• Mr. Tyrone Wilson, who currently serves as Chairman, President & CEO of Kintyre Holdings (JA) Limited, and Chairman of Visual Vibe, has formally assumed the additional role of Chief Executive Officer of Visual Vibe, a wholly owned subsidiary of the Company. 
• Ms. Jasmin Aslan has been appointed as Chief Business Officer (CBO) of Kintyre Holdings (JA) Limited, effective July 1, 2025.
• Mr. Andrew Wildish has resigned from his role as Chief Investment Officer of Kintyre Holdings (JA) Limited, effective June 30, 2025. The Company’s investment strategy will now be assumed by Chairman, President & CEO Tyrone Wilson, and will be supported by the Investment Committee of the Board, chaired by Mr. Nick Rowles-Davies.

When Mr. Tyrone Wilson, Chairman, President, and CEO of Kintyre Holdings (JA) Limited, stepped into the additional role of Chief Executive Officer at Visual Vibe—alongside his existing portfolio—industry observers took note. His move, following the resignation of Chief Investment Officer Andrew Wildish, now consolidates strategic, operational, and governance control under one leader across the two connected companies.

While some argue that this concentration of power streamlines decision-making, particularly in smaller or fast-moving firms, global governance standards paint a starkly different picture.

From the UK’s Cadbury Code to the OECD and US Dodd-Frank regulations, best practice guidelines consistently recommend separating the roles of Board Chair and CEO. The rationale is simple: independent oversight safeguards shareholders by ensuring that strategic decisions, executive compensation, and performance evaluations are objectively scrutinized. Harvard Law’s corporate governance research found that dual-role companies often pay more to their top executives and face elevated ESG and accounting risks, with lower long-term returns to shareholders.

In Mr. Wilson’s case, the risks are amplified by his assumption of the departed CIO’s investment strategy responsibilities. While an Investment Committee chaired by Mr. Nick Rowles-Davies will provide support, the absence of a dedicated CIO raises questions about execution bandwidth, focus, and strategic continuity.

His move, following the resignation of Chief Investment Officer Andrew Wildish, now consolidates strategic, operational, and governance control under one leader across the two connected companies.

Recent global examples demonstrate the potential fallout:

At Boeing, CEO Dennis Muilenburg’s dual role contributed to oversight failures during the 737 MAX crisis.

Starbucks faced shareholder pressure to separate Chair and CEO roles held by Kevin Johnson and later Laxman Narasimhan.

At Volkswagen, Oliver Blume’s simultaneous leadership of VW Group and Porsche raised warnings of strategic drift and governance conflict.

For shareholders, these scenarios underline a core truth: Checks and balances matter. Without an independent Chair to challenge decisions, or a standalone CEO focused solely on operational delivery, companies risk poor accountability, strategic blind spots, and diminished investor confidence.

Furthermore, frequent senior departures, as seen with Wildish’s exit, create instability, potentially eroding morale, institutional knowledge, and external credibility. For companies like Kintyre and Visual Vibe, operating in competitive markets requiring agile yet well-governed leadership, the tension between efficiency and accountability has never been more stark.

The path forward? Independent governance experts recommend immediate board-level evaluation of leadership structures to ensure robust oversight. Introducing a non-executive Chair, appointing dedicated executives for strategic verticals, and strengthening board committees are proven routes to balancing entrepreneurial dynamism with fiduciary responsibility.

At the heart of it all lies a question shareholders must ask: When one person wears too many hats, who holds them accountable?

Foot Notes

Governance Best Practices: CEO & Chair Separation

Independence & Oversight
– Combining CEO and Chair roles concentrates power in one person, weakening board oversight and independent challenge
– Governance codes worldwide (UK Cadbury, OECD, Dodd-Frank, etc.) recommend separate roles to avoid conflicts of interest and boost board independence

Costs & Performance
– Studies show companies with dual roles tend to pay more to the leader, exhibit higher ESG and accounting risks, and often deliver lower long‑term returns

Efficiency vs. Accountability
– Proponents argue unified leadership can streamline decision-making, especially in small, fast-moving or crisis settings
– Critics note that efficiency gains are outweighed by weakened accountability, less board challenge, and riskier executive decisions

Risks of Tyrone Wilson Holding Multiple Executive Roles

1. Conflict of Interest & Oversight Blind Spots
As CEO, President, and Board Chair of Kintyre, plus CEO of Visual Vibe, Mr. Wilson controls operational, strategic, and governance levers. This vertical integration drastically reduces independent oversight.

