TIDMTMIP TIDMTMI
RNS Number : 5953L
Taylor Maritime Investments Limited
06 September 2023
6 September 2023
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 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 2023 187,880,994 100.00 4,993 0.00 4,000
------------ ------- ----------- ------ ----------
2. Directors' Remuneration
Policy 183,002,137 97.61 4,475,398 2.39 412,452
------------ ------- ----------- ------ ----------
3. Directors' Remuneration
Report 163,025,663 86.78 24,829,199 13.22 35,125
------------ ------- ----------- ------ ----------
4. Election of Henry Strutt
as a Director 187,862,627 99.99 10,397 0.01 16,963
------------ ------- ----------- ------ ----------
5. Election of Frank Dunne
as a Director 152,882,378 81.38 34,990,646 18.62 16,963
------------ ------- ----------- ------ ----------
6. Re-election of Edward Buttery
as a Director 187,823,191 99.97 51,433 0.03 15,363
------------ ------- ----------- ------ ----------
7. Re-election of Christopher
Buttery as a Director 187,793,643 99.96 79,381 0.04 16,963
------------ ------- ----------- ------ ----------
8. Re-election of Trudi Clark
as a Director 186,516,915 99.28 1,356,109 0.72 16,963
------------ ------- ----------- ------ ----------
9. Re-election of Sandra Platts
as a Director 186,474,825 99.26 1,398,199 0.74 16,963
------------ ------- ----------- ------ ----------
10. Re-election of Helen Tveitan
as a Director 186,516,915 99.28 1,356,109 0.72 16,963
------------ ------- ----------- ------ ----------
11. Re-appointment of PWC as
Auditor 187,828,842 99.97 57,231 0.03 3,914
------------ ------- ----------- ------ ----------
12. Authorise the Directors
to determine the remuneration
of the Auditor 187,881,033 100.00 5,040 0.00 3,914
------------ ------- ----------- ------ ----------
13. Approval of the dividend
policy 187,889,987 100.00 0 0.00 0
------------ ------- ----------- ------ ----------
14. Authority to make market
purchases of the Company's
Shares 187,861,574 99.98 28,213 0.02 200
------------ ------- ----------- ------ ----------
15. Authority to issue up to
33 million Ordinary Shares 186,883,357 99.46 1,006,630 0.54 0
------------ ------- ----------- ------ ----------
*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 LR 9.6.18, 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 2024 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 .
S
For further information, please contact:
Taylor Maritime Investments Limited IR@tminvestments.com
Edward Buttery
Camilla Pierrepont
Jefferies International Limited
Stuart Klein
Gaudi Le Roux +44 20 7029 8000
Montfort Communications TMI@montfort.london
Alison Allfrey
George Morris Seers
Sanne Fund Services (Guernsey)
Limited
Matt Falla +44 1481 737600
Notes to Editors
About the Company
Taylor Maritime Investments Limited is an internally managed
investment company listed on the Premium Segment of the Official
List, 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 Supramax bulk
carrier segments of the global shipping sector. The Company invests
in a diversified portfolio of vessels which are primarily
second-hand. TMI's fleet portfolio currently numbers 22 vessels in
the geared dry bulk segment. The ships are employed utilising a
variety of employment/charter strategies.
On 20 December, the Company announced it acquired a controlling
majority interest in Grindrod Shipping Holdings Ltd ("Grindrod")
(NASDAQ:GRIN, JSE:GSH), a Singapore incorporated, dual listed
company on NASDAQ and the Johannesburg Stock Exchange. Grindrod
currently owns 21 geared dry bulk vessels complementary to the
Company's fleet. They are mostly Japanese built, including 13
Handysize vessels and 8 Supra/Ultramax vessels. Grindrod has seven
vessels in its chartered in fleet with purchase options on
four.
The combined TMI and Grindrod fleet numbers 47 vessels
(excluding three long term chartered in vessels without purchase
options).
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 the
Commercial Manager, Taylor Maritime. Established in 2014, Taylor
Maritime is a privately owned ship-owning and management business
with a seasoned team that includes 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) (listed in Oslo BWEK:NO). Taylor Maritime's team of
industry professionals are based in Hong Kong, Singapore and
London.
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
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END
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