Before completing the appropriate Application Form you should consider taking appropriate financial and other advice, particularly in relation to any aspect of the Share Offer Document which is not clear to you.
Your application
You cannot withdraw your application for shares after we receive your application form, BACS payment or cheque. The Directors do not have to accept your application for shares. They may decide not to issue shares to you or may allocate you fewer shares than you applied for. They do not have to give any reason for their decision. If the share offer is over-subscribed (i.e. the share offer attracts applicants for more than the amount needed to finance the two renewable energy projects of Community Energy Cumbria Ltd), shares will be allocated in order of receipt of application, with priority given to anyone living within Cumbria.
Once the full amount needed to finance Community Energy Cumbria Ltd has been raised, the Directors of Community Energy Cumbria Ltd will give notice of closure of the share offer via this website or CEC’s email newsletter updates, and any applications received after this time will be returned to applicants. Your application will be considered for approval at the first convenient Board of Directors meeting after the closing date for the offer and therefore you should not expect an immediate response. All applicants will be informed at the latest by 11th September 2015, following the planned close of the share offer on 1st September 2015.
Your payment
Shares are payable in full on application. The Directors will acknowledge receipt of your BACS payment / cheque and application form. They may cash your cheque as soon as it is received. CEC Ltd will hold your money on trust for you until the Directors have considered your application. The Directors will return your money to you (within 28 days of the Board of Directors meeting at which they consider your application) if they decide not to issue shares to you. If they decide to issue you with fewer shares than you applied for, they will return the balance to you (within 28 days of the Board of Directors meeting).
All monies subscribed will belong to Community Energy Cumbria Ltd (and the Directors will no longer hold it on trust for you) as soon as the Directors issue shares to you (to the extent that they take it as payment for shares). Community Energy Cumbria Ltd will not pay you interest on any money it returns to you.
Your promise to us
You promise that:
Your cheque will be honoured on presentation.
- You, as an individual, are at least 16 years of age.
- You have authority to sign the application form. If you are signing it for another person, you will provide the Directors with evidence of your authority to sign if they ask to see it.
- You will supply us with proof of your identity and address, if the Directors ask for it. We may need to do this to comply with the Money Laundering Regulations 2003. The Directors may have to hold back your shares until they see this.
- You are resident in the United Kingdom.
- You are not relying on any information or representation which is not included in this document.
Demutualisation
You may not benefit financially from your shares if Community Energy Cumbria Ltd converts, or transfers its business or is wound up. In this case, the only financial benefits you may receive from your shares are:
- The possibility of interest (at a low rate).
- The possibility of the return of the money you pay for your shares.
If the Society has any money left over after paying all its debts and liabilities and repaying the value of your shares, this money must be donated to other community projects with an asset lock serving social and environmental initiatives within Cumbria.
Miscellaneous
The laws of England apply to this document and any subscription made for shares in Community Energy Cumbria Ltd and the Courts of England and Wales have exclusive jurisdiction in relation to any disputes arising out of the same. You will be bound by the Rules of Community Energy Cumbria Ltd. (as may be amended from time to time) if the directors issue shares to you. The registered office of Community Energy Cumbria Ltd. is: Community Energy Cumbria Ltd, c/o CAfS, Eden Rural Foyer, Old London Rd, Penrith, Cumbria CA11 8ET.
OTHER THINGS WE NEED TO TELL YOU
The list of risks contained in this document is not necessarily comprehensive. Shares in the Society are not ‘investments’ for the purposes of the Financial Services and Markets Act 2000 (FSMA), therefore you do not have the level of protection that you might otherwise be offered by that Act or subsidiary regulations. In particular, this document does not need approval (and has not been reviewed, authorised or otherwise approved) by an “authorised person” under section 21 of FSMA or by any regulatory body.
As a community benefit society, Community Energy Cumbria Ltd is registered with, but not authorised or regulated by, the Financial Conduct Authority and therefore any money you pay for shares is not safeguarded by any depositor protection or dispute resolution scheme.
In particular, you will have no right of complaint to the Financial Ombudsman Service nor any access or entitlement to the Financial Services Compensation Scheme.
Community Energy Cumbria Ltd was established as an Industrial and Provident Society for the Benefit of the Community (and registered with the Financial Conduct Authority on 4th March 2015) (registered number 7084). We use governing documents provided by Cooperatives UK (www.uk.coop). Our governing document, the Rules of Community Energy Cumbria Ltd, is available to download here and explains member rights as well as the management and constitution of the Society. As with any investment, there is risk involved. Should Community Energy Cumbria get into financial difficulties:
- We may not be in a position to pay interest
- We may have to suspend your rights to withdraw shares
- You may lose all the money you pay for your shares
If Community Energy Cumbria Ltd is wound up, its assets will first be used to meet its liabilities; next to repay members for their shares; and finally any surplus remaining will be passed onto a charity, society or other body with similar objectives.
The Directors of Community Energy Cumbria Ltd have taken all reasonable steps to ensure that the facts stated in this document are clear, fair and not misleading in all material respects and that there are no other material facts, the omission of which would make misleading any statement in this document. To the extent permitted by relevant law and regulation, the Directors and Community Energy Cumbria Ltd expressly disclaim and exclude any and all liability based on this document and for any errors or omissions contained in it. No person has been authorised to give any information or make any representations other than those contained in this document and, if given or made, such information or representations must not be relied upon as having been so authorised.
All statements of opinion contained in this document, all views expressed and all projections, forecasts or statements relating to expectations regarding future events or the possible future performance of Community Energy Cumbria Ltd represent the assessment of the Directors based on information available to them as at the date of this document but are not to be read as guarantees or assurances that the particular events will in fact come about. Accordingly, no representation is made or warranty given as to the accuracy, completeness, achievability or reasonableness of any such projections, views, statements or forecasts.
Can you afford to be without the money you would pay for these shares? If not, please do not buy any shares.
Lakeland Fells. Photo by kind permission of Tony Stephenson
