4 September 2024
Taylor Maritime Investments
Limited
Result of Annual General
Meeting
The Board of Taylor Maritime
Investments Limited ("TMI"
or the "Company"), the
listed specialist dry bulk shipping investment company, is pleased
to announce that at the Annual General
Meeting of the Company held earlier today, all resolutions were
passed on a poll. The proxy votes received by the Company were as
follows:
|
Resolution
|
For
|
Against
|
Withheld*
|
|
Votes
|
%
|
Votes
|
%
|
Votes
|
|
1. Financial Statements and Directors' Report for the year ended
31 March 2024
|
186,960,789
|
99.98%
|
42,090
|
0.02%
|
4,000
|
|
2. Directors' Remuneration Policy
|
175,659,638
|
93.94%
|
11,337,426
|
6.06%
|
34,815
|
|
3. Directors' Remuneration Report
|
172,287,135
|
99.56%
|
754,030
|
0.44%
|
13,990,714
|
|
4. Re-election of Henry Strutt as a Director
|
185,060,980
|
98.96%
|
1,947,643
|
1.04%
|
23,256
|
|
5. Re-election of Edward Buttery as a Director
|
186,983,085
|
99.99%
|
25,538
|
0.01%
|
23,256
|
|
6. Re-election of Trudi Clark as a Director
|
185,401,630
|
99.14%
|
1,606,993
|
0.86%
|
23,256
|
|
7. Re-election of Sandra Platts as a Director
|
180,983,417
|
96.78%
|
6,025,206
|
3.22%
|
23,256
|
|
8. Election of Charles Maltby as a Director
|
186,916,611
|
99.96%
|
66,762
|
0.04%
|
48,506
|
|
9. Election of Rebecca Brosnan as a Director
|
186,958,701
|
99.99%
|
24,672
|
0.01%
|
48,506
|
|
10.
Election of Gordon French as a Director
|
186,958,701
|
99.99%
|
24,672
|
0.01%
|
48,506
|
|
11.
Re-appointment of Deloitte as Auditor
|
186,986,821
|
99.99%
|
16,730
|
0.01%
|
28,328
|
|
12.
Authorise the Directors to determine the
remuneration of the Auditor
|
187,007,692
|
99.99%
|
24,187
|
0.01%
|
0
|
|
13.
Approval of the dividend policy
|
187,004,673
|
99.99%
|
26,537
|
0.01%
|
669
|
|
14.
Authority to make market purchases of the
Company's Shares
|
186,986,745
|
99.98%
|
45,134
|
0.02%
|
0
|
|
15.
Authority to issue up to 33 million Ordinary
Shares
|
186,117,472
|
99.52%
|
906,608
|
0.48%
|
7,799
|
*A vote withheld is not a vote in
law and is therefore not counted towards the proportion of votes
"For" or "Against" the resolution. Resolutions 1 to 13 were proposed as Ordinary Resolutions, and
resolutions 14 and 15 were proposed as Extraordinary
Resolutions.
In accordance with UKLR 6.4.13,
details of those resolutions passed at the AGM that were not in the
ordinary course of business are detailed below.
14. THAT the Company be and is
hereby generally and unconditionally authorised in accordance with
Section 315 of The Companies (Guernsey) Law, 2008 (as amended) (the
"Law") to make market
acquisitions (as defined in the Law) of its ordinary shares of no
par value in the capital of the Company ("Ordinary Shares"), provided
that:
a. the
maximum aggregate number of Ordinary Shares hereby authorised to be
purchased is such number as represents 14.99% of the Ordinary
Shares in issue immediately following the passing of this
resolution;
b. the
minimum price (exclusive of expenses) which may be paid for an
Ordinary Share is 1 US$ cent;
c. the
maximum price (exclusive of expenses) which may be paid for an
Ordinary Share shall be not more than the higher of (i) 5% above
the average market value of an Ordinary Share for the five business
days prior to the day the purchase is made and (ii) the value of an
Ordinary Share calculated on the basis of the higher of the price
quoted for the last independent trade and the highest independent
bid for any number of the Ordinary Shares on the trading venue
where the purchase is carried out;
d. the
authority hereby conferred shall expire at the conclusion of the
next annual general meeting of the Company held in 2025 or 15
months from the date of this resolution, whichever is the earlier,
unless such authority is varied, revoked or renewed prior to such
time; and
e. the
Company may make a contract to purchase Ordinary Shares under the
authority hereby conferred prior to the expiry of such authority
which will or may be executed wholly or partly after the expiration
of such authority and may make an acquisition of Ordinary Shares
pursuant to any such contract.
