Aim Rule 26
                           Last updated: 14 November 2017
                           The following information is being provided for the purpose of AIM Rule 26.
Aim Rule 26
Description of the business
Directors' names, biographies, responsibilities and committees
Country of incorporation and main country of operation
Details of NOMAD and key company advisers
Public documents including Admissions documents & Memorandum & Articles of Association
Most recent annual report and accounts
Interim reports published since the last annual report
Securities Information
Investor Holdings Contact Details
Company Announcements
Description of Business
Description of Business
BOS GLOBAL Holdings Limited (BGL)
BGL’s objective is to invest in the development and ownership of its IP in the BOS Products. The board of directors of BGL believe that this represents an optimal means of generating income and increasing asset values. BGL’s management has identified three core outcomes as criteria for product investment:

1.    identification of a large-scale market opportunity, as established through due diligence and market understanding;
2.    equal or whole ownership of the IP; and
3.    identification of qualified partners to support and distribute its products through its ‘Special Purpose’ licensing program.

BGL has developed an operating model which employs outsourcing to minimise the operating and capital expenditure of the business enabling it to be run on a low cost basis whilst ensuring that IP can be developed, protected and effectively commercialised by BGL.

The BGL business model aims to retain key strategic and high value activities whilst outsourcing low value activities. This model is intended to enable BGL to maintain a low employment headcount even once significant growth in the business has been delivered. BGL will seek to retain control of strategic decision making, such as decisions regarding the development of and specifications for new products, controlling the software methodologies used in product development and identifying and targeting key potential customers.


BGL’s core operations are based in Eastern Australia. The Directors and senior management team are predominantly based in Sydney. Program delivery and finance functions are provided by BGL executives in Melbourne and certain operational support is based in Brisbane. The BGL management team will consider relocating to London shortly after the completion of the Acquisition in order to enable them to better leverage their international client relationships, whilst retaining the Eastern Australia based operations for product design, support and Asia Pacific product sales.


For BOS-360 'Work Patterns', software strategy and architecture decision making is controlled by BGL and managed by BOS employees located in Sydney, Australia, London, United Kingdom and in the Silicon Valley, United States. BGL undertakes select outsourcing of non-core development activities with business partners located in Melbourne, Australia, and Chennai, India.


The Directors intend and believe that the BOS Products will be sold via a variety of channels: direct sales via the internet, direct sales to large corporate clients and organisations, and sales via resellers to smaller corporate clients.


The initial route to market is via the internet, with Kronologica and Meetingly available for purchase online to subscribers. Subscribers to Kronologica can purchase licenses on a per person basis that include up to five devices per person. Subscribers to Meetingly can purchase a bundle of meetings, with reduced cost incentives for bulk purchasing. In both cases an enterprise licence can be entered into for larger organisations (as outlined in paragraph 6.3.2 below).


BGL has identified a number of target customers with greater than 250 full time employees (medium & enterprise clients). The Directors and the Proposed Directors believe that these clients are likely to require a more comprehensive consultation and on-boarding process from which BGL will generate additional revenues according to the scope of the individual client specifications.

The Directors intend and believe that resellers of the BOS Products will be technology companies, professional services organisations, accountants and other software vendors seeking to augment their existing product offering. The scale of a reseller can range from professional services (e.g. medium to large business consulting practices), technology products and services organisations (e.g. medium to large integrators) and non-competitive software vendors looking to augment their offering to their clients. Under the reseller channel, the Directors and the Proposed Directors believe that subscribers for the BOS-360 product will be gathered from the resellers’ existing client base with the reseller providing their own product marketing and customer support. A corporate marketing and referral system will be provided by BGL which the Directors and the Proposed Directors believe will generate additional service revenues. The Directors intend and believe that product revenue will flow to BGL and commissions will be paid to the reseller. BGL will also be the licensee of its products to enable a white labelling solution for multinationals and for its ‘Special Purpose’ license partners.


BGL invests in patent and copyright protection of its IP. BGL’s longer term strategy is to enter into special purpose license agreements with global enterprises that invest in products with equally large multi-national client bases. In such circumstances, BGL may elect to license its IP in return for royalty fee income over a five to fifteen year horizon. Under a license agreement, it is intended that the licensee of BGL’s software would be responsible for the development, commercialization and support services for the end product.


Product support is currently provided by Redgum Ventures and BGL staff. BGL is intending to assess alternative offshore low-cost support providers in order to meet its international business growth requirements. Other clients will be supported by online help or through proposed resellers of the BOS Product.

Board of Directors
Board of Directors
Michael Travia
Executive Director, BOS GLOBAL Holdings Limited
Age: 51

Michael Travia is the founder and Group Executive Director of BGL. Michael holds several private company directorships related to the BGL Group, including three sales and investment joint venture operations. He is the chief architect of BGL`s company strategy, IP acquisition, commercialisation and global distribution. Prior to founding BGL, Michael held sales and operational roles for Unisys, Alcatel, IBM and National Australia Bank.

