TIDMBSRT
RNS Number : 0770U
Baker Steel Resources Trust Ltd
24 July 2020
BAKER STEEL RESOURCES TRUST LIMITED
(Incorporated in Guernsey with registered number 51576 under the
provisions of The Companies (Guernsey) Law, 2008 as amended)
24(th) July 2020
BAKER STEEL RESOURCES TRUST LTD
(the "Company")
2020 Annual General Meeting
The Company has announced its Annual General Meeting will be
held on Friday 14(th) August 2020 at 10.00am.
Further details of the Company and its investments are available
on the Company's website www.bakersteelresourcestrust.com
Enquiries:
Baker Steel Resources Trust Limited +44 20 7389 8237
Francis Johnstone
Trevor Steel
Numis Securities Limited +44 20 7260 1000
David Benda (Corporate)
James Glass (sales)
HSBC Securities Services (Guernsey) Limited
Company Secretary + 44 (0)1481 717 852
BAKER STEEL RESOURCES TRuST Limited
( the "Company")
(incorporated in Guernsey with registered number: 51576)
NOTICE OF 2020 ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the 2020 Annual General Meeting of
the Company will be held at Arnold House, St Julian's Avenue, St
Peter Port, Guernsey, GY1 3NF on 14 August 2020 at 10am for the
purpose of considering and, if thought fit, passing the following
resolutions:
Ordinary Resolutions
1. That the financial statements of the Company for the year
ended 31 December 2019 and the reports of the Directors and the
auditors thereon be received and adopted.
2. That the reappointment of BDO Limited (the "Auditors") of P O
Box 180, Place du Pre, Rue du Pre, St Peter Port, Guernsey, GY1 3LL
as auditors of the Company for the year ending 31 December 2020, be
approved and ratified.
3. That Howard Myles, being eligible and offering himself for
re-election, be re-elected as a Director of the Company.
4. That Charles Hansard, being eligible and offering himself for
re-election, be re-elected as a Director of the Company.
5. That Clive Newall, being eligible and offering himself for
re-election, be re-elected as a Director of the Company.
6. That David Staples, being eligible and offering himself for
re-election, be re-elected as a Director of the Company.
7. That the Directors be and are hereby authorised to fix the
remuneration of the Auditors for the year ending 31 December
2020.
8. That the Directors be and are hereby authorised to fix their
remuneration for the year ending 31 December 2020 at a maximum
aggregate amount of GBP200,000.
Special Resolutions
9. That, without prejudice to Article 3(b) of the Articles of
Incorporation of the Company (the "Articles"), the Company
generally be and is hereby authorised for the purposes of section
315 of the Companies (Guernsey) Law, 2008, as amended (the
"Companies Law") to make market acquisitions (within the meaning of
section 316 of the Companies Law) of its Ordinary Shares for all
and any purposes, provided that:
(i) the maximum number of Ordinary Shares hereby authorised to
be purchased shall be 14.99% of the Ordinary Shares in issue at the
date of the passing of this Resolution 9;
(ii) the minimum price (exclusive of expenses) which may be paid
for an Ordinary Share in issue shall be GBP 0.01;
(iii) the maximum price (exclusive of expenses) which may be
paid for an Ordinary Share in issue shall not be more than the
higher of (i) 5% above the average mid-market values of the
Ordinary Shares as derived from the Official List of the London
Stock Exchange plc for the five business days immediately preceding
the date of the purchase; and (ii) the higher of the last
independent trade and the highest current independent bid for the
Ordinary Shares on the trading venue where the purchase is carried
out;
(iv) the authority hereby conferred shall expire at the
conclusion of the next Annual General Meeting of the Company or, if
earlier, on the expiry of 18 months from the passing of this
Resolution, unless such authority is renewed, varied or revoked
prior to such time save that the Company may, prior to such expiry,
enter into a contract to purchase any Ordinary Share in issue from
time to time under such authority which will or may be executed
wholly or partly after the expiration of such authority and may
make a purchase of such Ordinary Shares pursuant to any such
contract;
(v) the purchase price may be paid by the Company to the fullest
extent permitted by the Companies Law; and
(vi) any Ordinary Shares bought back by the Company may be held
in treasury in accordance with the Companies Law or be subsequently
cancelled by the Company.
10. That the Directors be and are hereby authorised to allot and
issue (or sell from treasury) up to 10,716,250 Ordinary Shares for
cash as if Article 5(b)(1) to 5(b)(8) of the Company's Articles did
not apply to such allotment, issue or sale, provided that any such
allotment, sale or issue shall be at a premium to the last
published Net Asset Value per Ordinary Share and provided further
this authority shall expire on 15 August 2021 or, if earlier, the
conclusion of the Company's next annual general meeting unless such
authority is renewed, varied or revoked by the Company in general
meeting prior to or on such date save that the Company may at any
time before such expiry make an offer or agreement which might
require Ordinary Shares to be allotted, issued or sold from
treasury after such expiry and the Directors may allot, issue or
sell from treasury Ordinary Shares after such expiry in pursuance
of any such offer or agreement as if the authority conferred hereby
had not has expired.
Dated 24 July 2020
By order of the Board
HSBC Securities Services (Guernsey) Limited
Company Secretary
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END
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