Black Sea Property PLC Notice of AGM (5281G)

TIDMBSP

RNS Number : 5281G

Black Sea Property PLC

25 November 2020

Notice of Annual General Meeting

BLACK SEA PROPERTY PLC

(a company incorporated in the Isle of Man with registered number 013712V)

Notice is hereby given that the Annual General Meeting of Black Sea Property Plc (the "Company") will be held at 55 Athol Street, Douglas, Isle of Man, IM1 1LA on 17 December 2020 at 12 noon for the following purposes:

ORDINARY BUSINESS

To consider and, if thought fit, to pass the following resolutions which will be proposed as ordinary resolutions:

Resolution 1. To receive and adopt the audited accounts of the Company for the year ended 31 December 2019 together with the Directors' and Auditor's reports thereon;

Resolution 2. To re-appoint Grant Thornton as Auditors to the Company and to authorise the Directors to determine the Auditors' remuneration;

Resolution 3 . To re-appoint Alex Borrelli as a Director who retires in accordance with article 78 at the commencement of the 2020 Annual General Meeting and submits himself for immediate reappointment to the board.

SPECIAL BUSINESS

To consider and, if thought fit, pass the following resolutions which will be proposed as ordinary resolutions:

   Resolution 4.        To maintain the Company's listing on the AQUIS Stock Exchange;

Resolution 5. Conditional upon Resolution 3 being passed, to reinstate Alex Borrelli's original fee arrangement with effect from 1 January 2021, thereby increasing the fee from the reduced rate of GBP18,000 p.a. agreed by mutual consent in 2018 back to the contractual rate of GBP25,000 p.a.;

Resolution 6. To re-appoint FIM Capital Limited as Administrators of the Company for an annual fixed fee of GBP80,000 commencing 1 January 2021, and to give the directors the authority to agree any future amendment to the fee as may be negotiated between FIM Capital and the Company;

   Resolution 7.        To approve the liquidation  of the five dormant Jersey subsidiaries;

Resolution 8. To approve and ratify the loan of EUR196,000 paid by a subsidiary of the Company on 18 June 2020 to Phoenix Capital Holding AD, the majority owner of the Company's investment adviser. The loan is at a fixed annual interest rate of 4.5%, with a repayable date of 18 June 2021;

Resolution 9 . To authorise the Directors to set a budget for the Company of up to EUR250,000 per annum for other operating expenses. For the avoidance of doubt, this is in addition to contractual fees payable to the Investment adviser, property management fees and other costs related to the properties, directors' remuneration, and the fees approved (if applicable) in resolution 6.

To consider and, if thought fit, pass the following resolution which will be proposed as a special resolution:

Resolution 10. To renew the disapplication of pre-emption rights up to a maximum aggregate value of EUR20,000,000. This authority requires renewal every fifteen months.

PLEASE NOTE THAT DUE TO THE ONGOING SITUATION ARISING FROM THE CORONAVIRUS AND THE OFFICIAL GOVERNMENT GUIDANCE IN RESPECT OF TRAVEL, PHYSICAL ATTENDANCE AT THE ANNUAL GENERAL MEETING WILL NOT BE ALLOWED. ALL NOTES REFERRING TO ATTENDANCE AT THE AGM SHOULD BE READ IN THIS CONTEXT AND SUBJECT TO THIS RESTRICTION

The Directors of the issuer accept responsibility for the contents of this announcement.

For further information, please visit www.blackseapropertyplc.com or contact the following:

 
 BLACK SEA PROPERTY PLC 
  Alex Borrelli - Chairman          +44(0) 774 702 0600 
 PETERHOUSE CAPITAL LIMITED 
  AQSE Corporate Adviser 
  Heena Karani and Duncan Vasey    +44 (0) 207 469 0930

Market Abuse Regulation (MAR) Disclosure

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

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END

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November 25, 2020 11:15 ET (16:15 GMT)

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