TIDMGUN
RNS Number : 9973C
Gunsynd PLC
28 February 2022
Gunsynd PLC
("Gunsynd" or the "Company")
Posting of Shareholder Circular and Notice of AGM
Gunsynd (AIM: GUN, AQSE: GUN) announces that it has today posted
a Circular to Shareholders ("the Circular") including proposed
amendments to its Investing Policy and Notice of Annual General
Meeting ("AGM").
The AGM will be held at 11:00 a.m. on 24 March 2022 at the
offices of Hill Dickinson LLP, 8(th) Floor, The Broadgate Tower, 20
Primrose Street, London, EC2A 2EW.
A copy of the Circular will be posted to shareholders today and
is available on the Company's website: http://www.gunsynd.com .
An extract from the Chairman's Letter in the Circular is set out
below.
All capitalised terms used throughout this announcement shall
have the meanings given to such terms in the Circular.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
The directors of Gunsynd accept responsibility for this
announcement.
For further information, please contact:
Gunsynd plc
Hamish Harris / Peter Ruse +44 (0) 78 7958 4153
Cairn Financial Advisers LLP
James Caithie / Liam Murray +44 (0) 20 7213 0880
Peterhouse Corporate Finance
Lucy Williams +44 (0) 20 7469 0936
Notice of Annual General Meeting
1. Introduction
I am writing to invite you to the Annual General Meeting of the
Company to be held at the offices of Hill Dickinson LLP, 8th Floor,
The Broadgate Tower, 20 Primrose Street, London, EC2A 2EW at 11:00
a.m. on 24 March 2022.
The Company is proposing to adopt the Updated Investing Policy.
Under the AIM Rules, Investing Companies are required to adopt an
investing policy that must be approved by shareholders.
2. Background to and reasons for the proposed amendment to the
Company's Existing Investing Policy
The Company's Existing Investing Policy was approved and adopted
by the Shareholders at the Company's Annual General Meeting held on
2 April 2020.
The Board believes that the Existing Investing Policy should be
extended to allow the Company to consider additional suitable
opportunities in the sports sector with the aim of creating
subsequent value for Shareholders. As such, the Board has resolved
to expand the Company's Existing Investing Policy in order to
potentially maximise shareholder value.
The proposed changes to the Existing Investing Policy (which is
subject to Shareholder approval at the Annual General Meeting)
affect only the first paragraph. Details of the proposed changes
are set out below (in strike-through or underlined):
Updated Investing Policy
"The Company's Investing Policy is to invest in and/or acquire
companies and/or projects within the natural resources sector, life
sciences sector (concentrating on but not being limited to,
plant-based nutrition and environmentally friendly alternatives to
food sources), and the alcohol beverage sector, (concentrating on
but not being limited to, ingredients used within the production of
such beverages including sugar cane, agave, and molasses) and the
sports sector (concentrating on, but not being limited to sports
technology and sports gambling) which the Board considers, in its
opinion, have potential for growth. The Company will consider
opportunities in all sectors as they arise if the Board considers
there is an opportunity to generate potential value for
Shareholders. The geographic focus will primarily be Europe,
Australia, the US and the Caribbean, however investments may also
be considered in other regions to the extent the Board considers
that potential value can be achieved."
The remainder of the Existing Investment Policy will remain
unchanged and form the remainder of the Updated Investment
Policy.
The Board considers the adoption of the Updated Investing Policy
to be in the best interests of the Company and its Shareholders as
a whole and accordingly, unanimously recommends Shareholders to
vote in favour of Resolution 6 to be proposed at the Annual General
Meeting.
3. Annual General Meeting
Set out at the end of this Document is the Notice of Annual
General Meeting convening the Annual General Meeting to be held at
11:00 a.m. on 24 March 2022 at the offices of Hill Dickinson LLP,
8th Floor, The Broadgate Tower, 20 Primrose Street, London, EC2A
2EW, at which the following Resolutions will be proposed:
Resolution 1 - Receiving and Considering the Accounts
This is an ordinary resolution to receive and consider the
financial statements of the Company for the period ended 31 July
2021 together with the report of the directors and the report of
the auditors thereon.
Resolution 2 - Re-appointment of Director
The Board recommends the re-election of Mr Peter Ruse. Since
being appointed to the board following the Company's last annual
general meeting, Mr. Ruse offers himself for re-appointment.
Resolution 3 - Appointment of Auditors
This Resolution seeks to authorise the appointment of PKF
Littlejohn LLP as auditors of the Company and to authorise the
Directors to determine their remuneration.
Resolution 4 - Directors' Authority to Allot Shares
This is an ordinary resolution to grant to the Directors the
authority to allot and issue shares and grant rights to subscribe
for shares in the Company for the purposes of Section 551 of the
Act up to the maximum aggregate nominal amount of GBP527,000
(representing 620,000,000 Ordinary Shares of 0.085 pence or
approximately 138% of the current issued ordinary share capital of
the Company). This Resolution replaces any existing authorities to
issue shares in the Company and the authority under this Resolution
will expire at the conclusion of the next annual general meeting of
the Company.
Resolution 5 - Disapplication of Pre-emption Rights
Resolution 5 proposes to dis-apply the statutory rights of
pre-emption in respect of the allotment of equity securities for
cash under Section 561(1) of the Act. This is a special resolution
authorising the Directors to issue equity securities as continuing
authority up to an aggregate nominal amount of GBP527,000
(representing 620,000,000 Ordinary Shares of 0.085 pence or
approximately 138% of the current issued ordinary share capital of
the Company) for cash on a non-pre-emptive basis pursuant to the
authority conferred by Resolution 4 above. The authority granted by
this Resolution will expire at the conclusion of next annual
general meeting of the Company.
Resolution 6 - Adoption of Updated Investing Policy
Resolution 6 will be proposed as an ordinary resolution, is to
authorise the adoption of the Updated Investing Policy.
This summary of the Resolution to be proposed at the Annual
General Meeting should be read in conjunction with the Resolution
set out in the Notice of Annual General Meeting at the end of this
Document.
4. Recommendation
The Board consider that the Resolutions set out in the Notice of
Annual General Meeting are in the best interests of the Company and
its Shareholders as a whole.
5. Action to be Taken
A Form of Proxy for use at the Annual General Meeting is
enclosed with this Document. The Form of Proxy should be completed
and signed in accordance with the instructions thereon and returned
to the Company at 78 Pall Mall, St. James', London, SW1Y 5ES as
soon as possible, but in any event so as to be received by no later
than 11:00 a.m. on 22 March 2022. The completion and return of a
Form of Proxy will not preclude Shareholders from attending the
Annual General Meeting and voting in person should they so
wish.
-ENDS-
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
MSCTPMRTMTJTMPT
(END) Dow Jones Newswires
February 28, 2022 02:40 ET (07:40 GMT)
Gunsynd (LSE:GUN)
Historical Stock Chart
From May 2024 to Jun 2024
Gunsynd (LSE:GUN)
Historical Stock Chart
From Jun 2023 to Jun 2024