As BoardEvals points out, the Chair should be able to “challenge the CEO’s performance”—impossible when they’re the same person

2. Governance and Shareholder Accountability
– The Board’s duties include setting senior pay and evaluating leadership. With a unified Chair/CEO, Mr. Wilson effectively oversees his own compensation and reviews—undermining fiduciary trust
– Transparency risks arise if disclosures and rationale for dual roles aren’t clearly communicated to shareholders, as required under Dodd‑Frank §972 .

3. Execution Risk & Burnout
Fulfilling multiple demanding roles reduces bandwidth and focus. There’s evidence dual roles can dilute effectiveness and increase error risk .

4. Investor Confidence & Market Perception
– Majority of global investors favor role separation. Even large US firms are moving in that direction (44% of S&P 500 now combined vs. 57% a decade ago)

– Cases like VW (Blume), Starbucks (Niccol), Boeing (Muilenburg) show shareholders raising flags when executives take on both roles

Executive Departures & Instability
Andrew Wildish’s departure as CIO on June 30, replaced by Mr. Wilson & an Investment Committee, indicates a consolidation of high-level roles. Multiple senior exits can signal:

Leadership instability, undermining investor confidence and organizational clarity.

Strategic drift, especially in areas requiring specialized expertise.

Increased “agency” and “entrenchment” risk – where board oversight may be compromised by concentrated executive power .

Shareholder Considerations
Investors should be concerned when:

Checks and balances are diminished
With one executive occupying so many strategic and governance roles, board objectivity may be compromised.

Succession and crisis management are jeopardized
Who leads if Mr. Wilson is unavailable? What happens if rapid decisions are needed? Lack of emergency backup risks business continuity.

Specialized oversight is reduced
Investment strategy, compliance, audit—all risk oversight gaps when not handled by dedicated, independent executives.

External advisors step in
If retained, external governors may mitigate some risks—but at added cost and complexity.

Cecil Foster Chief Executive Officer for FosRich Company Limited has released the following the unaudited results of FosRich for the three months ended 31 March 2025 and to report on the performance of FosRich.

Financial Highlights
• Revenues – $852.9 million compared to $859.8 million in the prior period.
• Gross profit – $305.6 million compared to $389.5 million in the prior period.
• Net (loss)/profit – ($68.6) million, compared to $33.0 million in the prior period.
• Earnings per stock unit – (-1) cent compared to 1 cent in the prior period.

Business Overview
FosRich is primarily a distributor of electrical, lighting, and solar energy products. FosRich aims to differentiate itself from its competitors in the Jamaican marketplace by providing a quality and cost effective service, and by collaborating with clients on technical solutions. FosRich partners with large global brands seeking local distribution such as Huawei, Philips Lighting, Victron Energy, Siemens, NEXANS and General Electric. FosRich has a staff complement of two hundred and forty (240) people across ten (10) locations in Kingston, Clarendon, Mandeville, and Montego Bay. FosRich also has a team of energy and electrical engineers who offer technical advice and install solar energy systems, solar water heaters and electrical panel boards.

Our current-quarter numbers continue to be affected by the substantial fall in PVC and solar panel cost on the world markets. What this meant for us, is that despite achieving higher sales volumes, because our price reductions are passed on to our customers, we have achieved lower total sales income on these important lines of business. In addition, we were also affected by the slowness in housing-starts locally, caused primarily by the considerable increase in interest rates in Jamaica in the current period when compared to the prior period. We have not yet begun to benefit from the recent reductions in interest rates.

More importantly, our current quarter was adversely affected by international problems in the shipping industry, that continue to be affected by developments related to the operation of the Panama Canal. This resulted in significant delays in shipment for both finished goods and raw material. Raw material delays significantly interrupted our manufacturing operation during the quarter, which limited our ability to keep the market supplied with these needed products.

With the recent developments in the USA market, our global partners, in seeking to broaden and deepen their relationships with their non-USA customers, have offered more favourable credit terms to us, which should provide measurable benefits, going forward.

Income Statement

Income
The company generated income for the first quarter of $852.9 million compared to $859.8 million in the prior reporting period. Gross profit for the first quarter of 2025 was $305.6 million compared to $389.5 million for the prior reporting period. The main revenue drivers were Electrical and Hardware lines of business.

Administration Expenses
Administration expenses for the year-to-date was $337.4 million, reflecting a 12% increase on March 2024’s $301.6. The increased costs were fuelled primarily by increased staff related costs for increased staffing, increased travelling and motor vehicle expenses, increased insurance costs due to increases both in policy renewal rates and exposure, increased security cost due to additional locations and increased depreciation due to additional fixed assets.

