Hundreds of people, who
invested in a solar panel project, have got back money back after a four year
battle
The 900 people who
invested £7.5 million and looked to have lost all, are now being compensated
by the Financial Services Compensation Scheme (up to the scheme’s maximum £50K
limit) as the result of the collective action of a small group of investors.
All looked gloomy, when
investors in Secured Energy Bonds (SEB) came together on a warm April day in
2015 for the creditors meeting called by administrators Grant Thornton.
It had all looked so
different 18 months before, when investors flocked to invest in a seemingly
ethical project to put solar panels on selected UK businesses and schools
across the country with a decent rate of return of 6.5% over three years.
As with all investments,
there were stated risks. The banks were not lending much at the time and the
project initiators were seeking to raise the funds from retail investors.
However, investors’ concerns were satisfied by the actions and undertakings of
Financial Conduct Authority (FCA) regulated firm Independent Portfolio Managers
(IPM).
IPM approved the
financial promotion of the mini-bond which, in the investors’ eyes, gave
legitimacy to the mini-bonds. IPM also took on the additional roles of
Corporate Director and Security Trustee, ostensibly for the purpose of
protecting bondholders’ interests.
Despite any reservations
there might have been, this mini-bond seemed pretty safe, just so long as all
involved did what it said on the tin (i.e. fulfilled the promises made in the
Invitation Document) and the sun continued to shine! The solar panels
were to be fitted to commercial buildings and schools so that, even if some
problems arose, those assets would be in place to claim against.
All went along smoothly
for the first year, the quarterly interest payments being made as expected.
The first sign of trouble was in January 2015 when the fourth interest payment
was not honoured. The problems arose when a large amount of the £7.5m
raised, intended to fund the solar panel installations, was siphoned off by the
Australian parent company, CBD Energy, for other purposes. Unknown to SEB
investors, CBD Energy had been placed into administration towards the end of 2014.
The creditors’ meeting
was the first opportunity to meet any of the other investors who had similarly
put their money into SEB in good faith. There was a lot of anger and a
decided lack of optimism. A few of us met afterwards, agreed to stay in
touch and established an email contact list so that investors could be kept
informed about what was going on. It was this group that rapidly became
the SEB Investors’ Action Group (SEB-IAG).
There was media coverage
and contact was
made with MPs to highlight our plight. Investors were directed by the
Financial Conduct Authority (FCA) to contact IPM in the first instance, then if
their response was not satisfactory to go to the Financial Ombudsman Service
(FOS). A number of investors took this route.
In September 2015, it
was doubly irritating to learn that, on their website, IPM were boasting about
their “high quality investment analysis and research on UK and offshore
collective investment schemes” and their “expertise in the solar park
industry”. They were also boasting that they’d “launched the first
successful secured mini-bond in the UK”.
In 2014, IPM took on a
similar role in approving the financial promotion of other mini-bonds such as
Providence Bonds plc and Providence Bonds II plc, which also subsequently went
into administration in September 2016.
The initial response of
the FOS to investor complaints was favourable, indicating that they were minded
to look at the investors’ case against IPM. However, with a change of
adjudicator, this then changed – in January 2016 the FOS adopted the opposite
viewpoint.
The SEB IAG highlighted
the FOS’ reversal of opinion to more MPs, made representations to the Treasury
Select Committee and to the FCA. Legal firm, FS Legal, had already been
appointed by the SEB-IAG to represent those investors who needed support in
handling their claims with the FOS.
However, it was at this
point their brief had to change as it was evident that the negative opinion on
‘jurisdiction’ would need to be overturned to enable investors to have their
claims considered by the FOS. A barrister’s opinion was obtained – this
was instrumental in getting the FOS to change its position.
In January 2017, after
deliberating over matters for more than a year, the FOS indicated they’d
changed their position and, in April of the same year, issued a decision on a
“sample case” which found that there was a customer relationship between
investors and IPM – this meant that the FOS could look at the complaints.
It wasn’t until June
2018 that another “sample case” investor received a Final Decision from the
FOS, which ruled that IPM’s involvement was not only approving the promotion
documents as “fair clear and not misleading” to retail investors but
that it “had an ongoing role in the investment scheme” and was “central
to the security and quality assurance arrangements” of SEB. It also
ruled that the security that was put in place for the mini-bond was flawed, “leaving
the security secured, in effect, on nothing. This was a fundamental flaw and
one which IPM should reasonably have spotted.”
IPM were then ordered to
repay the “sample case” investor their capital sum plus compensation but failed
to do so. For this reason and for other failings, the FOS declared IPM
“in default” in the summer of 2018. Consequently, the complaints against
IPM were transferred to the Financial Services Compensation Scheme (FSCS) and
IPM has subsequently gone into liquidation. The SEB-IAG continued to
guide investors in dealing with the different elements of the new scheme.
The move from the FOS to
the FSCS inevitably meant more delay for investors but, in March this year, the
FSCS began paying out on SEB and Providence Bonds investors’ claims against
IPM. The FSCS deserves praise for the speed and professionalism with
which they were able to quickly assess the complex evidence that existed
against IPM in relation to their involvement in approving both the Secured
Energy Bonds and Providence Bonds. This evidence was assembled and
provided by the relevant legal representatives and Investor Action Groups for
each bond. The FSCS have ruled in favour of investors and have now set
out an award for all those involved - although less than originally set by the
FOS, it represents a huge victory nonetheless.
Investor and key member of
SEB-IAG, Fiona Pitkeathy said: “The collective actions
of a few people on that April day and over the past four years have resulted in
success for all those who invested in SEB and Providence Bonds - a cause for
celebration as these investors thought they might never see their money again.
“However, as the SEB-IAG
intends to continue to campaign for regulatory reform for better protection of
retail investors, it is hoped that our actions will eventually result in
significant benefits to investors across the country.”
Baljit Ruprah, Legal Director and Solicitor at FS Legal Solicitors LLP
said: “We have worked very closely with the SEB-IAG throughout this matter and
they have been a pleasure to work with. We are of course delighted that so many
investors have been compensated and hope that they can move on from this dark
chapter in their investment lives as soon as possible. In my view, the FCA need
to work harder to ensure that all parties involved in the investment process
are regulated properly so that retail investors are offered full protection at
all times. Only then will consumers regain confidence in the industry,
thereby giving the industry a chance to thrive.”