TIDMWINV
RNS Number : 9711H
Worsley Investors Limited
08 December 2020
8 December 2020
Worsley Investors Limited
(the "Company")
Result of Annual General Meeting
The Company is pleased to announce that, at the Annual General
Meeting of the Company held at 2.00pm today, 8 December 2020, each
of the proposed resolutions were duly passed without amendment.
Resolutions 1 to 6 were proposed as ordinary resolutions and
resolutions 7 to 9 were proposed as special resolutions. The result
of the voting was as follows:
1. THAT the audited financial statements, the Directors' report
and the Auditors' report for the year ended 30 June 2020 be
received and adopted.
19,013,009 votes were in favour of the resolution (100% of votes
cast) and 0 votes were against (0% of votes cast). 1,820 votes were
withheld.
2. THAT the Director's Remuneration Report for the year ended 30 June 2020 be approved.
18,978,293 votes were in favour of the resolution (99.82% of
votes cast) and 34,716 votes were against (0.18% of votes cast).
1,820 votes were withheld.
3. THAT Mr William Scott be re-elected as a Director of the Company.
19,013,009 votes were in favour of the resolution (100% of votes
cast) and 0 votes were against (0% of votes cast). 1,820 votes were
withheld.
4. THAT Mr Blake Nixon be re-elected as a Director of the Company.
19,013,009 votes were in favour of the resolution (100% of votes
cast) and 0 votes were against (0% of votes cast). 1,820 votes were
withheld.
5. THAT BDO Limited, who have indicated their willingness to
continue in office, be re-appointed as Auditors of the Company to
hold office from the conclusion of the annual general meeting until
the conclusion of the next annual general meeting of the
Company.
19,013,009 votes were in favour of the resolution (100% of votes
cast) and 0 votes were against (0% of votes cast). 1,820 votes were
withheld.
6. THAT the Directors be authorised to determine the
remuneration of the Auditors for their next period of office.
19,013,009 votes were in favour of the resolution (100% of votes
cast) and 0 votes were against (0% of votes cast). 1,820 votes were
withheld.
7. 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") (subject to
the UK Listing Rules and all other applicable legislation and
regulations) 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 number of Ordinary Shares hereby authorised to be
purchased is 3,374,092 shares (being 10 per cent. 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 pence;
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
per cent. above the average market value for the five business days
prior to the day 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 the Ordinary Shares
on the trading venues 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 2021 or
18 months from the date of this resolution, whichever is the
earlier, unless such authority is varied, revoked or renewed prior
to such time;
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; and
f. any Ordinary Share bought back may be held in treasury in
accordance with the Law or be subsequently cancelled by the
Company.
19,000,931 votes were in favour of the resolution (99.94% of
votes cast) and 12,078 votes were against (0.06% of votes cast).
1,820 votes were withheld.
8. THAT in substitution for all existing authorities to disapply
pre-emption rights, the Directors be and are hereby authorised to
sell from treasury equity securities (within the meaning of the
Articles) for cash, as if article 7A(2) of the Articles did not
apply to any such sale from treasury, up to an aggregate amount not
exceeding 10 per cent. of the Ordinary Shares in issue immediately
following the passing of this resolution (being 3,374,092 shares)
which may be at the lower of (i) the last published net asset value
per Ordinary Share, or (ii) a price below the last published net
asset value per Ordinary Share but not less than 30 per cent. above
the weighted average price at which the shares were acquired into
treasury, provided that any such sale from treasury must be at a
price which is not more than 5% below the prevailing mid-market
price per Ordinary Share. This authority shall expire at the
conclusion of the next annual general meeting of the Company held
in 2021 unless such authority is renewed, varied or revoked by the
Company, save that the Company may prior to the expiry of such
period make any offer or agreement which would or might require
such shares to be sold from treasury or rights to be granted after
such expiry and the Directors may sell from treasury such shares in
pursuance of any such offer or agreement as if the authority
conferred hereby had not expired .
19,000,931 votes were in favour of the resolution (99.94% of
votes cast) and 12,078 votes were against (0.06% of votes cast).
1,820 votes were withheld.
9. THAT the Articles of Incorporation of the Company be amended
by deleting the existing article 113 in its entirety and
substituting such article with the following:
"113 A Director in communication with one or more other
Directors so that each Director participating in the communication
can hear or read what is said or communicated by each of the
others, is deemed to be present at a meeting with the other
Directors so participating and, where a quorum is present, such
meeting shall be treated as a validly held meeting of the Board and
shall be deemed to have been held in the place where the chairman
is present".
19,000,931 votes were in favour of the resolution (99.94% of
votes cast) and 12,078 votes were against (0.06% of votes cast).
1,820 votes were withheld.
For further information, please contact:
Worsley Associates LLP (Investment Advisor)
Blake Nixon
Tel: +44 (0) 203 873 2288
Shore Capital (Financial Adviser and Broker)
Robert Finlay / Anita Ghanekar / Hugo Masefield
Tel: +44 (0) 20 74080 4090
Praxis Fund Services Limited (Administrator and Secretary)
Matt Falla / Katrina Rowe
Tel: +44 (0) 1481 737600
LEI: 213800AF85VEZMDMF931
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
RAGFSMFIAESSEEE
(END) Dow Jones Newswires
December 08, 2020 10:28 ET (15:28 GMT)
Worsley Investors (LSE:WINV)
Gráfica de Acción Histórica
De Mar 2024 a Abr 2024
Worsley Investors (LSE:WINV)
Gráfica de Acción Histórica
De Abr 2023 a Abr 2024
