Edge Performance VCT PLC Result of GM (7218Y)
December 03 2014 - 5:44AM
UK Regulatory
TIDMEDGC
RNS Number : 7218Y
Edge Performance VCT PLC
03 December 2014
3 December 2014
Edge Performance VCT plc (the "Company")
Results of General Meeting
The Company gives notice that at a general meeting of the
Company held on 3 December 2014 at 9.30am, the following
resolutions were duly passed.
The full text of the resolutions is shown below.
SPECIAL RESOLUTION
1. Authority to allot H Shares and disapplication of pre-emption
rights in respect of the New H Share Offer and subsequent
allotments
THAT:
(a) in addition to any existing authorities (to the extent
unused), the directors of the Company (the "Directors") be and are
hereby unconditionally authorised in accordance with section 551 of
the Companies Act 2006 (the "Act") to exercise all the powers of
the Company to allot and to grant rights to subscribe for or to
convert any security into:
(i) New H Shares with an aggregate nominal value of up to GBP2
million in connection with the New H Share Offer; and
(ii) in addition to the authority referred to in paragraph
(a)(i) of this resolution, such further number of H Shares as
represents 10 per cent. of the issued H Share capital immediately
following the final allotment and issue of New H Shares under the
New H Share Offer (in respect of the 2014/15 tax year); and
(b) in addition to any existing authority, the Directors be and
are hereby generally and unconditionally authorised in accordance
with section 570 of the Act to allot equity securities (as defined
in section 560 of the Act) wholly for cash, pursuant to the
authority referred to in this Resolution 1 (a), as if section 561
of the Act did not apply to any such allotment, such power to
expire: (1) in respect of the authority to allot up to 20 million
New H Shares pursuant to the New H Share Offer on the earlier of
five Business Days after the final closing date of the New H Share
Offer and 30
September 2015; and (2) in respect of the general authority to
allot additional H Shares on the earlier of the annual general
meeting of the Company to be held in 2015 and 30 September 2015,
save that the Company may at any time prior to the expiry of such
power make an offer or enter into an agreement which would or might
require shares to be allotted or rights to be granted after the
expiry of such power and the Directors are authorised to allot
equity securities in pursuance of such an offer or agreement as if
such power had not expired.
ORDINARY RESOLUTION
2. New H Share Offer Agreement
THAT, subject to and conditional upon (i) the New H Share Offer
becoming unconditional in all respects (other than regards any
condition relating to the passing of this Resolution 2); and (ii)
the passing of Resolution 1 above, the New H Share Offer Agreement
as set out in the circular of the Company dated 4 November 2014
(the "Circular") be and is hereby approved.
Terms defined in the circular of the Company dated 4 November
2014 shall have the same meaning in this Notice, save where the
context otherwise requires.
Proxy votes cast were as follows:
Resolution For Against Withheld
------------------------------------------- ------------ -------- ---------
Special Resolution
------------------------------------------- ------------ -------- ---------
Authorise directors to allot H shares
1. for cash on a non pre-emptive basis 3,261,080 0 0
--- -------------------------------------- ------------ -------- ---------
Ordinary Resolution
------------------------------------------- ------------ -------- ---------
2. Approve the H share offer agreement 3,261,080 0 0
--- -------------------------------------- ------------ -------- ---------
For further information please contact:
Edge Investments, Investment Manager: 020 7317 1300
The City Partnership (UK) Limited, Company Secretary: 0131 243
7210.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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