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Rule-26-tearsheet_01092011

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					The Niche Group plc




This document is available from the company website at:
www.nichegroupplc.co.uk
In conjunction with the website, this document contains all of the information which is necessary to comply with the
requirements of Rule 26 of the AIM Rules for Companies – ‘Company information disclosure’.



Investing Policy
The Company’s Investing Policy is to acquire interests in early stage oil and gas businesses and related service
companies and assets based in Europe, the Middle East and Central Asia.

The proposed investments to be made by the Company may be either quoted or unquoted; made by direct
acquisition or through farm-ins; may be in companies, partnerships, joint ventures; or direct interests in oil and gas
projects. It is not intended to invest or trade in physical commodities except where such physical commodities form
part of a producing asset. The Company’s equity interest in a proposed investment may range from a minority
position to 100 per cent. ownership.

A particular consideration will be to identify investments which are, in the opinion of the Directors, under-
performing, undeveloped and/or undervalued, and where the Directors believe that their expertise and experience,
in conjunction with that of the investee company management, can be deployed to facilitate growth or unlock
inherent value. The Directors will conduct initial due diligence appraisals of potential projects and, where they
believe further investigation is warranted, intend to appoint appropriately qualified persons to assist. Investments in
early stage and exploration assets are expected to be mainly in the form of equity and related instruments, with
debt potentially being raised later to fund the development of such assets. Where the Company builds a portfolio of
related assets it is possible that there may be cross holdings between such assets.

It is likely that a substantial portion of the Company’s financial resources will be invested in a small number of
propositions or in just one investment which, depending on the circumstances, may be deemed to be a reverse
takeover under the AIM Rules. Any transaction constituting a reverse takeover under the AIM Rules will also
require Shareholder approval. The Directors have not, however, excluded the possibility of building a broad
portfolio of assets.

The Company intends to be an involved and active investor particularly with respect to funding and corporate
governance but also in closely monitoring the progress of business activities. Accordingly, where necessary, the
Company may seek participation in the management or board of directors of an entity in which the Company
invests with a view to improving the performance and use of its assets with the aim of achieving an upward re-
rating of the value of those assets.

Given the time frame the Directors believe is required to fully maximise the value of an exploration project or early
stage development assets, it is expected that the investment will be held for the medium to long term, although
short term disposal of assets cannot be ruled out in exceptional circumstances.

The Company intends to deliver shareholder returns principally through capital growth rather than capital
distribution via dividends, although it may become appropriate to distribute funds to Shareholders once the
investment portfolio matures and production revenues are established. In the first few years the Company will seek
to ensure that its investments move the value chain from exploration to development and production and to turn
around underperforming, undeveloped and/or undervalued assets. If successful, the increase in value should be
reflected by an increase in the Company’s share price.

Given the nature of the Company’s Investing Policy, the Company does not intend to make regular periodic
disclosures or calculations of net asset value.


COMPANY INFORMATION DISCLOSURE
The Niche Group plc

The Directors have many years experience in investing in early stage businesses between them. When suitable
opportunities have been identified, the Directors may appoint qualified consultants to provide advice to the
Directors or use their own expertise to carry out feasibility studies on the potential investments.


G O V E R N A N C E


Directors’ Names and Biographies
Nigel Little - Chairman
Nigel has a distinguished career as an investment banker spanning more than thirty-five years. Until 2009 Nigel
was Vice-Chairman of Canaccord Capital Corporation as well as Executive President of the investment bank's UK
and European operations - a position which he held for seven years. As a leading investment banker with expertise
in the natural resources sector, Nigel has significant experience in the oil and gas equities markets having been
involved with capital raises for a large number of UK and international oil and gas companies.

In his earlier career Nigel was, for a decade until 1988, Head of Equity Sales and a Partner of HSBC James Capel
prior to joining Morgan Stanley International as Head of Pan-European Equity Distribution and Trading. In 1990 he
joined NationsBank Panmure as Head of Sales and Trading, where he remained for nine years before joining
Nomura International as Head of Downstream Investment Banking.
Donal Boylan – Executive Director
Donal graduated as a Mechanical Engineer in 1985 beginning his career with General Electric Technical Services
Company Overseas as a Power Generation field engineer in the USA, UK, Latin America and the Middle East
including UAE and Oman. He then spent more than 20 years in the aerospace & defence sector with Aer Lingus,
GE Capital and Royal Bank of Scotland ( RBS ) where he initially held senior engineering positions and
subsequently, board level management and commercial roles in their aviation finance divisions. He has an
extensive network of Middle East and mainland China investment relationships as he founded business units and
spear-headed business development in these regions at RBS from 2004 to 2009. He is currently the COO of the
$2.3 billion aircraft lessor Hong Kong Aviation Capital, the co-founder of a mainland China private jet charter
business Red Diamond Aviation, as well as a serial strategic investor in developing private and AIM listed
companies.