Finance Cost
Finance cost for the year-to-date was $44.2 million compared to $$55.7 million in the prior period.

Net Loss
The operating loss generated for the period was $68.6 million, compared to the profit of $32.9 million reported for the prior reporting period resulting in loss per stock unit of $0.01 compared to a profit per stock unit of $0.01 at March 2024

Balance Sheet

Inventories
Since the start of the year, there has been some run-off of inventories, primarily due to the shipping issues discussed above. The company continues to proactively manage inventory balances and the supply-chain, with a view to ensuring that inventory balances being carried are optimised, relative to the pace of sales, the time between the orders being made and when goods become available for sale, to avoid both overstocking and stock-outs. Monitoring is both at the individual product level and by product categories.

Receivables
We continue to actively manage trade receivables with an emphasis being placed on balances in the over 180-day bucket. We have implemented strategies to collect these funds as well as to ensure that the other buckets are managed. We have re-evaluated all credit relationships. Where necessary, credit limits have been reduced and credit periods shortened. For some inventory items, we have instituted seven (7) day credit or cash. Sixty-four (64%) of receivables are within the current to 60-day category, mirroring December 2024. Receivables also include advance payments made to foreign suppliers for the increasing levels of inventories required to support our sales strategy.

Trade Payables
Our trade payables are categorised by foreign purchases, local purchases and other goods and services. While we have concentrated primarily on the foreign payables, as the bulk of our inventories are sourced from overseas. we continue to manage payables, for the most part, within the terms given by our suppliers.

Non-current Liabilities
Non-current liabilities have reduced by $101 million due to the run-off and maturing of facilities. Liquidity At balance sheet date the excess of current assets over current liabilities amounted to $843 million (31 December 2024 – $1,012 million), with the current ratio being 1.36:1 compared to 1.43:1 in December 2024. It is expected that FosRich will continue to be able to generate sufficient cash to meet obligations when they fall due.

Shareholders’ Equity
Shareholders’ equity now stands at $1,930 million, compared to $1,999 million on 31 December 2024. On 31st March 2025 there were 5,266 shareholders, compared to the 5,318 on 31 December 2024.

Other Matters

• New Activities Construction of our new FosRich Superstore & Corporate Offices at 76 Molynes Road is advanced, with completion date now projected to be Q3, 2025
• We have halted our plans to enter the United States market, until further notice.
• We continue to implement the specific strategies as outlined within our strategic plan, with a view to making the group more vertically integrated.
• We are cognizant that despite the challenges ahead within our local operating space and the wider global space, we have the right talents and leadership to deliver on our plans for the ensuing period. We will continue to execute our plans to ensure that we remain competitive and deliver value solutions to our customers.

As we report on the performance of FosRich, we thank our shareholders, employees, customers, and other stakeholders for their support as we continue to expand our business and bring greater value to our various stakeholders.

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Gia Abraham Chief Executive Officer for CAC 2000 Ltd. Has Released The Following Interim Financial Highlights For The Six Months Ended April 30, 2025

The first half of FY2025 has been a period of strategic recalibration and operational discipline for CAC 2000 Ltd. While the company remains in a year-to-date loss position of J$56.1M, we are encouraged by the return to profitability in Q2, where we recorded a net profit of J$2.5M. This turnaround from the Q1 loss of J$58.5M reflects the early impact of our cost containment efforts and renewed focus on execution.

Rather than viewing the current environment as a setback, we see it as a proving ground — one that has sharpened our priorities, strengthened our leadership, and positioned us to emerge more agile and focused.

Key Financial Highlights
Revenue and gross profit remained relatively stable, reflecting the resilience of our core business lines despite tighter liquidity and project delays. This consistency provides a strong platform for growth as we continue to streamline operations and improve margins.

Balance Sheet Position
Our balance sheet remains healthy, with a more than doubling of cash reserves and a growing equity base – a testament to prudent financial management and strategic capital allocation.

Cash Flow Analysis
We have made meaningful progress in cashflow management, reducing operating cash outflows by more than 50% and improving our net cash position by over J$56M year-over year.

