TIDMGWMO
RNS Number : 5322M
Great Western Mining Corp. plc
22 January 2021
GREAT WESTERN MINING CORPORATION PLC
("Great Western", "GWM" or the "Company")
NOTICE OF EXTRAORDINARY GENERAL MEETING
Great Western Mining Corporation PLC ("Great Western" or the
"Company"), announces that an Extraordinary General Meeting ("EGM")
of the Company will be held at Haresmead House, Foulkesmill,
Wexford, Ireland, on 17 February at 11 a.m. (the "EGM").
The business of the EGM will be to consider and, if thought fit,
approve certain resolutions relating to the replacement of CREST
with a system operated by Euroclear Bank SA/NV for the electronic
settlement of trading in the Company's ordinary shares (the
"Resolutions"). Approval of the Resolutions is necessary to ensure
the Company's shares can continue to be settled electronically when
they are traded on Euronext Growth Dublin and the AIM market of the
London Stock Exchange and remain eligible for continued admission
to trading on those exchanges.
Background to the EGM
As a consequence of Brexit, the settlement system relating to
trading in the Company's shares is required to change in accordance
with the Migration of Participating Securities Act 2019 ("Migration
Act"). The settlement system will move from CREST in London to
Euroclear Bank in Belgium ("Migration"). Migration is expected to
occur on 15 March 2021. Provided that the resolutions proposed for
the EGM are passed, the Company's shares will continue to trade on
AIM in London without interruption.
The Board is not aware of any practical alternative to Migration
and failure to migrate would remove the Company's access to
electronic trade settlement. This would seriously risk the
Company's ability to retain admission of its shares to trading on
AIM and, importantly, a market for its ordinary shares.
In accordance with the Migration Act, and unlike the
requirements of the Companies Act 2014, the quorum for this meeting
is at least three persons attending who hold shares in the Company
and voting participation by proxy or in person of at least
one-third of the issued capital. Therefore, the Board strongly
urges that all shareholders support the resolutions proposed for
the EGM by voting in favour of all the resolutions being proposed
at the EGM. In particular, if your shares are held on your behalf
in a nominee account of a stockbroking or online investment firm,
the Board strongly urges you to contact that firm immediately and
notify them that you wish to vote in favour of the Resolutions,
requesting them to submit a Proxy Form appointing the chairman of
the EGM to vote on your behalf. Failure to migrate could fatally
damage the Company's ability to retain its important stock exchange
listing and, importantly, a market for its Shares.
The circular which includes the notice of the EGM (the
"Circular") and a Form of Proxy will be posted to shareholders
today. The Circular, the Form of Proxy and copies of the documents
referred to in the Circular are available to view on the Company's
website, http://www.greatwesternmining.com/investor-relations , and
will be available for inspection during normal business hours on
any business day from the date of this letter until the EGM at the
registered office of the Company. The Board strongly urges
shareholders to review the contents of the Circular in their
entirety, including the documents referred to therein, and consider
the Board's recommendation to vote in favour of the
Resolutions.
Public Health Guidelines and the EGM
The well-being of Shareholders and the Company's personnel is a
primary concern for the Board. The Board is closely monitoring the
COVID-19 situation and will take all recommendations and applicable
law into account in the conduct of the EGM. There will likely be
very limited ability to attend the EGM in person and the Board
therefore strongly encourages Shareholders to submit their Form of
Proxy to ensure they can vote and be represented at the EGM. By
submitting a Form of Proxy appointing the chairman of the EGM
shareholders can ensure that their votes on the Resolutions are
cast in accordance with their wishes without attending in
person.
Proxy forms can be submitted in advance of the EGM by availing
of one of the options set out in the notice of the EGM:
1. by post to the Registrars of the Company, Computershare
Investor Services (Ireland) Limited, 3100 Lake Drive, Citywest
Business Campus, Dublin 24, D24 AK82, Ireland, so as to be received
in any case no later than 48 hours before the time appointed for
the EGM;
2. electronically by accessing www.eproxyappointment.com; or
3. via the CREST System, where shares are held in CREST,
transmission of CREST Proxy instructions must be done and
authenticated in accordance with Euroclear specifications as set
out in the CREST Manual and received by the Registrar under CREST
Participant ID 3RA50.
To facilitate shareholder communication, the EGM will be
broadcast by conference call. It is intended that the conference
call will commence at 11 a.m. on 17 February 2021. Shareholders can
access the call using the numbers below and the participation code
9286177:
-- Ireland: +353 (0)1 800 943 590
-- UK / International: +44 (0) 800 358 1650
If registered shareholders are unable to attend the meeting and
have questions they would like posed at the EGM, they can be
submitted by email to: greatwesternmining@walbrookpr.com] by 9.00
a.m. on 16 February 2021 and may be assured that all questions will
receive a response prior to the meeting.
The Company continues to monitor the impact of COVID-19 and any
relevant updates regarding the EGM, including any changes to the
arrangements outlined in the Circular, will be announced via a
Regulatory Information Service and will be available on
http://www.greatwesternmining.com/ .
In the event that it is not possible to hold the EGM either in
compliance with public health guidelines or applicable law or where
it is otherwise considered that proceeding with the EGM as planned
poses an unacceptable health and safety risk, the EGM may be
adjourned or postponed or relocated to a different time and/or
venue, in which case notification of such adjournment or
postponement or relocation will be given in accordance with
applicable law.
The defined terms set out in Part 9 of the Circular have the
same meaning herein.
For further information:
Great Western Mining Corporation PLC
Brian Hall, Chairman +44 207 933 8780
Max Williams, Finance Director +44 207 933 8780
Davy (NOMAD, Euronext Growth Adviser
& Joint Broker)
John Frain +353 1 679 6363
Novum Securities (Joint Broker)
Jon Belliss +44 207 399 9400
ETX Capital (Joint Broker)
Thomas Smith +44 207 392 1494
Walbrook PR (PR advisers)
Nick Rome/Nicholas Johnson +44 207 933 8783
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END
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