15. THAT the Directors of the
Company be and are hereby empowered to issue the following shares
in the Company or rights to subscribe for such shares in the
Company for cash as if the pre-emption provisions contained under
Article 9 of the Company's articles of incor-poration did not apply
to any such issues provided that this power shall be limited to the
issue of the below-mentioned shares or of rights to subscribe for
the below-mentioned shares:
(i) up to a
maximum number of 33 million Ordinary Shares;
that such power shall expire on the
earlier of the conclusion of the next annual general meeting of the
Company or on the expiry of 15 months from the passing of this
Resolution except that the Company may before such expiry make
offers or agreements which would or might require Ordinary Shares
or rights to subscribe for such shares in the Company to be issued
after such expiry and notwith-standing such expiry the Directors
may issue Ordinary Shares or rights to subscribe for such shares in
the Company in pursuance of such offers or agreements as if the
power conferred hereby had not expired.
|
ENDS
For further information, please
contact:
|
Taylor Maritime Investments
Limited
Edward
Buttery
Camilla Pierrepont
|
IR@tminvestments.com
|
|
Jefferies International
Limited
Stuart Klein
Gaudi Le Roux
|
+44 20 7029 8000
|
|
Apex Group
Matt Falla
|
+44 20 3530 3107
|
|
|
|
|
|
Notes to Editors
About the Company
Taylor Maritime Investments Limited
is an internally managed investment company listed under the
closed-ended investment funds category of the FCA's UK Listing
Rules sourcebook (previously the Premium Segment of the Official
List), with its shares trading on the Main Market of the London
Stock Exchange since May 2021. The Company specializes in the
acquisition and chartering of vessels in the Handysize and
Supra/Ultramax bulk carrier segments of the global shipping
sector. The Company invests in a diversified portfolio of
vessels which are primarily second-hand and Japanese
built.
The Company acquired a controlling
stake in Grindrod Shipping Holdings Limited ("Grindrod") in December 2022 and,
following a Selective Capital Reduction which took effect
on 16 August 2024, Grindrod became a wholly owned subsidiary
of the Company and was delisted from each of Nasdaq and the
JSE. As a result, the Company, through its subsidiaries,
currently has an owned fleet of 32 dry bulk vessels, consisting of
25 Handysize vessels and seven Supra/Ultramax vessels. The
Company also has seven vessels in its chartered in fleet with
purchase options on three. The ships are employed utilising a
variety of employment/charter strategies.
The Company's target dividend policy
is 8 cents p.a. paid on a quarterly basis, with a targeted total
NAV return of 10-12% per annum over the medium to
long-term.
The Company has the benefit of an
experienced Executive Team led by Edward Buttery and who previously
worked closely together at Taylor Maritime. Taylor Maritime
was established in 2014 as a privately owned ship-owning and
management business with a seasoned team including the founders of
dry bulk shipping company Pacific Basin Shipping (listed in Hong
Kong 2343.HK) and gas shipping company BW Epic Kosan (formerly Epic
Shipping). The commercial and technical management arms of
Taylor Maritime were acquired by Grindrod in October
2023.
For more information, please
visit www.taylormaritimeinvestments.com.
About Geared Vessels
Geared vessels are characterised by
their own loading equipment. The Handysize and Supra/Ultramax
market segments are particularly attractive, given the flexibility,
versatility and port accessibility of these vessels which carry
necessity goods - principally food and products related to
infrastructure building - ensuring broad diversification of fleet
activity and stability of earnings through the cycle.
IMPORTANT NOTICE
The information in this announcement
may include forward-looking statements, which are based on the
current expectations and projections about future events and in
certain cases can be identified by the use of terms such as "may",
"will", "should", "expect", "anticipate", "project", "estimate",
"intend", "continue", "target", "believe" (or the negatives
thereon) or other variations thereon or comparable terminology.
These forward-looking statements are subject to risks,
uncertainties and assumptions about the Company, including, among
other things, the development of its business, trends in its
operating industry, and future capital expenditures and
acquisitions. In light of these risks, uncertainties and
assumptions, the events in the forward-looking statements may not
occur.
References to target dividend yields
and returns are targets only and not profit forecasts and there can
be no assurance that these will be achieved.
LEI: 213800FELXGYTYJBBG50