Aim Rule 26 & Investors
The following information is disclosed in accordance with Rule 26 of the AIM Rules for Companies. This website page was last updated on 25 September 2026.
Description of the business
Trafalgar Minerals Plc is a holding company. It disposed of its trading subsidiaries on 6 May 2026, and has no trading activities at present.
Please follow this link for the names of Directors and brief biographical details on each.
Please follow this link for a description of the Directors’ responsibilities and details of any committees of the board of directors and their responsibilities.
Please follow this link for details of the corporate governance code that the company applies.
Trafalgar Minerals Plc (previously Trafalgar Property Group Plc) was incorporated in England and Wales. The Group’s main country of operation is England.
Follow this link to access the Company’s constitutional documents.
The company’s shares are only traded on the London Stock Exchange’s AIM market at present.
The company’s shares are only traded on the London Stock Exchange’s AIM market at present.
Please follow this link for details of the number of securities in issue, the number of securities held as treasury shares and, insofar as the Company is aware, the percentage of securities that is not in public hands together with the identity and percentage holdings of and significant shareholders and directors’ shareholdings.
Please follow this link to access the Group’s latest accounts.
Company announcements
Please follow this link to access all notifications made in the last 12 months.
Please follow this link to access the Company’s Admission document.
Please follow this link for details of the Company’s Nominated Adviser and other key advisers.
The remuneration committee will review the performance of the executive Directors and make recommendations to the Board on matters relating to their remuneration and terms of employment. It will also make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any share option scheme or equity incentive scheme in operation from time to time.
The remuneration committee will meet as and when necessary to assess the suitability of candidates proposed for appointment by the Board. In exercising this role, the Directors shall have regard to the recommendations put forward in the QCA Code.
The Board of the Group recognise the value of good corporate governance and implemented corporate governance procedures during the previous year and continued to use these during the financial year to 31 March 2026. These procedures are appropriate for the present size of the entity having given due regard to the Corporate Governance Code for Small and Mid-Size Quoted Companies issued by the Quoted Companies Alliance (“QCA”).
The Company has decided to apply the QCA Corporate Governance Code (“QCA Code”) issued by the QCA in 2023. Details of how the Company complies with the QCA Code can be found below.
The Board has considered the Streamlined Energy and Carbon Reporting requirements and concludes that the Company has not consumed more than 40,000 kWh of energy and therefore currently qualifies as a low energy user and is exempt from reporting under these regulations.
Principle
How Trafalgar Minerals complies
1. Establish a purpose, strategy and business model which promote long-term value
Trafalgar’s strategy is to build a focused portfolio across mineral supply chains where long-term market fundamentals are supported by asset quality, sound economics and a credible pathway to development. The Company’s current mineral focus is on critical battery minerals.
2. Promote a corporate culture that is based on ethical values
3. Seek to understand and meet shareholder needs and expectations.
The Board consists of four Directors (2025: four) of which 1 is executive and 3 are non-executive. No current directors hold shares in the Group.
Led by the Chairman, the Board meets as and when required and is satisfied that it is provided with information in an appropriate form and quality to enable it to discharge its duties. All Directors are required to retire by rotation with one quarter of the Board seeking re-election each year.
7. Maintain appropriate governance structures and ensure that, individually and collectively, the directors have the necessary up-to-date experience, skills and capabilities.
The Board has adopted the QCA Code as a guide by which to measure its corporate governance procedures and regularly reviews all aspects of its corporate governance policies and procedures.
The Chairman is responsible for overseeing and running the business of the Board. The Company has regular Board meetings and the Directors also maintain an open dialogue.
The Board considers that, as a whole, it has the necessary mix of experience, skills, personal qualities and capabilities to deliver on the Company’s strategy for the benefit of shareholders over the medium to long-term.
8. Evaluate board performance based on clear and relevant objectives, seeking continuous improvement.
The Directors meet sufficiently frequently for an assessment of their performance and their committees (and any improvements considered appropriate) to be made by the Chairman on an informal and continuing basis and at least annually, evaluating directors’ contributions and added value against their individual skills and specialities.
9. Establish a remuneration policy which is supportive of long-term value creation and the company’s purpose, strategy and culture.
Shareholder notices and information on general meetings are available via regulatory information service and can be viewed here.
Director and other shareholdings (over 3%)
ROI Capital Holdings International Corp
Shares in issue:
1. The Group affords its bankers and other lenders a strong level of asset and income cover and maintains good relationships with a range of funding sources from which it is able to secure finance on favourable terms.
2. Direct costs, including construction costs are outsourced on a fixed price contract basis, thereby passing on to the contractor all risk of development cost overspend including from increased material, labour or other costs.
3. Most other professional services are also outsourced, thus providing a known fixed cost before any project is taken forward, and avoiding the risk that can arise in employing in-house professionals of a high unproductive overhead at times when activity is slack.
4. Land buying decisions are taken at Board level, after careful research by the Directors personally, who have substantial experience of the house building industry, potential construction issues, and the local market.
5. The Group focuses on a niche sector of new homes developments in the range of 4 to 20 units, within which range competition from land buyers is relatively weak, as this size is unattractive to major National and Regional house builders who require a larger scale to justify their administration and overheads, whilst being too many units for the jobbing builder to finance or undertake as a project. Many competitors who also focus on this niche have yet to recapitalise and are unable to raise finance.
6. Many of the activities are outsourced and each of the Directors is fully aware of the activities of all members.
7. The Group has a rigorous corporate governance policy appropriate for a publicly quoted company with ambitions substantially to raise its profile within the wider investor community.
These risk management policies were approved by the Board prior to the acquisition of a 94.32% interest in the Group by ROI Capital Holdings International Corp and the disposal of the Group’s trading subsidiaries.
Nominated Adviser:
Spark Advisory Partners Limited
5 St John’s Lane, London, EC1M 4BH
+44 (0)20 3368 3550
Corporate Broker:
AlbR Capital Limited
3rd Floor, 80 Cheapside, London EC2V 6EE
+44 (0)20 7469 0930
Auditors:
MHA
2 London Wall Place, Barbican, London EC2Y 5AU
+44 (0)20 7429 4100
Solicitors to the Company:
HCR Legal LLP
Floor 20 South, 51 Lime Street, London EC3M 7DQ
+44 (0)20 7489 6320
Registrars:
Neville Registrars Ltd
Neville House, Steelpark Road, Halesowen, West Midlands, B62 8HD
+44 (0)121 585 1131 info@nevilleregistrars.co.uk
Principal Bankers:
Lloyds Bank Commercial
39 Threadneedle Street, London, EC2R 8AU
Circular to shareholders with notice of general meeting
Consent letter from SPARK Advisory Partners referred to in paragraph 15.1 of this Part IV
Existing Articles as at the Latest Practicable Date
Proposed new Articles to be adopted subject to the Articles Amendment Resolution passing
Existing bye-
Unaudited consolidated financial statements of the Company for the half year ended 30 September 2025
D21 –
E1 –
E2 –
G4(a) Irrevocable Undertaking: RIO Capital
G4(b) Irrevocable Undertaking: RIO Capital
G4(c) Irrevocable Undertaking: RIO Capital
G4(d) Irrevocable Undertaking: RIO Capital
G4(e) Irrevocable Undertaking: RIO Capital
G16 Convertible Loan Note Instrument –