Small Talk: Investors voice fears over Russian governance

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The Independent Online

Small Talk hears expressions of concern, for instance, about Ukrproduct, the Ukrainian dairies group which floated in February. One of its three non-executives, Paul Williams, quit less than four months after flotation, officially to pursue other business interests, but also because of a boardroom dispute over governance standards.

The Ukrainian executive directors have just taken pay rises of 15 to 20 per cent on the salaries that were published in the prospectus in January. The recent annual report promised to introduce share-based incentives for the directors, but made no mention of any imminent salary increases.

Meanwhile, the company switched auditors from Baker Tilly, which conducted the float, to IGK Ukraine, a local firm. IGK has been mandated to act "jointly or severally, at the discretion of the directors", with the international firm BDO Stoy Hayward. It is believed to have been this switch that lay behind the resignation of Mr Williams, who had been head of the audit committee.

The company says Ukrproduct needed auditors with a physical presence in Kiev. And people close to the company dismiss the import of Mr Williams' resignation. One source said: "There was no single factor in Paul's decision to go, and the board's decision to let him go. It just didn't work out for all parties." And on the executive pay rises: "They are still only being paid Ukrainian salaries. For presentational purposes it would have been better to have sorted it out earlier, but everybody concluded that they were being under-remunerated."

API eyes US expansion

API, the packaging business that rebuffed a takeover approach this year, is making progress in its plan to unlock the value of its New Jersey manufacturing site. The company hopes to move out of the factory, get the land rezoned for new building, and pocket up to $50m (£29m) from its sale. The area has declined as a manufacturing centre and is now in demand as the universe that is New York City spreads ever outwards.

So API has been drawing up a three-year plan to build a factory elsewhere - although it rather hopes to find one suitable inside any US acquisition it does - and is in talks with the local authorities about rezoning.

Text firm to float

Imagine you could send an e-mail that could be received by friends or colleagues as a text message on their mobile, as a fax, or as a spoken voicemail on their landline.

Messaging International, an Israeli company that plans to float on AIM by the end of the month, has developed the technology to allow just such a thing, claiming it can synchronise voice, text, fax and instant messages. It is raising £1.5m through a placing of 30 million shares, giving it a planned market capitalisation of £5.8m. The cash will be used to market the technology to internet-service providers and big companies in the US, where it has most of its business.

Bid talk circles Mano

Rumours are that Mano River Resources, which has exploration activities in Sierra Leone, Liberia and Guinea, will split into a gold business and a diamonds business, with Petra Diamonds tipped as an imminent bidder for the latter. Small Talk hears that Mano River Diamonds will pursue talks with BHP Billiton about a joint venture with the mining giant in Liberia before it succumbs to Petra, to tryto boost its value.

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