Esomo - Secure your financial future.

The first due diligence pack is sent to the investors for a decision subject to due diligence as to whether or not they would like to invest in a particular project or projects.

If they wish to invest in principle

A contract will be sent to the investor. This contract does not commit the investor to investing

The investors will provide contact details and inform the management of the fund whether they wish to:

• Invest through a company
• Invest with other shareholders
• Invest along with the fund management principal
• Invest by themselves
• Invest via a nominee

The investors will provide any KYC required in the country the investment is in with the authority for it to be passed on any professional entity we are outsourcing to such as a bank or a solicitor

The fund managers will then provide other due diligence provided by other property professionals and the lender.

The fund managers will set up a Limited company worth £1.00 with 1,000 ordinary voting shares and no other share type. At this point the shares will all be in the relevant PJ entities name.

The fund managers will arrange for the local countries legal arrangements to be name, such as enlisting on companies  house and a web site

The fund managers will set up a shared drive for complete transparency, all information relating to the project and any and all communication between the fund managers and associates will be logged. All investors will automatically be alerted if anything has been added, deleted or changed within the drive.

Once the client has invested 

1. The pre-formed SPV will have its shareholding changed  with the investor or the investors as the only shareholders. The percentage of the shares held will be in direct proportion to the total investment. For example if £100,000 is invested into the fund and a single investor or corporate entity invests £10,000 they will receive  10% of the shares
2. Each investor has the right to be a Director.
3. Each investor has the right to choose a nominee Director rather than become a Director themselves
4. Each shareholder has the right to choose a nominee shareholder
5. Those Directors with the authority will sign a contract with the relevant entity of the PJ Group. In the North of England it would be Esomo Ltd and in Croatia, Goldstone and so forth.
6. This contract have to signed and for the the avoidance of doubt it will include the following:

(i) A representative of the PJN Group will be the MD. The MD will be responsible to the shareholders and must gain the shareholders permission before any contract is signed for purchase, sale or building works. Once the investor has agreed to invest in the project they may vote against a decision but the majority shareholder vote will be carry the day

(ii) If the shareholders believe that the MD is not acting in their best interests or are incompetent they have the right to remove them

(ii) The contract will confirm the fee even though it is a profit related fee is as follows

• All returns are measured in terms of a “cash on cash” return
• All funds will be kept in the fund for maximised investment for a term of 12 months. The term starts from the day the client money is invested in the first asset. If we are buying multiple assets not all the funds will be spent on the same day
• Only the profit from each investment will be returned the investment will remain in the fund for onward investment
• Both the profit and the initial investment can only be returned to the bank account from which it was sent

           (iii) Even if the MD is replaced the profit share between the SPV and the PJN Group

entity will remain in place

1. The MD of the entity will pass on the details of all the advisers of the company so that the shareholders can have direct contact. These will include but not restricted to

• Company Accountant
• Company Solicitor
• Lender
• Broker
• Builder
• Architect
• Project Manager

1. Each shareholder will  be sent a pdf of the company bank account weekly. Furthermore all Directors will have “view only” rights to the bank account
2. All investors/shareholders will have access to “view only” a folder with all the relevant information. Thai will include but not be restricted to

• Bank Statements
• Legal contracts and searches
• Building Contracts
• Gannt Chart of progress
• All invoices paid
• Surveys

1. Each shareholder will be sent a weekly update report
2. Ideally client funds should be sent to the SPV’s Solicitors client account. This may not always be possible if the investor is a non UK resident or does not want to be named as a shareholder. In this case a segregated client account will be set up for the SPV to hold client money and will be held for no more than 24 hours before it is sent to the solicitors client account. Our team of experienced advisers will work with you to create a personalised investment strategy that aligns with your goals and risk tolerance.

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