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AMBER ENERGY HOLDINGS LIMITED (UK company #17348426) engages in the activities of head offices. This Sign up to read more
| Allotment | Filed | Share Class | Round Size | Round Type |
|---|---|---|---|---|
2026-09-10 | No new moneyShare swap £827k |
| Shareholder | Share class | Shares | Holding |
|---|---|---|---|
| CHRISTOPHER THOMPSON | ORDINARY | 1 | 100.0% |
Accounts not filed
A share class is a category of shares carrying its own rights over voting, dividends and what happens to the money if the company is sold or wound up. UK companies typically issue Ordinary shares to founders and employees, then create a new Preferred class at each funding round, giving investors priority on proceeds ahead of the Ordinary holders. AMBER ENERGY HOLDINGS LIMITED has 7 distinct classes on file at Companies House; the rights attached to each are reproduced below as filed.
THE RIGHTS ATTACHING TO THE ORDINARY SHARES ARE SET OUT AS FOLLOWS. CAPITALISED TERMS HAVE THE SAME MEANING AS SET OUT IN THE COMPANY’S ARTICLES OF ASSOCIATION ADOPTED BY SPECIAL RESOLUTION ON 9 SEPTEMBER 2026. VOTING RIGHTS – ON A SHOW OF HANDS, EACH HOLDER OF ORDINARY SHARES SHALL HAVE ONE VOTE. ON A POLL EACH HOLDER OF ORDINARY SHARES SHALL HAVE ONE VOTE PER ORDINARY SHARE HELD. NO VOTING RIGHTS MAY BE EXERCISED IN RESPECT OF ANY ORDINARY SHARE THAT IS NIL PAID OR PARTLY PAID UNLESS ALL AMOUNTS PAYABLE TO THE COMPANY IN RESPECT OF THAT SHARE HAVE BEEN PAID. DIVIDENDS RIGHTS - THE HOLDERS OF ORDINARY SHARES ARE ENTITLED TO PARTICIPATE IN DIVIDENDS FROM THE BALANCE OF AVAILABLE PROFITS REMAINING AFTER PAYMENT OF ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES, SUCH BALANCE BEING DISTRIBUTED AMONG THE HOLDERS OF EQUITY SHARES (INCLUDING ORDINARY SHARES) PARI PASSU PRO RATA TO THE NUMBER OF ORDINARY SHARES HELD OR DEEMED TO BE HELD. HOLDERS OF NIL PAID OR PARTLY PAID ORDINARY SHARES ARE ONLY ENTITLED TO A PROPORTIONATE DIVIDEND REFLECTING THE AMOUNT PAID UP ON THEIR SHARES. DISTRIBUTION RIGHTS - ON A WINDING UP OR OTHER RETURN OF CAPITAL, THE SURPLUS ASSETS REMAINING AFTER PAYMENT OF THE COMPANY'S LIABILITIES ARE APPLIED IN THE FOLLOWING ORDER OF PRIORITY. FIRST, ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES. SECONDLY THROUGH EIGHTHLY, THE APPLICABLE LIQUIDATION PREFERENCE AMOUNTS TO THE HOLDERS OF SERIES E PREFERENCE SHARES, SERIES D PREFERENCE SHARES, SERIES C PREFERENCE SHARES, SERIES B PREFERENCE SHARES, SERIES A PREFERENCE SHARES, SEED PREFERENCE SHARES AND PRE-SEED PREFERENCE SHARES RESPECTIVELY (EACH RECEIVING THE GREATER OF THEIR ISSUE PRICE PLUS ARREARS OR THEIR AS-CONVERTED VALUE). THEREAFTER, THE BALANCE IS DISTRIBUTED AMONG THE HOLDERS OF ORDINARY SHARES PRO RATA TO THE NUMBER OF ORDINARY SHARES HELD. REDEMPTION RIGHTS – THE ORDINARY SHARES CARRY NO RIGHTS OF REDEMPTION.
