we have trust in you martin rogers, page-3

Until Macrae12 pointed this out (see Post: 4087310) I didn't realise that Mr Rogers was a director of the infamous REW. After Friday's ASX announcement this just gets better and better.

If macrae12 is also correct that Mr Rogers is also separately accruing fees for secretarial and promotional services this company has more related party transactions than a greek wedding!

I hope PRR is more successful in vetting the potential overseas investors than REW was with its IPO investors.

For all of you that would not want to believe that Rogers was intimately involved with the REW IPO capital raising read his bio on page 29 of the prospectus..."a director of the company acting in a corporate advisory role"

IMO, the bells are ringing

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In chilly times chiefs make sure of rewards
Full Disclosure / Mark Hawthorne

August 19, 2008

YOU have to dip your lid to any company trying to get a float across the line in the present market. Subprime exposure, monoline insurers, collateralised debt obligations and margin calls - there is any number of jargonised reasons for investors to get cold feet.
But few have had a case of the jitters like investors in The Rewards Factory, which specialises in loyalty programs and direct marketing.

The Rewards Factory initial public offering was for 20 million shares at 20¢ each. In the end it raised $3.15 million from the IPO after investors subscribed for 15.76 million shares - enough to get the deal over the line, and give the company a little over $3 million of cash at bank.

Not too bad - as long as all of those investors actually cough up for their shares. Which has not been the case.
Indeed, the company went into voluntary suspension from trading last week, when it revealed it had not received payment for 14.26 million shares. That's more than 90% of the shares it issued under the IPO, which makes The Rewards Factory one of the year's more spectacular listing failures.

"The company is at present owed $2,852,000 in respect of the relevant shares," wrote company secretary Colin McKeown in a statement to the ASX.

Full Disclosure reckons investors may have finally ploughed through the company's 74-page prospectus, and read the rather remarkable clause numbered 8.4.6 that is tucked away on page 63.

It refers to directors' remuneration, and states that "if Mr Twomey's, Mr Lau's, Mr Sherman's or Mr Langdon's employment is terminated for any reason by the company prior to November 30, 2010, including for serious misconduct, fraud or dishonesty, the company must pay out the remaining term of the employment agreement".
That is hardly going to instil confidence in the board - indeed, should any of them turn out to be a crook before the end of the decade, they are entitled to a "minimum payment of 12 months' base salary".