees would be paid for. ie: hosting, maintenance etc. Or even if Richard would be willing to still be involved given the current state of his involvement. If he is not willing, would there be anyone else willing to take over the hosting?

withdrawing the £5 minimum payment would be a good start

it may even encourage members to start using the site again

I am not convinced. Even if people started to use the site again. Is there anyone willing to run it? It would appear not at the moment. That is one of the reasons we are in the position we are in. There are many sites where the minimum payout is £25 There are a couple where it is as low as £2.50. Quidco has a £1 minimum. Top Cashback is 1p

[Richard Frost]

Richard, The above announcement says that you are using Zoom. Elsewhere it says Google meet and the date is showing differently?

imutual AGM webcast
The imutual AGM takes place at 7.30pm on Thursday 13th April, using Google Meet.


Join The Meeting

The accounts are also incorrect as they say on Page 4

IMUTUAL LIMITED
Directors' Report Period Ended 30 June 2022

Given that this is likely to be an important moment in the life of imutual can I ask that all shareholders are sent an individual email informing them of this AGM and the resolutions.

[Kelantan]

Fixed, thanks

I'll endeavour to answer your other questions in due course

[pabenny]

The company lost £16k in the year to June 2023 and based on those financial statements the mean average payment to each member would be about £3.

But we're now 9 months on; if we're to vote on winding up, we should have at least some indication of the current position, please.

(edited to correct typo)

[blythburgh]

A sad day but not a surprising one. Maybe we could restart the forum on Reddit. Not a member there so no idea if this would be possible. I will miss the Microsoft posts here. I will miss the political stuff here even if I do not always agree with the post they make me think. I will miss my online friends, mostly do not know your real names, age, living arrangements etc but then again I had no need to know to consider them an online friend.

[pabenny]

Given that this is likely to be an important moment in the life of imutual can I ask that all shareholders are sent an individual email informing them of this AGM and the resolutions.

+1

Although the Articles (the rules of the Company) do permit notification via the website, this is too important to just nofity via the forum. I suggest it should also appear on the home page.

[borderjoe]

I'm not here as often as in the past due to life - (particularly for earning), but had been planning to get back into the swing particularly for the Forum and the useful information I've gained over the years.

[vikpaw]

Ooh you bugger. I might have known the two “Extended” status earnings from 2019 would never get resolved!

Seriously though, it’s a shame it’s come to this, but respect for announcing it publicly and planning a smooth closure.

Do the shares have any notional value when awarded to us? I’m wondering if this can be seen as a Capital Gains loss. I may be way off the mark and talking rubbish, just thinking it could be quite useful for some if timed tactically.

Perhaps we could move to another forum like MSE??? At least it’s managed and on topic. Heck, see if Martin wants to buy us out for fractions on the pound.

[Bruce]

This was going to be inevitable after the accounts of the last few years and understandable lack of investment in the company.

@Richard: would you be able to verify my change of address so I'm able to cast my vote?