Renew Holdings PLC Posting of Circular and Notice of General Meeting (5171E)
February 12 2018 - 2:00AM
UK Regulatory
TIDMRNWH
RNS Number : 5171E
Renew Holdings PLC
12 February 2018
Renew Holdings plc
("Renew" or the "Group")
Posting of Circular and Notice of General Meeting
Renew (AIM: RNWH), the Engineering Services Group supporting UK
infrastructure, announces that a circular (the "Circular")
containing a notice convening a General Meeting of the Company has
been posted to shareholders.
The General Meeting is to be held at the registered office of
the Company at Yew Trees, Main Street North, Aberford, West
Yorkshire LS25 3AA on 26 February 2018 at 4.00 p.m.
The Company held its annual general meeting on 31 January 2018
(the "2018 AGM"), at which all of the resolutions proposed were
duly passed. Since the 2018 AGM, it has come to the attention of
the Board that resolution 9, which was proposed and passed as a
special resolution at that meeting, was stated to expire at the end
of the 2018 AGM, that is, the meeting at which it was passed. In
addition, that resolution also only gave authority to allot shares,
or grant rights over shares, representing approximately five per
cent. of the Company's issued share capital, whereas it is
considered standard for that authority to be for an amount equal to
one third of the issued share capital. As such the Company does not
have in place any authority for the directors to allot shares, or
grant rights over shares. The directors consider it prudent, and
best practice, to have a 'standing' authority in place to allot
shares, or grant rights over shares, up to an amount equal to one
third of the Company's issued share capital.
Resolution 1 to be proposed at the General Meeting
Resolution 1, if passed, will grant the directors of the Company
authority to allot shares, or grant rights over shares, up to an
aggregate nominal amount of GBP2,086,382 (being approximately one
third of the Company's current issued share capital as at 6
February 2018 (being the latest practicable date prior to
publication of this document)). This authority, if granted, will
replace and be in substitution for all existing like authorities
(if any) and will expire at the conclusion of the Company's 2019
annual general meeting or on 30 April 2019, whichever is earlier.
The authority being sought is in line with the Share Capital
Management Guidelines issued by The Investment Association.
Resolution 2 to be proposed at the General Meeting
As resolution 10 passed at the 2018 AGM (disapplication of
pre-emption rights) refers back to the authority granted pursuant
to resolution 9 at that meeting (which, as noted above, has now
expired), the directors are also proposing Resolution 2 at the
General Meeting to give the directors some flexibility to raise
capital through a non-pre-emptive issues of shares.
Resolution 2, if passed, disapplies the statutory pre-emption
rights which would otherwise apply on an issue of shares for cash
and is limited to allotments in connection with rights issues, or
otherwise up to a maximum nominal amount of GBP312,957 (being
approximately five per cent. of the Company's current issued share
capital as at 6 February 2018 (being the latest practicable date
prior to publication of this document)). The power being sought is
in line with the Pre-emption Group's Statement of Principles. This
power, if granted, will replace and be in substitution for all
existing like powers and will expire at the conclusion of the
Company's 2019 annual general meeting or on 30 April 2019,
whichever is earlier.
The Circular provides more information on the Resolutions to be
put to the General Meeting and is available on the Company's
website at www.renewholdings.com.
Enquiries:
Renew Holdings plc Tel: 0113 281 4200
Paul Scott, Chief Executive
Sean Wyndham-Quin, Group
Finance Director
Numis Securities Limited Tel: 020 7260 1000
Stuart Skinner/ Kevin Cruickshank
(Nominated Adviser)
Michael Burke (Corporate
Broker)
Walbrook PR Tel: 020 7933 8780 or renew@walbrookpr.com
Paul McManus Mob: 07980 541 893
Lianne Cawthorne Mob: 07584 391 303
About Renew Holdings plc
Engineering Services, which accounts for over 80% of Group
revenue and 90% of operating profit, focuses on the key markets of
Energy (including Nuclear), Environmental and Infrastructure, which
are largely governed by regulation and benefit from
non-discretionary spend with long-term visibility of committed
funding.
Specialist Building focuses on the High Quality Residential
market in London and the Home Counties.
For more information please visit the Renew Holdings plc
website: www.renewholdings.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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