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UK HostEurope want to sack boss

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( Host Europe PLC is one of the biggest UK hosts ) :


Investor Relations Bulletin


Dear Subscriber,

This is to inform you that the below announcement was issued earlier this
evening.

Kind regards,
Investor Relations.
___________________


Host Europe - Notice of EGM
RNS Number:4656K
Host Europe PLC
28 April 2003


Extraordinary General Meeting requisitioned for 16 May 2003


Recommendation of the Board (other than Abby Hardoon Adulayavichit ("Mr
Hardoon")) to vote AGAINST proposed resolutions

London, England: Host Europe plc ("Host Europe" or the "Company"), the web
hosting company, is today posting a circular to shareholders (the
"Circular") giving notice of an extraordinary general meeting ("EGM") to be
held on Friday 16 May 2003.

Mr Hardoon, Victor Gareh and Marcus James Paul Lauder (the
"Requisitionists"), who each have substantial shareholdings
in Host Europe, have requisitioned the EGM for the purpose of proposing
resolutions to remove from office the entire Board of directors, with the
exception of Mr Hardoon, and to replace it with a new team (the
"Resolutions"). The recommendation of the Board of Host Europe (except Mr
Hardoon) to shareholders is to vote AGAINST the Resolutions.

The Circular sets out reasons why the passing of the Resolutions would not
be in the best interests of the shareholders of Host Europe and would have a
disastrous impact on the Company, and why shareholders should vote AGAINST
the Resolutions. Some of these reasons are as follows:

* The Company's recent financial performance under the current Board has
been exceptional. The Company's recently published preliminary results for
the year ended 31 December 2002 show its turnover had grown by 44% and its
EBIDTA was up by 316% on the year ended 31 December 2001. Cash balances
exceeded £2,500,000 as at 31 December 2002 compared with less than
£1,000,000 as at 31 December 2001.

* The number of satisfied customers has increased under the current Board
and management structure.

* As Chief Executive Officer of Host Europe, Mr Hardoon (one of the
Requisitionists) has displayed a lack of leadership skills, consistently
poor management decision-making and improper behaviour at work. His lack of
contribution to Host Europe's turnover or profitability is an indication
that, in the Board's opinion, Mr Hardoon is significantly out of his depth
in his position.

* Of the other proposed new directors, Victor Gareh and Uwe Braun have
proven to be unsuccessful in their positions as employees of Host Europe and
are wholly unsuitable for their roles proposed by the Requisitionists. The
proposed non-executive directors, Garry Southern and Jonathan
Willis-Richards, are both directors of the financial advisers currently
retained by the Requisitionists, which, in the Board's opinion, compromises
their ability to act in the interests of those shareholders of the Company
not associated with the Requisitionists.

Commenting on the Resolutions, the Board (other than Mr Hardoon), has said:

'The Board considers the recent performance of the Company to have been very
strong in what has emerged to be a competitive market'.

'The quality of the Company's customer base continues to improve and we
believe that the Company has in place an excellent senior and middle
management team'.

'Performance for the first three months of this year has also been better
than expected, with strong sales growth from our dedicated servers range of
products and better than expected sign-ups for our shared hosting accounts.
We believe that under the current management this trend will continue'.

'We believe that the outlook for 2003 under the current management team,
which includes significant cost saving programmes and product enhancements,
is positive. The Company's brokers recently issued a broker note
forecasting profit before goodwill amortisation of in excess of £1,000,000
for 2003'.

'The Company has been considering dismissing Mr Hardoon for the last few
months on grounds which include the following:

- Lack of leadership skills combined with an ineffective management style
and a track record of consistently poor management decision-making;

- Inability to communicate effectively, including inarticulate written and
oral communication;

- Highly irregular attendance at work;

- Favourable remuneration and benefits given to the directors' secretary
(with whom Mr Hardoon has been having an extra-marital affair), which were
unilaterally implemented explicitly against the will of all other directors
and contrary to the provisions contained in the budget as approved and
signed off by the Board'.

'We believe that the sole reason behind the requisition is Mr Hardoon's fear
of losing his job as a result of what we consider to be his incompetence and
poor performance, and his inability to maintain a positive working
relationship with any of his fellow directors'

'We believe that if the Resolutions are passed, the consequences will
include a material loss in value of the Company's shares and loss of
customers, and it may result in the Company's bank requesting significant
additional cash security for potential credit card liabilities'.

'Your Board (other than Mr Hardoon) is of the opinion that the Resolutions
are NOT in the best interests of the Company and its shareholders as a whole
and REJECTS the Resolutions'.

The Company's nominated adviser, Altium Capital Limited ("Altium"),
considers that public awareness of the Resolutions will have a highly
detrimental effect on the Company and its business. By a letter dated 3
April 2003, Altium gave notice to the Company of its intention to terminate
its role as the Company's nominated adviser if a notice containing the
Resolutions was sent to the shareholders. Accordingly, with effect from
today, Altium has resigned as nominated adviser to the Company. In
accordance with Rule 32 of the Alternative Investment Market ("AIM"),
Altium's resignation means that trading in the Company's shares on AIM will
be suspended immediately.

The EGM will be held at the offices of Berwin Leighton Paisner at Adelaide
House, London Bridge, London EC4R 9HA at 11.00 a.m. on Friday 16 May 2003 as
set out in the Circular distributed to shareholders today. Copies of the
Circular are available from The Company Secretary, Host Europe, Host Europe
House, Kendal Avenue, London W3 0XA.

- ENDS -

Host Europe plc
E-mail: [email protected]

Maurice Benisty, Chairman
Stephen Halstead, Chief Financial Officer



--
Investor Relations
Host Europe PLC
 
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