THE RIGHTS ATTACHING TO THE PRE-SEED PREFERENCE SHARES ARE SET OUT AS FOLLOWS. CAPITALISED TERMS HAVE THE SAME MEANING AS SET OUT IN THE COMPANY’S ARTICLES OF ASSOCIATION ADOPTED BY SPECIAL RESOLUTION ON 9 SEPTEMBER 2026. VOTING RIGHTS - ON A SHOW OF HANDS, EACH HOLDER OF PRE- SEED PREFERENCE SHARES SHALL HAVE ONE VOTE. ON A POLL EACH HOLDER OF PRE- SEED PREFERENCE SHARES SHALL HAVE SUCH NUMBER OF VOTES AS EQUALS THE PRE-SEED CONVERSION ENTITLEMENT APPLICABLE TO EACH PRE-SEED PREFERENCE SHARE HELD IMMEDIATELY PRIOR TO THE VOTE. NO VOTING RIGHTS ATTACHED TO A PRE-SEED PREFERENCE SHARE WHICH IS NIL OR PARTLY PAID MAY BE EXERCISED UNLESS ALL AMOUNTS PAYABLE TO THE COMPANY IN RESPECT OF THAT SHARE HAVE BEEN PAID. DIVIDENDS RIGHTS - THE HOLDERS OF PRE-SEED PREFERENCE SHARES ARE ENTITLED TO PARTICIPATE IN DIVIDENDS FROM THE BALANCE OF AVAILABLE PROFITS REMAINING AFTER PAYMENT OF ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES, SUCH BALANCE BEING DISTRIBUTED AMONG THE HOLDERS OF EQUITY SHARES (INCLUDING THE HOLDERS OF PRE-SEED PREFERENCE SHARES) PARI PASSU AS IF THE PRE-SEED PREFERENCE SHARES HAD BEEN CONVERTED INTO ORDINARY SHARES IMMEDIATELY PRIOR TO THE DISTRIBUTION AT THE THEN APPLICABLE PRE-SEED CONVERSION ENTITLEMENT, WITH THE DISTRIBUTION MADE PRO RATA TO THE
THE RIGHTS ATTACHING TO THE SEED PREFERENCE SHARES ARE SET OUT AS FOLLOWS. CAPITALISED TERMS HAVE THE SAME MEANING AS SET OUT IN THE COMPANY’S ARTICLES OF ASSOCIATION ADOPTED BY SPECIAL RESOLUTION ON 9 SEPTEMBER 2026. VOTING RIGHTS – ON A SHOW OF HANDS, EACH HOLDER OF SEED PREFERENCE SHARES SHALL HAVE ONE VOTE. ON A POLL EACH HOLDER OF SEED PREFERENCE SHARES SHALL HAVE SUCH NUMBER OF VOTES AS EQUALS THE SEED CONVERSION ENTITLEMENT APPLICABLE TO EACH SEED PREFERENCE SHARE HELD IMMEDIATELY PRIOR TO THE VOTE. NO VOTING RIGHTS ATTACHED TO A SEED PREFERENCE SHARE WHICH IS NIL OR PARTLY PAID MAY BE EXERCISED UNLESS ALL AMOUNTS PAYABLE TO THE COMPANY IN RESPECT OF THAT SHARE HAVE BEEN PAID. DIVIDENDS RIGHTS – THE HOLDERS OF SEED PREFERENCE SHARES ARE ENTITLED TO PARTICIPATE IN DIVIDENDS FROM THE BALANCE OF AVAILABLE PROFITS REMAINING AFTER PAYMENT OF ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES, SUCH BALANCE BEING DISTRIBUTED AMONG THE HOLDERS OF EQUITY SHARES (INCLUDING THE HOLDERS OF SEED PREFERENCE SHARES) PARI PASSU AS IF THE SEED PREFERENCE SHARES HAD BEEN CONVERTED INTO ORDINARY SHARES IMMEDIATELY PRIOR TO THE DISTRIBUTION AT THE THEN APPLICABLE SEED CONVERSION ENTITLEMENT, WITH THE DISTRIBUTION MADE PRO RATA TO THE NUMBER OF ORDINARY SHARES DEEMED TO BE HELD