Strategic Progress
• Q2 Turnaround as a Signal of Stability: Our Q2 profit demonstrates that the business is stabilizing and that our strategic actions are beginning to yield results.
• Liquidity and Balance Sheet Strength: We’ve more than doubled our cash position, giving us the flexibility to manage short-term obligations while investing in long-term growth.
• Leadership and Governance Enhancements: We are excited to welcome two new directors to our board, whose experience and insights will be instrumental in guiding our next phase of growth. • Clear, Focused Strategy: We are laser-focused on improving cash conversion cycles and enhancing margin performance through disciplined execution.
• Forward -Looking Confidence: We are confident that the foundation laid in the first half of the year positions us to deliver stronger results in the months ahead. • Operational Focus: We remain committed to improving receivables collection, optimizing inventory, and maintaining lean, efficient operations.

Outlook
While challenges remain, our Q2 performance demonstrates that CAC 2000 is moving in the right direction. With a sharpened strategy, a strengthened leadership team, and a renewed sense of purpose, we are confident in our ability to build on this momentum and deliver long-term value to our shareholders and stakeholders.

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The Board of Directors for PROVEN Group have released the following Unaudited Financial Statements for year ended March 2025

Net Revenue:

PROVEN Group Limited reported net revenue of US$55 million for the year ended March 31, 2025, on par with that earned in the same period last year. The reduction in net interest income which was primarily due to the tightening of spreads from the repricing of the Group’s publicly issued notes at higher rates, was offset by improvements in fee income and gross profits from manufacturing operations.

Net Profit:

The Group recorded net profit attributable to owners of US$2.6 million for the financial year. This was driven by operating profit of US$1.2 million, and a share of profit from associates of US$5.6 million, a decline from US$15.6 million in the prior corresponding period, which included an extraordinary gain from JMMB Group’s share of profit of Sagicor Financial’s gain on the acquisition of ivari. The profits for the nine months translated to an earnings per share of US$0.0032.

REVENUE BREAKDOWN:

Net Interest Income (NII): Net interest income for the financial year was US$16.1 million, down 8.9% from US$17.7 million in the prior year. The decrease is primarily due to the higher refinancing rates on the Group’s debt, which offset the widening of spreads on the wealth management portfolio. The Group anticipates a gradual reduction in funding costs over the short to medium term due to expected macroeconomic stability and lower interest rates.

Fees & Commissions:
Fees and commissions for the financial year grew by 20.7% to US$11.4 million, compared to the same period last year. This increase was driven by the recovery in trading volumes and commission-driven activities within the wealth segment, particularly in equity trading and investment banking fees.

Fund Management Income: Fund management income grew by 11.6% to US$4.3 million for the financial year, compared to the US$3.8 million in the prior period. With continued recovery in asset prices and growth in the Group’s asset management platform, income is projected to continue to grow into the new financial year. The Group’s managed funds include the PROVEN Select Unit Trust Funds, PROVEN Plus Managed Portfolios, PROVEN Rock Individual Retirement Accounts, the Heritage Education Savings Plan, and various Pension Funds. New offshore mutual funds are planned for distribution across the Group’s wealth management companies.

Property Sales: Property sales were recorded at US$10.2 million, which was below expenses of US$11.3 million, resulting in a loss of US$1.1 million from recurring property expenses. Proven Properties is focused on completing two major development projects: Sol Harbour in Ocho Rios and Bahari in Runaway Bay, both in Jamaica, which are expected to be finished in the 2025/26 financial year. The Division is also expanding its industrial real estate portfolio with the Aashgo warehouses in Grand Cayman and the planned development of Kingston Gateway Warehouses in Jamaica.

Manufacturing Operations: Gross profit from manufacturing operations increased by 8.8% to US$18.4 million, up from US$16.9 million in the prior year. A decline in commodity prices facilitated a 5% reduction in Pinnacle’s livestock feed prices, while still allowing for improved margins. Roberts Manufacturing is targeting revenue diversification via the pursuit of additional export sales in the region.

Net fair value adjustments and realised gains: The reduced gains on the revaluation of the Group’s property portfolio led to a decline of net fair value adjustments from US$2.4 million in the prior year to US$1.2 million for the current period.

Share of Results of Associates: The share of results from associates was US$5.6 million reflecting a 63.8% decline from the previous year. This decrease arose primarily from a reduction in the results of the JMMB Group which reported extraordinarily strong results in the corresponding prior period from a significant gain from their share of profit of Sagicor Financial’s gain on the acquisition of ivari.

OPERATING EXPENSES:

Total Operating Expenses: Operating expenses declined by 4.2% to US$53.9 million. Lower staff costs compared to the same period last year, is the result of the restructuring and consolidation exercise executed in the prior period.