Current Responsibilities: Managing Director

Marcus Yeoman
Non Executive Director, BOS GLOBAL Holdings Limited
Age: 54

Based in London, Marcus Yeoman is a non-executive director of reach4entertainment Enterprises plc and a non-executive director of GoTech Group plc. He is a non-executive director of a number of private companies which have engaged him principally to assist them with their growth strategies. His early career started with the formation of three companies in IT infrastructure and distribution, after which he moved into small company broking and corporate work with Rathbone Stockbrokers Limited and Cheviot Capital (Nominees) Limited. In 2003, Marcus established Springtime Consultants Ltd and has been acting as a consultant or non-executive director to a number of listed companies and SME ventures.


Will Giles
Non Executive Director, BOS GLOBAL Holdings Limited
Age: 55
Will Giles is a solicitor based in Hong Kong with 30 years’ experience in commercial law. He is presently a partner in the firm Hart Giles. Previously he was a partner in the firms Horvath & Giles and Hampton Winter & Glynn in Hong Kong. Will was admitted as a solicitor in England & Wales in 1987 where he worked for Berwin Leighton in the City of London before his move to Hong Kong and admission in 1990. He is a specialist in large-scale commercial litigation, insolvency work and regulatory investigations. He has acted in numerous cases in the High Court and Court of Appeal concerning civil fraud, white-collar crime, financial services, employment, commercial contracts and shareholder disputes. Will has also acted as liquidator of more than 70 companies.

Mike Wilczynski
Non Executive Director, BOS GLOBAL Holdings Limited
Age: 32
Michael Wilczynski is a chartered accountant based in Adelaide, Australia, with commercial and financial experience, specialising in end to end enterprise-resource planning (“ERP”) and the automation of business processes, particularly innovative technologies that help to reduce double handling whilst improving clarity within a business. Michael is a founding director and partner in Accodex Partners, a multi-faceted cloud solutions specialist and advisory and accounting business offering services across taxation, accounting, business advisory, practice management and business development. Prior to founding Accodex, Michael commenced his career at William Buck, where he assisted hundreds of clients with their businesses within the areas of Business Advisory, taxation services and audit & assurance before moving to Osmoflo, a global desalination and wastewater treatment company, as their Finance and Systems Accountant. While working at Osmoflo, Mike also founded and became the managing partner of National Accounts, an accounting firm that offers personalised accounting for small to medium enterprises. During this time, Mike was heavily involved with the Startup Adelaide programme, where he volunteered to assist with the development of the programme’s strategy as well as being appointed its Independent Auditor.
Country of Incorporation and Main Operations

Country of Incorporation
NOMAD & Key Company Advisers Details
NOMAD & Key Company Advisers Details
Nominated Adviser and Broker
To Be Advised

Solicitors to the Company
Corrs Chambers Westgarth
Level 17, 8 Chifley
8-12 Chifley Square
Sydney NSW 2000
Orrick, Herrington & Sutcliffe (UK) LLP
107 Cheapside
London, EC2V 6DN
United Kingdom

Bartier Perry

Level 10 77 Castlereagh Street
Sydney NSW 2000
Crowe Horwath
Level 17
181 William Street
Melbourne Victoria 3000
Reporting Accountants
Crowe Clark Whitehill
St Bride's House, 10 Salisbury Square
London EC4Y 8EH
United Kingdom
Last Updated: 14 November 2017
Significant Shareholdings
Number of Ordinary Shares
Percentage of total number of issued ordinary shares
Innovation Corporation Limited
DJ Family Group ATFT DJ Family Trust
Graeme Edgar Hopgood
Will Giles
Scorus Capital Innovations Pty Ltd and Scorus Capital Pty Ltd 
National Accounts Pty Ltd
Shares In Issue
Warrants/Options Granted
Exercise Price
Expiry Date
20 pence
30 September 2018
150 pence
04 December 2018
957 pence
14 October 2018
1,197 pence
21 October 2019
 823 pence
06 January 2020
 718 pence
05 June 2020
10.4 pence
26 August 2021
Shares Not In Public Hands
Shares Held In Treasury
Rights of Shareholders
Note: The rights of shareholders may be different from the rights of shareholders in a UK incorporated company.
Details Of Restrictions On Transfer
Investor Holdings Contact Details
Investor Holding Contact Details
For current BOS GLOBAL Holdings investors wishing to update their details, or requiring information about their shareholding, please refer to the following contact details:
For Shareholders on the Australian Registry
Computershare Investor Services Pty Limited

Level 11, 172 St Georges Terrace
Perth WA 6000
Within Australia Tel: 1300 850 505

Outside Australia Tel: +61 3 9415 4000

E-Mail: [email protected]
For Shareholders on the Alternative Investment Market of the London Stock Exchange
For shares held on the Alternative Investment Market of the London Stock Exchange, online services to manage your holding are not available through Computershare. Shareholders need to contact their CREST Participant to make any changes to their holding.

However, if you still wish to get in touch with Computershare in the UK, please use the following details.

Computershare Investor Services PLC
The Pavilions
Bridgwater Road
BS99 6ZZ

Within UK Tel:  0370 702 0000
Outside UK Tel:  +44 370 702 0000
BOS GLOBAL Holdings Limited
Registered Office:
Suite 3, Level 3, 1292 Hay Street
West Perth WA 6005, Australia
Correspondence: PO Box 77, East Brunswick VIC 3057 Australia
Sydney Office: Level 20, Tower 2 Darling Park 201 Sussex Street
Sydney NSW 2000 Australia

Phone: +61 1300 881 344