BY EACH HOLDER ON THAT AS- CONVERTED BASIS. HOLDERS OF NIL PAID OR PARTLY PAID SEED PREFERENCE SHARES ARE ONLY ENTITLED TO A PROPORTIONATE DIVIDEND REFLECTING THE AMOUNT PAID UP ON THEIR SHARES. DISTRIBUTION RIGHTS - ON A WINDING UP OR OTHER RETURN OF CAPITAL, THE SURPLUS ASSETS REMAINING AFTER PAYMENT OF THE COMPANY'S LIABILITIES ARE APPLIED IN THE FOLLOWING ORDER OF PRIORITY. FIRST, ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES. SECONDLY, THROUGH SIXTHLY, THE APPLICABLE LIQUIDATION PREFERENCE AMOUNTS TO THE HOLDERS OF SERIES E PREFERENCE SHARES, SERIES D PREFERENCE SHARES, SERIES C PREFERENCE SHARES, SERIES B PREFERENCE SHARES AND SERIES A PREFERENCE SHARES RESPECTIVELY (EACH RECEIVING THE GREATER OF THEIR ISSUE PRICE PLUS ARREARS OR THEIR
THE RIGHTS ATTACHING TO THE SERIES A PREFERENCE SHARES ARE SET OUT AS FOLLOWS. CAPITALISED TERMS HAVE THE SAME MEANING AS SET OUT IN THE COMPANY’S ARTICLES OF ASSOCIATION ADOPTED BY SPECIAL RESOLUTION ON 9 SEPTEMBER 2026. VOTING RIGHTS – ON A SHOW OF HANDS, EACH HOLDER OF SERIES A PREFERENCE SHARES SHALL HAVE ONE VOTE. ON A POLL EACH HOLDER OF SERIES A PREFERENCE SHARES SHALL HAVE SUCH NUMBER OF VOTES AS EQUALS THE SERIES A CONVERSION ENTITLEMENT APPLICABLE TO EACH SERIES A PREFERENCE SHARE HELD IMMEDIATELY PRIOR TO THE VOTE. NO VOTING RIGHTS ATTACHED TO A SERIES A PREFERENCE SHARE WHICH IS NIL OR PARTLY PAID MAY BE EXERCISED UNLESS ALL AMOUNTS PAYABLE TO THE COMPANY IN RESPECT OF THAT SHARE HAVE BEEN PAID. DIVIDENDS RIGHTS - THE HOLDERS OF SERIES A PREFERENCE SHARES ARE ENTITLED TO PARTICIPATE IN DIVIDENDS FROM THE BALANCE OF AVAILABLE PROFITS REMAINING AFTER PAYMENT OF ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES, SUCH BALANCE BEING DISTRIBUTED AMONG THE HOLDERS OF EQUITY SHARES (INCLUDING THE HOLDERS OF SERIES A PREFERENCE SHARES) PARI PASSU AS IF THE SERIES A PREFERENCE SHARES HAD BEEN CONVERTED INTO ORDINARY SHARES IMMEDIATELY PRIOR TO THE DISTRIBUTION AT THE THEN APPLICABLE SERIES A CONVERSION ENTITLEMENT, WITH THE DISTRIBUTION MADE PRO RATA TO THE NUMBER OF ORDINARY SHARES DEEMED TO BE HELD BY EACH HOLDER ON THAT AS-CONVERTED BASIS. HOLDERS OF NIL PAID OR PARTLY PAID SERIES A PREFERENCE SHARES ARE ONLY ENTITLED TO A PROPORTIONATE DIVIDEND REFLECTING THE AMOUNT PAID UP ON THEIR SHARES. DISTRIBUTION RIGHTS - ON A WINDING UP OR OTHER RETURN OF CAPITAL, THE SURPLUS ASSETS REMAINING AFTER PAYMENT OF THE COMPANY'S LIABILITIES ARE APPLIED IN THE FOLLOWING ORDER OF PRIORITY. FIRST, ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES. SECONDLY THROUGH FIFTHLY, THE APPLICABLE