INPP International Public Partnerships Ld

TIDMINPP

RNS Number : 8068M

International Public Partnerships

25 May 2022

25 May 2022

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR TO U.S. PERSONS. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE INCLUDING IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA.

INTERNATIONAL PUBLIC PARTNERSHIPS LIMITED

("INPP" or the "Company")

RESULT OF ANNUAL GENERAL MEETING ("AGM")

25 May 2022

International Public Partnerships Limited ("INPP" or the "Company") is pleased to announce that, at the AGM held at 10.00 am this morning, each of the Resolutions were duly passed without amendment.

The votes received by the Company were as follows:

 
 Resolution               Votes For               Votes Against      Votes Withheld* 
                   (including discretionary) 
 1    Ordinary     1,412,686,934      99.94%     821,193     0.06%        5,000 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 2    Ordinary     1,399,445,566      99.01%    14,030,695   0.99%       36,866 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 3    Ordinary     1,393,243,443      98.57%    20,230,210   1.43%       39,474 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 4    Ordinary     1,322,577,609      93.73%    88,471,591   6.27%      2,463,927 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 5    Ordinary     1,391,767,305      98.46%    21,723,982   1.54%       21,840 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 6    Ordinary     1,394,031,465      98.62%    19,457,629   1.38%       24,033 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 7    Ordinary     1,410,233,638      99.77%    3,255,455    0.23%       24,034 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 8    Ordinary     1,407,932,233      99.61%    5,556,861    0.39%       24,033 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 9    Ordinary     1,394,018,089      98.62%    19,457,629   1.38%       37,409 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 10   Ordinary     1,394,025,694      98.62%    19,463,400   1.38%       24,033 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 11   Ordinary     1,413,513,127       100%         0          0            0 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 12   Ordinary     1,393,407,114      98.58%    20,102,429   1.42%        3,584 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 13   Ordinary     1,413,468,908      99.99%      14,342     0.01%       10,377 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 14   Ordinary     1,413,500,855      99.99%      8,688      0.01%        3,584 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 15   Special      1,399,565,597      99.01%    13,947,530   0.99%          0 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 16   Special      1,413,403,202      99.99%     103,944     0.01%        5,981 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 17   Special      1,413,387,197      99.99%      92,975     0.01%       32,955 
     ---------  ------------------  ---------  -----------  ------  ---------------- 
 

*A vote withheld is not a vote in law and is therefore not counted towards the proportion of votes "for" or "against" the Resolution.

In accordance with LR 9.6.18, details of those resolutions passed at the AGM that were not in the ordinary course of business are detailed below.

Resolution 14 - Ordinary Resolution

THAT, in accordance with Article 108 of the articles of incorporation, the Board may, in respect of dividends declared for any financial period or periods of the Company ending prior to the annual general meeting of the Company to be held in 2023, offer the holders of the ordinary shares in the capital of the Company of par value 0.01 penny each (the "Ordinary Shares") the right to elect to receive further Ordinary Shares, credited as fully paid, in respect of all or any part of such dividend or dividends declared in respect of any such period or periods.

Resolution 15 - Special Resolution

To approve that the Company generally be and is hereby authorised for the purposes of section 315 of the Companies (Guernsey) Law, 2008 as amended (the "Law") to make market acquisitions (as defined in the Law) of ordinary shares in the capital of the Company of par value 0.01 penny each (the "Ordinary Shares") provided that:

a. the maximum number of Ordinary Shares authorised to be purchased shall be 14.99 per cent. of the Ordinary Shares in issue immediately following this annual general meeting (excluding treasury shares);

b. the minimum price (exclusive of expenses) which may be paid for such shares is GBP0.01 per Ordinary Share;

c. the maximum price (exclusive of expenses) payable by the Company which may be paid for Ordinary Shares shall be the higher of (i) 5 per cent. above the average market value for the five business days before the purchase is made and (ii) the higher of the price of the last independent trade and the highest independent bid at the time of the purchase for any number of Ordinary Shares on the trading venue where the purchase price is carried out;

d. the authority hereby conferred shall (unless previously renewed or revoked) expire at the end of the annual general meeting of the Company to be held in 2023 or, if earlier, the date falling eighteen months from the passing of these resolutions;

e. the Company may make a contract to purchase its own 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 expiry of such authority, and may make a purchase of its own Ordinary Shares in pursuance of any such contract; and

f. any Ordinary Share acquired by the Company pursuant to the above authority may, subject to the requirements of the Law, be held as a treasury share in accordance with the Law or be cancelled by the Company.

Resolution 16 - Special Resolution

THAT the Directors of the Company from time to time (the "Board") be and are hereby generally empowered in accordance with Article 39.4 of the articles of incorporation (in substitution for the existing power and authority granted at the Company's Annual General Meeting held in 2021, but in addition to and without prejudice to any other existing power and authority to allot shares granted to the Board), to allot up to the aggregate number of Ordinary Shares as represent 9.99 per cent. of the number of Ordinary Shares already admitted to trading on the London Stock Exchange's main market for listed securities immediately following the passing of this resolution as if the pre-emption provisions contained in Article 39.1 of the articles of incorporation did not apply to any such allotment, provided that this power shall (unless previously revoked, varied or renewed by the Company) expire on the conclusion of the Annual General Meeting of the Company) to be held in 2023, save that the Company may make prior to such expiry any offer or agreement which would or might require shares to be allotted after expiry of such period and the Board may allot Ordinary Shares pursuant to such an offer or agreement notwithstanding the expiry of the authority given by this resolution.

Resolution 17 - Special Resolution

To amend Article 73.2 as follows:

"the number of directors shall not be more than seven."

To:

"the number of directors shall not be subject to a maximum number unless otherwise determined by the Company by Ordinary Resolution."

This announcement is made in accordance with Listing Rule 9.6.11R.

Enquiries:

 
 Erica Sibree/Amy Edwards          +44 (0) 7557 676 499/+44 (0) 
  Amber Fund Management Limited     7827 238 355 
 Hugh Jonathan 
  Numis Securities                 +44 (0)20 7260 1263 
                                  ----------------------------- 
 Ed Berry/Mitch Barltrop           +44 (0) 7703 330 199/ +44 
  FTI Consulting                    (0) 7807 296 032 
                                  ----------------------------- 
 

About International Public Partnerships (INPP):

INPP is a listed infrastructure investment company that invests in global public infrastructure projects and businesses, which meets societal and environmental needs, both now, and into the future.

INPP is a responsible, long-term investor in over 140 infrastructure projects and businesses. The portfolio consists of utility and transmission, transport, education, health, justice and digital infrastructure projects and businesses, in the UK, Europe, Australia and North America. INPP seeks to provide its shareholders with both a long-term yield and capital growth.

Amber Infrastructure Group ('Amber') is the Investment Adviser to INPP and consists of over 150 staff who are responsible for the management of, advice on and origination of infrastructure investments

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May 25, 2022 09:06 ET (13:06 GMT)