Background & FAQs

The Directors of Synternet Limited (“the Company”) had been looking for an alternative source of funding for the Company. Having explored a number of options, including seeking funding from shareholders and considering alternative solutions, a decision was taken by the directors that unless further funding could be procured, to propose to put the Company into liquidation. That proposal was put to the shareholders of the Company who made the decision to appoint Luke Walsh of PricewaterhouseCoopers Limited (‘PwC’) as the liquidator of the Company. Luke Walsh is a Partner of PwC Gibraltar and licensed to act as an insolvency practitioner in Gibraltar by the Gibraltar Financial Services Commission.

The Company has entered into Liquidation as of 12 January 2026. The powers of the Directors have ceased, and the Liquidator now controls the Company’s affairs.

A Liquidation is the appointment of an insolvency practitioner on the basis that the Company it is insolvent and cannot, by reason of its liabilities exceeding its assets and being unable to pay its creditors, continue its business. Upon the passing of the members’ resolution, a Liquidator is appointed to take control of the Company’s affairs.

The Liquidator acts as an agent of the Company and then works in the interests of the creditors. The Liquidator is empowered to identify, collect, and realise the Company’s assets and to investigate the Company's affairs leading up to the insolvency.

Once the assets have been realised, the Liquidator shall, after providing for the costs and expenses of the liquidation and any preferential debts, and should there be sufficient funds, distribute the remaining funds as dividends to the creditors in accordance with their proven claims and the statutory order of priority.

The liquidation is being conducted in accordance with the laws of Gibraltar, specifically the Insolvency Act 2011 and the Insolvency Rules 2014. The Liquidator’s powers and duties are defined by this Act.

A Liquidation is the legal process of closing a company that is insolvent.

• Appointment: The Liquidator takes control of all assets and terminates operations.

• Creditors’ Claim: Creditors submit claims, which the Liquidator reviews and approves.

• First Creditors Meeting: The Liquidator holds a First Creditors Meeting to give creditors a background on the liquidation process.

• Investigation & Realisation: The Liquidator secures assets (including digital assets), investigates the Directors' conduct, and sells assets to raise funds.

• Distribution: If funds remain after costs and priority payments, a dividend is paid to creditors.

• Dissolution: The Company is legally removed from the Register of Companies.

If you believe yourself to be a Creditor, you must submit a Proof of Claim form together with all supporting documents to verify your Claim. Further details can be found on our website.

While you can submit a claim at any time, we strongly advise submitting it by Wednesday 28 January 2026 by 12pm CET to ensure you are eligible to vote at the first meeting of creditors.

No. Creditors from all jurisdictions are treated equally under Gibraltar insolvency law. You can submit your Proof of Claim regardless of your location. Further details can be found on our website.

Under Section 140(2) of the Insolvency Act 2011 and Section 72(1) of the Insolvency Rules 2014, for the purpose of voting and dividend distribution, your claim will be calculated in pounds at the exchange rate at the date of appointment of the Liqudator (12 Jan 2026).

• US Dollar ($) – 1.346711

• Euro (€) – 1.153727

The First Meeting of Creditors will be held on:

• Date: Thursday, 29 January 2026

• Time: 10:00 am CET

• Location: Held Remotely via Microsoft Teams

To vote at this meeting, you must submit your Proof of Claim or a Proxy Form (if you cannot attend) by Wednesday 28 January 2026 by 12pm CET. You will then be sent a link to join the meeting.

At the first meeting of creditors, the Liquidator gives a brief update on position of the Company and a summary of the liquidation process. The creditors also ratify the appointment of the liquidator and take a vote on whether to set up a Creditors’ Committee.

A Creditors’ Committee is a small group of 3 to 5 creditors appointed to represent the interests of the general body of creditors. They assist the Liquidator, review reports, and approve the Liquidator's fees.

The purpose of the Creditors’ Committee can be summarised as follows:

• Representation of creditors’ interests, especially in large or complex liquidations.

• Reviews key decisions made – the Liquidator would liaise with the Creditors’ Committee for these.

• Facilitates communication between the Liquidator and the Creditors.

• Provides input on strategy, especially where creditor recovery may be impacted.

• Provides further insight and information to the Liquidator in relation to matters to do with the Company.

• They approve the Liquidator’s remuneration (fees).

Note: Committee members are not paid for their time, though reasonable travel expenses can be claimed.

Positives

• Useful for complex and/or large liquidations where there are a substantial number of creditors or more complicated decisions need to be taken. They facilitate communication between the creditors and the Liquidator.

Limitations

• Whilst the Committee is able to provide their opinion and insight, they do not control the Liquidator’s statutory powers. Time and commitment is also required from the relevant creditors sitting on the Committee. Potential to incur further costs and delays to the liquidation of the Company.

Any creditor who has submitted a Proof of Claim that has not been rejected is eligible. If the creditor is a corporate entity, they can nominate a person to act on their behalf.

Nominations will be taken at the First Meeting of Creditors on Thursday 29 January 2026. We will need at least three and at a maximum of five creditors to volunteer to be on the Creditors’ Committee. If more than five creditors volunteer, we will need to take a vote on which five creditors to appoint on the Creditors’ Committee.

Yes. The Liquidator has a statutory duty under the Insolvency Act 2011 to investigate the Company’s affairs and the conduct of its directors. If you have evidence that may be useful to us, please submit it to gi_synternet@pwc.com

This depends entirely on how much money is realised from the sale of the Company's assets and the costs of the liquidation. Under Gibraltar law, funds are paid in this order:

1. Secured Creditors and Liquidation Expenses.

2. Preferential Creditors (Employees & Government).

3. Unsecured Creditors (Most creditors fall within this category).

Liquidation can be a lengthy process. Due to the complexity of the matters involved, full resolution may take time. If the liquidation extends beyond one year, we will provide annual progress reports to keep you updated.

All official updates will be posted on our website. If you have any specific queries, please email us at gi_synternet@pwc.com. Whilst our team may not be able to respond to all your questions and comments directly, we will do our best to communicate with creditors.