Publication of Circular and Notice of EGM (3702R)
November 02 2011 - 9:55AM
UK Regulatory
TIDMDIVA
RNS Number : 3702R
FRM Diversified Alpha Limited
02 November 2011
FRM DIVERSIFIED ALPHA LIMITED
(the "Company")
2 November 2011
PUBLICATION OF CIRCULAR AND NOTICE OF EXTRAORDINARY GENERAL
MEETING
Following the announcement made by the Company on 1 September
2011, and following discussions with the Company's Manager,
advisers and major shareholders, the Directors of the Company have
decided to recommend to Shareholders that the Company be placed
into liquidation. The Company has today published and posted a
Circular to its Shareholders including recommended Proposals for
the voluntary winding-up of the Company. The Proposals are subject
to Shareholder approval. The Circular also contains Notice of
Extraordinary General Meeting of the Company to be held at Royal
Chambers, PO Box 173, St Julian's Avenue, St Peter Port, Guernsey
GY1 4HG at 11.00a.m. on 5 December 2011.
At the Extraordinary General Meeting a special resolution will
be put to Shareholders to approve the following Proposals:
(a) that the Company make an application to the UKLA for the
cancellation of the listing of its Shares on the Official List and
an application to the LSE for the cancellation of the admission to
trading of its Shares on the LSE's Main Market for listed
securities;
(b) to appoint the Joint Liquidators and to place the Company into voluntary winding-up;
(c) that the remuneration of the Joint Liquidators be determined
by reference to the time properly given by them and their staff in
attending matters prior to and during the winding-up, subject
always to any prior agreement or quotation made between the Company
and the Joint Liquidators; and
(d) to resolve that the Company's books and records be held to
the order of the Joint Liquidators.
In contemplation of a potential liquidation, the Company has
appointed John Renouf as a Director for the purposes of providing
the Company with a serving director to comply with the Companies
(Guernsey) Law, 2008, as amended. Mr Renouf, who will not draw a
fee during his time of service as Director of the Company, is also
an employee and director of the Manager. Conditional upon the
special resolution being passed, David Warr, Geoffrey Marson and
Nigel de la Rue will resign as Directors of the Company. Provided
that the Joint Liquidators are appointed before 31 December 2011,
the Company will not be required to have an annual audit. The Joint
Liquidators will require the Company's auditors to perform some
agreed-upon procedures at the date of liquidation, but these will
not be as onerous as a full audit. This will maximise the
cost-effectiveness of the Proposals, more details of which are set
out in the Circular.
Expected Timetable
Latest time and date for receipt by 11.00 a.m. on 1 December 2011
of the Form of Proxy for the Extraordinary
General Meeting
Extraordinary General Meeting and, 11.00 a.m. 5 December 2011
if approved, the appointment of
the Joint Liquidators
Suspension of the listing of the 7.30 a.m. on 5 December 2011
Shares
Announcement of the result of the 5 December 2011
Extraordinary General Meeting
Closing of the Company's register 6.00 p.m. on 5 December 2011
and record date for participation
in liquidation distributions
Cancellation of the listing of 8.00 a.m. on 6 January 2012
the Shares
Unless otherwise defined, capitalised terms used in this
announcement will have the same meaning given to such terms in the
Circular.
Enquiries:
Financial Risk Management Limited
Lara Lavery 020 7968 6182
J.P. Morgan Cazenove
William Simmonds 020 7588 2828
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCUUVORAUAARAA
Frm Diversified (LSE:DIVA)
Historical Stock Chart
From Jun 2024 to Jul 2024
Frm Diversified (LSE:DIVA)
Historical Stock Chart
From Jul 2023 to Jul 2024