Crystal Amber Fund Limited Result of AGM and Directorate Change
November 22 2019 - 6:00AM
UK Regulatory
TIDMCRS
22 November 2019
Crystal Amber Fund Limited
(the "Company")
Results of Annual General Meeting and Directorate Change
The Company announces that at its Twelfth Annual General Meeting held earlier
today, all ordinary resolutions (Resolutions 1 to 10) set out in the Notice of
AGM dated 18 September 2019 (the "Notice") were duly passed.
At the same AGM noted above, the following Special Resolutions were also
passed:
Resolution 11
THAT the Directors of the Company be and are hereby empowered to exercise all
powers of the Company to allot, issue, grant rights to subscribe for, or to
convert any security into, shares in the Company up to the maximum permitted
under the London Stock Exchange's AIM market regulations, being up to 33% of
the issued share capital of the Company, which authority shall expire at the
conclusion of the next annual general meeting of the Company to be held in 2020
(unless previously varied, revoked or renewed by the Company in general
meeting) or, if earlier, at close of business on the date falling 18 months
from the passing of these resolutions, save that the Company may before such
expiry make an offer or agreement which grants rights to subscribe for or
allows the conversion of any security into ordinary shares or would or might
require shares to be allotted and issued after such expiry and the Board may
grant rights to subscribe for ordinary shares, consent any security into
ordinary shares, or allot and issue ordinary shares in pursuance of such an
offer or agreement as if the authority conferred hereby had not expired.
Resolution 12
THAT the Directors be and are hereby empowered, in accordance with the rights
contained in the Company's Articles of Incorporation, to allot and issue
ordinary shares wholly for cash and/or to sell ordinary shares from Treasury
wholly for cash, on a non pre-emptive basis, provided that this power shall be
limited to the allotment, issue or sale of up to the aggregate number of
ordinary shares of the Company that represent less than 10% of the number of
ordinary shares of the Company already admitted to trading on the London Stock
Exchange's AIM market for listed securities immediately following the passing
of this resolution and shall expire at the conclusion of the next annual
general meeting of the Company to be held in 2020, save that the Company may,
before such expiry, make an offer which would or might require ordinary shares
to be allotted, issued or sold after such expiry and the Directors may allot,
issue or sell ordinary shares in pursuance of such offer.
Resolution 13
THAT, conditional on Resolution 12 above having been passed, the Directors be
and are hereby empowered, in accordance with the rights contained in the
Company's Articles of Incorporation and in addition to and without prejudice to
the power granted by Resolution 12 above, to allot and issue ordinary shares
wholly for cash and/or to sell ordinary shares from Treasury wholly for cash,
on a non pre-emptive basis, provided that this power shall be limited to the
allotment, issue or sale of an additional number of ordinary shares of the
Company that, in aggregate, represent less than 10% of the number of ordinary
shares of the Company already admitted to trading on the London Stock
Exchange's AIM market for listed securities immediately following the passing
of this resolution and shall expire at the conclusion of the next annual
general meeting of the Company to be held in 2020, save that the Company may,
before such expiry, make an offer which would or might require ordinary shares
to be allotted, issued or sold after such expiry and the Directors may allot,
issue or sell ordinary shares in pursuance of such offer.
At the same AGM noted above, the following Extraordinary Resolution was not
passed:
Resolution 14
THAT the Company ceases to continue as constituted.
The breakdown of voting percentages for each resolution (on a total votes cast
basis) follows:
For Against
Resolution 1 99.99% 0.01%
Resolution 2 82.95% 17.05%
Resolution 3 82.96% 17.04%
Resolution 4 99.99% 0.01%
Resolution 5 99.99% 0.01%
Resolution 6 99.99% 0.01%
Resolution 7 99.99% 0.01%
Resolution 8 100% 0%
Resolution 9 100% 0%
Resolution 10 99.97% 0.03%
Resolution 11 100% 0%
Resolution 12 99.99% 0.01%
Resolution 13 96.06% 3.94%
Resolution 14 18.85% 81.12%
Discretionary votes received were voted in favour of a Resolution and are
counted in the proportion of votes 'for'. Votes withheld are not included as a
vote withheld is not a vote in Law and is not counted towards the proportion of
votes 'for' or 'against' a Resolution.
Directorate Change
Following the AGM, Mr Ward retired from the Board with immediate effect, as
notified in the Company's final results for the year ended 30 June 2019 which
were announced on 13 September 2019. The Company wishes to thank Mr Ward for
his contribution to the Board.
For further enquiries please contact:
Crystal Amber Fund Limited
Chris Waldron (Chairman)
Tel: 01481 742 742
Allenby Capital Limited - Nominated Adviser
David Worlidge/Liz Kirchner
Tel: 020 3328 5656
Winterflood Securities - Broker
Joe Winkley/Neil Langford
Tel: 020 3100 0160
Crystal Amber Advisers (UK) LLP - Investment Adviser
Richard Bernstein
Tel: 020 7478 9080
END
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