Results of
Meetings
Invesco Markets III plc
16 November 2018
RNS ANNOUNCEMENT
Results of Meetings of Invesco Markets
III plc
Invesco Markets III Public Limited
Company (the “Company”) – Results of Scheme Meeting and
Extraordinary General Meeting in relation to a Scheme of
Arrangement in which it is proposed to change the share settlement
structure of the Company to centralise the settlement of
shares of all Sub-Funds of the Company within an
International Central Securities Depositary (“ICSD”) settlement
model (Resolutions approved).
16 November 2018
At the Scheme Meeting held at 32 Molesworth Street, Dublin 2 on 16 November
2018 at 10:15 am, the
resolution to approve the scheme of arrangement, as described in
the circular issued to shareholders of the Company dated
19 October 2018 (the
“Scheme”), was passed. This shareholder circular is
available on etf.invesco.com.
At the Extraordinary General Meeting of the Company held at 32
Molesworth Street, Dublin 2 on
16 November 2018 at 10:30 am, a resolution was passed to approve the
Scheme and to authorise the Company’s directors to take such action
as they deem necessary or appropriate to implement the
Scheme. A resolution to approve the adoption of new Articles
of Association of the Company (the “Articles”) with effect
from the effective date of the Scheme was also passed.
Following the passing of all of the resolutions mentioned above,
the implementation of the Scheme by the Company is conditional upon
approval of the Scheme by the Irish High Court and the issue of an
order of the High Court approving the Scheme (the “Court
Order”), the delivery of the Court Order to the Companies
Registration Office (the “CRO”) in Ireland and the registration of such Court
Order by the CRO. Subject to the above conditions being met,
the directors of the Company anticipate that the effective date for
implementing the Scheme will occur towards the end of the last
quarter of 2018 or in the first quarter of 2019, with the exact
date to be fixed by the High Court. This date (and any
changes or updates to the Scheme timetable) will be announced via
RNS/stock exchange announcement and will also be available on
etf.invesco.com.
Activity |
Anticipated Timeline (Subject to
Change) |
Announcement to the market on
whether the Scheme has been approved by the High Court and, if it
has, the effective date for implementing the Scheme |
December 2018 or once all High Court
hearings have taken place |
Effective Date of the Scheme |
On a date to be fixed by the High
Court, anticipated to be towards the end of the last quarter of
2018 or in the first quarter of 2019 |
Background to the proposal to change
the share settlement structure of the Company
The sub-funds of the Company are exchange traded funds and their
participating shares are listed on multiple stock exchanges across
Europe. Each exchange typically
operates its own central securities depositary (“CSD”) for
settlement functions. Trading and settling participating shares
under this structure involves moving the participating shares
between various CSDs, which is complex, costly and inefficient.
Currently the sub-funds of the Company do not use the ICSD
model, as listed below:
Sub-Fund Name |
IE ISIN |
Invesco Dynamic US Markets UCITS
ETF |
ISIN: IE00B23D9240 |
Invesco EQQQ NASDAQ-100 UCITS
ETF |
ISIN: IE00BFZXGZ54*; IE00BYVTMT69*;
IE0032077012; IE00BYVTMS52*; IE00BYVTMW98 |
Invesco EuroMTS Cash 3 Months UCITS
ETF |
ISIN: IE00B3BPCH51* |
Invesco EURO STOXX High Dividend Low
Volatility UCITS ETF |
ISIN: IE00BZ4BMM98 |
Invesco FTSE UK High Dividend Low
Volatility UCITS ETF |
ISIN: IE00BYYXBD20 |
Invesco FTSE Emerging Markets High
Dividend Low Volatility UCITS ETF |
ISIN: IE00BYYXBF44 |
Invesco FTSE RAFI All-World 3000
UCITS ETF |
ISIN: IE00B23LNQ02 |
Invesco FTSE RAFI Emerging Markets
UCITS ETF |
ISIN: IE00B23D9570 |
Invesco FTSE RAFI Europe Mid-Small
UCITS ETF |
ISIN: IE00B23D8Y98 |
Invesco FTSE RAFI Europe UCITS
ETF |
ISIN: IE00B23D8X81 |
Invesco FTSE RAFI UK 100 UCITS
ETF |
ISIN: IE00B23LNN70 |
Invesco FTSE RAFI US 1000 UCITS
ETF |
ISIN: IE00B23D8S39 |
Invesco Global Buyback
Achievers UCITS ETF |
ISIN: IE00BLSNMW37 |
Invesco S&P 500
High Dividend Low Volatility UCITS ETF |
ISIN: IE00BYVTMX06*
IE00BWTN6Y99 |
Invesco S&P 500
VEQTOR UCITS ETF |
ISIN: IE00BX8ZXS68 |
Invesco S&P 500 QVM
UCITS ETF |
ISIN: IE00BDZCKK11 |
Invesco US High Yield
Fallen Angels UCITS ETF |
ISIN: IE00BYVTMY13*; IE00BD0Q9673;
IE00BYVTMZ20*; IE00BYVTN047 |
*share class not admitted to trading on the London Stock
Exchange
The directors of the Company are of the view that the ICSD
settlement model provides a more streamlined centralised settlement
structure, which they expect will result in improved liquidity and
spreads for investors, and will reduce risk in the settlement
process.
Converting the sub-funds of the Company to the ICSD model will
also bring all of the Company’s sub-funds into one consistent
settlement structure which is expected to make navigating the
settlement structures for the sub-funds more straightforward.
Background to proposed adoption of new
Articles of Association of the Company
The new Articles incorporate a small number of amendments to the
existing Articles in order to facilitate the adoption of the ICSD
settlement model, including, in particular, amendments to enable
the common depositary’s nominee, when it becomes the sole
registered shareholder of the Company following effectiveness of
the Scheme and adoption of the ICSD settlement model, to form a
quorum (by itself) for class and general meetings of the
Company. In effect, the new Articles enable the common
depositary’s nominee to vote shares registered in its name at class
or general meetings (the quorum required would otherwise be two
shareholders entitled to vote).
Further enquiries – please contact:
Invesco:
+44 2033701184
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