Rakesh Patel, BA Econ, FCCA, CF – Chief Executive Officer
Rakesh joined Gerald Edelman, chartered accountants, in London in 1990 and qualified as a Chartered Certified
Accountant in 1991. In 1992, he formed the corporate finance division, dealing with acquisitions, disposals,
mergers, private placings and stock market flotations. Rakesh was involved in the acquisition of Ryman the
Stationer and left the firm in 1996 to become Group Financial Controller of Chancerealm Limited, a group
including Ryman Limited and Contessa Ladieswear Limited and was involved in the acquisition and integration of
Contessa Ladieswear Limited. Rakesh returned to Gerald Edelman as a partner in 1997 until leaving in March
2003 to join Adler Shine LLP, chartered accountants where he heads up the firm’s corporate finance division.
Adler Shine won the prestigious Accountancy Age ‘Medium Size Firm of the Year – 2005’. Rakesh has been
involved in more than 30 AIM transactions.

Chris Weafer – Non Executive Director

Chris has a distinguished 30 year career as a top-ranking strategist and investment analyst in the upstream oil and
gas industry. He is an expert in strategic analysis and asset selection.

Chris is currently Chief Strategist of UralSib Financial Corporation, one of Russia’s biggest independent financial
groups combining activities in investment, corporate and retail banking, insurance and asset management. Chris
was ranked the number one Russia markets strategist by the Thomson Extel-Interfax 2007 Survey. Prior to joining
UralSib, he held a similar position for five years with Russia’s Alfa Bank.

Earlier in his career Chris was head of equity research in South East Asia for NatWest Markets, based in Thailand,
for two years. Prior to this he was Senior Investment Manager for the Abu Dhabi Investment Authority, one of the
largest self-managed investment funds in the world. He held this position for seven years and was based in Abu


COMPANY INFORMATION DISCLOSURE
The Niche Group plc

Dhabi city. Chris began his career in the investment industry, specifically in emerging markets, with the Irish Life
Assurance Company in Dublin.

Board of Directors’ Responsibilities
The company is not obliged to adopt the Combined Code of Corporate Governance, but it has voluntarily adopted
all of its recommendations except for the following matters:
The board comprises of non-executive director and two executive directors. The board is of the opinion that the
size and structure of the company does not warrant the cost of appointing additional non-executive or executive
directors. There is an independent element on the Board.
The non-executive director does not have a fixed term contract and offer himself re-election by the shareholders at
least every two years
Committees’ Responsibilities
The board does not consider a separate remuneration committee to be economically justified. Since the whole
board takes responsibility for the appointment of and receiving reports from auditors, a separate committee is not
considered to be economically justified.



SHARE INFORMATION


Other exchanges or trading platforms where The Niche Group plc securities are admitted
or traded:
The Niche Group plc securities are not traded, or admitted to be traded, on any exchanges or trading platforms
other than AIM.


The number of securities in issue:
As at 25/08/2011, the number of share in issue was 491,764,603 ordinary shares


Percentage of AIM securities not in public hands:
As at 25/08/2011, the percentage of AIM securities not in public hands was


Identity and percentage holdings of significant shareholders:
As at 25/08/2011, the identity and percentage holdings of significant shareholders was:




Details of any restrictions on the transfer of AIM Securities:
There are no restrictions on the transfer of The Niche Group plc securities.




COMPANY INFORMATION DISCLOSURE
The Niche Group plc

CONTACTS & ADVISORS

Country of Incorporation:
England
Main Country of Operation:
England


Registered Address:
The Niche Group Plc
Aston House
Cornwall Avenue
London
N3 1LF
Registration Number: 04006413


Nominated Advisors:
Daniel Stewart & Company Plc
Becket House
36 Old Jewry
London EC2R
Nominated Brokers(Joint):
Daniel Stewart & Company Plc                  Canaccord Genuity Limited
Becket House                                  Cardinal Place
                                                                       TH
36 Old Jewry                                  80, Victoria Street, 7        Floor
London EC2R 8DD                               London SWIE SJL
Other Key Advisors:


Auditors – HW Fisher
Acre House
11-15 William Road
London
NW1 3ER


Financial P.R. – M: Communications (London) Limited
1 Ropemaker Street
34th Floor
London
EC2Y 9AW


COMPANY INFORMATION DISCLOSURE

				
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