BALANCE SHEET HIGHLIGHTS:

Total Assets: The Group’s total assets increased by a modest 1% year-over-year to US$1.11 billion at March 31, 2025, this reflects significant portfolio reallocation rather than net growth. The 7.8% increase in our investment portfolio and 52.8% growth in property development in progress – driven by our Sol Harbour and Bahari projects – were substantially offset by a strategic deployment of cash reserves, which declined by US$74.2 million, and a US$10 million reduction in trade receivables. This asset mix shift reflects our active investment strategy and commitment to major development projects. Off-balance sheet managed assets expanded to US$685 million.

Shareholders’ Equity: Equity attributable to shareholders grew by 4.1% to US$113 million at March 31, 2025, up from US$108.5 million at the beginning of the financial year. Retained earnings increased by 8.4% from US$13.0 million at March 31, 2024 to US$14.1 million at March 31, 2025.

Dividend Consideration: The Board of Directors has approved a final dividend payment of US$0.0010 per share to be paid to all ordinary shareholders on record as of June 18, 2025, on July 2, 2025. This brings the total amount declared for the financial year ended March 31, 2025, to US$0.0040 per share which represents a tax-free dividend yield of 3.40% based on the average share price of US$0.1176 for the financial year.

PROVEN Group Limited (the “Company”) is incorporated in Saint Lucia under the International Business Companies Act. The Company is domiciled in Saint Lucia, with registered office at 20 Micoud Street, Castries, Saint Lucia. The primary activities of the Company are the holding of tradable securities for investment purposes and holding other investments.

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Gordon Swaby Chief Executive Officer of EduFocal Group (“LEARN”) has released the following unaudited condensed consolidated financial statements for the first quarter ended March 31, 2025.

For the three months ended March 31, 2025, the Group generated revenue of $29.97 million, which remained relatively flat compared to the $30.01 million earned in Q1 2024. This consistency aligns with the Group’s strategic shift toward more predictable recurring revenue streams. Notably, the team has continued to invest heavily in Amigo, a new initiative designed to drive scalable recurring income through a modernized business model.

Operating profit for the first quarter of 2025 amounted to $5.61 million, compared to an operating loss of $12.59 million in Q1 2024. This performance is largely attributed to effective cost-containment strategies and the streamlining of operations.

Administrative expenses totalled $12.88 million, a 62% reduction from the $34.16 million recorded in the prior year’s corresponding period. This drop is aligned with the Group’s internal restructuring and cost-efficiency initiatives.

The Group reported a net loss of $1.34 million, significantly narrowed compared to $20.87 million in Q1 2024. The reduction in losses was achieved despite finance costs of $6.95 million, which continue to weigh on performance.

Amigo, in particular, is extremely important to our future, and we have invested heavily in its development. Early feedback from potential customers about Amigo has been extremely positive, and we anticipate immediate opportunities to leverage this software beyond Jamaica. This investment underscores our commitment to driving top and bottom-line growth through innovative educational solutions.

Performance of Divisions

The Learn division continues to concentrate on the expansion of its market presence globally, aligning with the Group’s strategic objectives for growth and market penetration. With the closure of Academy and the acquisition of Clever School Teacher (CST), EduFocal Nigeria and EduFocal Africa, the division remains committed to widening the group’s footprint in these territories.

The Group is confident in its strategic plan to revitalize its financial outcomes. The Management team is actively addressing these challenges, to mitigate any further associated risks, which will in turn steer the division to sustained growth and profitability.

While the Group continues to operate at a net loss, the significant improvements in EBITDA, cost control, and operating margins are promising indicators of recovery. The management team remains confident in its strategic plan to return to profitability, emphasizing disciplined execution, increased software adoption, and regional expansion.

Financial Position

As at March 31, 2025, total assets stood at $235.41 million, an increase from $228.68 million as at March 31, 2024. The increase reflects stronger receivables and the continued capitalization of software development costs.

The Group’s non-current assets totalled $163.74 million, primarily comprising intangible assets of $162.77 million and property, plant and equipment of $968,765. Current assets amounted to $71.68 million, with receivables and prepayments of $34 million, a director’s account of $36.76 million, and cash of $914,348.

However, the Group continues to operate with a capital deficiency, with shareholders’ equity showing a deficit of $134.85 million, driven by accumulated losses of $314.16 million. Long-term borrowings stood at $153.49 million, while current liabilities totalled $216.78 million, largely due to accounts payable of $127.69 million and the current portion of long-term loans amounting to $90.36 million.

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