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 |
|