1. Description of Business

ReGen Therapeutics Plc is developing treatments for the management of cognitive decline and other neurological disorders, rehabilitation after traumatic brain injury and building a sustainable healthcare business

The Company is developing the constituent peptides of the Colostrinin™ complex as a treatment for Alzheimer's disease and other neurological diseases and conditions. Colostrinin™ itself is now marketed as a nutraceutical for cognitive enhancement. The Company widened its scientific base in 2006 by acquiring Sciencom Limited, which has filed a patent application for a new use of an existing drug, zolpidem, which has been shown to improve the rehabilitation of stroke and brain injury victims.

A more thorough description of the Company’s business and its current activities can be found in the Corporate Profile section of this website.  

01 July 2010

2. Details of Directors

Biographical details for each Director can be found under the Directors & Management Team section.

01 July 2010

3. Board of Directors – Responsibilities

- Executives -

Percy Lomax - Chairman & Chief Executive, age 65
Mr Lomax has overall responsibility for all aspects of the Group’s business, particularly corporate strategy. He chairs the weekly Executive Directors meetings and Board meetings. In addition to these responsibilities he has managerial responsibility for shareholder and investor relations, the London Stock Exchange plc and AIM Rules compliance and general corporate governance.

Norman Lott - Finance Director & Company Secretary, age 54
Mr Lott is responsible for the overall control and management of the Company’s financial affairs. His management of the cash flow is crucial to a biotech company and he also has responsibility for Company Secretarial functions such as maintaining shareholder records in liaison with the Company’s Registrars.

Timothy Shilton - Development Director, age 53
Mr Shilton’s role has twin functions. Together with the Chief Scientific Officer he develops the Company’s scientific policy and through him the CSO is responsible to the Board. Mr Shilton’s development function is the management of all aspects of the Group’s development projects and the negotiation and management of licensing agreements with ReGen’s marketing collaborators.

Martin Small - New Projects Director, age 51
Mr Small is responsible to the Board for the management of the activities of the Group’s subsidiary companies.  He works closely with the Development Director on the expansion of the Colostrinin distributor network and is also involved in the initial development and management of any new projects and/or acquisitions made.

- Non-Executives -

Peter Garrod, Non-Executive Director, age 59

In addition, there are the following Board Committees:

Audit Committee

Peter Garrod, Non-Executive Director

The Audit Committee is responsible for ensuring that the overall financial management of the Group’s business is conducted in a manner appropriate to a publicly-owned company. It meets with the relevant partner and employee of the Company’s Accountants to review the Groups financial procedures and the publication of its financial statements.

Remuneration Committee

Peter Garrod, Chairman of the Committee

The Remuneration Committee is responsible for recommending the remuneration packages for each of the Executive Directors. No Director is involved in discussions on his own remuneration.

01 July 2010

4. Country of incorporation

ReGen Therapeutics Plc was incorporated in England and Wales on 11th February 1998 (registration no. 3508592). 

The registered office is at Suite 306, 73 Watling Street, London EC4M 9BJ, United Kingdom.

01 July 2010

5. Country of operation

The AIM Rules interpret “country of operation” as the geographical location from which the AIM company derives (or intends to derive) the largest proportion of its revenues or where the largest proportion of its assets are (or will be) located, as is most appropriate depending on the business of the company.

ReGen Therapeutics Plc's operating activities are carried out in the United Kingdom. The Company's strategic and scientific development programme is coordinated and controlled by the management team in London and its assets, in terms of its intellectual property, are owned and domiciled in the UK.

As a general policy, ReGen will seek partners to commercialise products developed through its research and development work in the major markets of the world, including the United States of America, the European Union, Japan and the Far East. Licensing agreements for the commercialisation of Colostrinin as a human nutraceutical have been signed with distributors in North America, Australasia, Cyprus, Greece, Turkey and the Balkans, Poland and the United Kingdom.

For the purpose of AIM Rule 26, we interpret that ReGen Therapeutics Plc's “country of operation” is the United Kingdom. The Company is based and is registered for tax purposes in England.

01 July 2010

6. Constitutional documents

At the ReGen Annual General Meeting, held in July 2009, the Company amended its Memorandum and Articles of Association, combining the original documents into a new Articles of Association, in line with recent changes to the Companies Act 2006.

The amended Articles of Association can be viewed here:-

7. Admission to Trading of ReGen securities

Whilst all of ReGen’s Ordinary Shares are currently traded on the AIM Market of the London Stock Exchange plc, the Company does have an American Depositary Receipt Programme in the USA, for which the Bank of New York Mellon acts as depositary bank.

Further information on this facility can be found on the ADR section of this website.

01 July 2010

8. AIM securities in issue

All of the Company’s securities are admitted to the AIM Market of the London Stock Exchange plc.

As at 21st July 2010 the Company has 70,113,215 Ordinary Shares in issue. The Company has no treasury shares.

So far as the Company has been made aware, the Significant Shareholders as at 20th July 2010 are:-

So far as the Company is aware 1.93% (1,356,059 ordinary shares) of the Company’s securities admitted to the AIM Market are not in public hands. Those shares not in public hands include those held by the Company’s directors and related parties, as defined by the AIM Rules for Companies.

There are no restrictions on the transfer of AIM securities.

Further information on the Company’s shares can be found in the Share Price Information section of this website.

21 July 2010

9. Financial Reports

The latest Report & Accounts (for the year to 31st December 2009) and the Interim Report (to 30th June 2009) can be found in the Financial Reports section of this website.

03 June 2010

10. AIM Notifications

Notifications made by ReGen Therapeutics Plc can be found in the Announcements section of this website.

30 July 2010

11. AIM Admission Document and circulars & publications sent to shareholders

ReGen Therapeutics Plc’s Ordinary Shares were admitted for trading on the AIM Market of The London Stock Exchange plc on 24th March 2000.

The AIM Admission Document (which comprised a prospectus issued by the Company at that time) can be viewed at the following link. Kindly note, however, that the business of ReGen Therapeutics Plc has changed significantly since 2000, so the detail and content of the Document should be taken strictly as “for general information only".

Circulars and publications sent to shareholders by ReGen Therapeutics Plc during the past twelve months can be found in the Announcements section of this website.

12. Key advisors

Details of the Company’s key advisors can be found in the Advisors and IR Contacts section of this website.

07 June 2010