LIQUIDATION PREFERENCE AMOUNTS TO THE HOLDERS OF SERIES E PREFERENCE SHARES, SERIES D PREFERENCE SHARES, SERIES C PREFERENCE SHARES AND SERIES B PREFERENCE SHARES RESPECTIVELY (EACH RECEIVING THE GREATER OF THEIR ISSUE PRICE PLUS ARREARS OR THEIR AS-CONVERTED VALUE). SIXTHLY, EACH HOLDER OF SERIES A PREFERENCE SHARES RECEIVES THE SERIES A PREFERENCE AMOUNT, BEING THE GREATER OF: (A) THE SERIES A ISSUE PRICE PLUS ANY ARREARS
THE RIGHTS ATTACHING TO THE SERIES B PREFERENCE SHARES ARE SET OUT AS FOLLOWS. CAPITALISED TERMS HAVE THE SAME MEANING AS SET OUT IN THE COMPANY’S ARTICLES OF ASSOCIATION ADOPTED BY SPECIAL RESOLUTION ON 9 SEPTEMBER 2026. VOTING RIGHTS – ON A SHOW OF HANDS, EACH HOLDER OF SERIES B PREFERENCE SHARES SHALL HAVE ONE VOTE. ON A POLL EACH HOLDER OF SERIES B PREFERENCE SHARES SHALL HAVE SUCH NUMBER OF VOTES AS EQUALS THE SERIES B CONVERSION ENTITLEMENT APPLICABLE TO EACH SERIES B PREFERENCE SHARE HELD IMMEDIATELY PRIOR TO THE VOTE. NO VOTING RIGHTS ATTACHED TO A SERIES B PREFERENCE SHARE WHICH IS NIL OR PARTLY PAID MAY BE EXERCISED UNLESS ALL AMOUNTS PAYABLE TO THE COMPANY IN RESPECT OF THAT SHARE HAVE BEEN PAID. DIVIDENDS RIGHTS – THE HOLDERS OF SERIES B PREFERENCE SHARES ARE ENTITLED TO PARTICIPATE IN DIVIDENDS FROM THE BALANCE OF AVAILABLE PROFITS REMAINING AFTER PAYMENT OF ONE PENNY IN AGGREGATE TO THE HOLDERS OF DEFERRED SHARES, SUCH BALANCE BEING DISTRIBUTED AMONG THE HOLDERS OF EQUITY SHARES (INCLUDING THE HOLDERS OF SERIES B PREFERENCE SHARES) PARI PASSU AS IF THE SERIES B PREFERENCE SHARES HAD BEEN CONVERTED INTO ORDINARY SHARES IMMEDIATELY PRIOR TO THE DISTRIBUTION AT THE THEN APPLICABLE SERIES B CONVERSION ENTITLEMENT, WITH THE DISTRIBUTION MADE PRO RATA TO THE NUMBER OF ORDINARY SHARES DEEMED TO BE HELD BY EACH HOLDER ON THAT AS-CONVERTED BASIS. HOLDERS OF NIL PAID OR PARTLY PAID SERIES B PREFERENCE SHARES ARE
THE RIGHTS ATTACHING TO THE SERIES C PREFERENCE SHARES ARE SET OUT AS FOLLOWS. CAPITALISED TERMS HAVE THE SAME MEANING AS SET OUT IN THE COMPANY’S ARTICLES OF ASSOCIATION ADOPTED BY SPECIAL RESOLUTION ON 9 SEPTEMBER 2026. VOTING RIGHTS – ON A SHOW OF HANDS, EACH HOLDER OF SERIES C PREFERENCE SHARES SHALL HAVE ONE VOTE. ON A POLL EACH HOLDER OF SERIES C PREFERENCE SHARES SHALL HAVE SUCH NUMBER OF VOTES AS EQUALS THE SERIES C CONVERSION ENTITLEMENT APPLICABLE TO EACH SERIES C PREFERENCE SHARE HELD IMMEDIATELY PRIOR TO THE VOTE. NO VOTING RIGHTS ATTACHED TO A SERIES C PREFERENCE SHARE WHICH IS NIL OR PARTLY PAID MAY BE EXERCISED UNLESS ALL AMOUNTS PAYABLE TO THE COMPANY IN RESPECT OF THAT SHARE HAVE BEEN