TruFin PLC Result of AGM (1657B)
June 08 2021 - 5:14AM
UK Regulatory
TIDMTRU
RNS Number : 1657B
TruFin PLC
08 June 2021
TruFin plc
("TruFin" or the "Company" or together with its subsidiaries
"TruFin Group")
8 June 2021
ANNOUNCEMENT OF ANNUAL GENERAL MEETING RESULTS
TruFin is pleased to announce that its fourth Annual General
Meeting ("AGM") was held today.
Ordinary resolutions 1-9 and special resolutions 10-11 as
proposed in the Notice of AGM were duly passed.
The votes received in respect of the resolutions were as
follows:
For Against Withheld
Annual General Meeting Resolutions
numbered and with defined terms
as per the Notice of Meeting Number % Number % Number
----------- -------- ---------- ------ ---------
To receive the reports of
the Directors and the Auditors
and the audited accounts for
the financial year ended 31
01 December 2020. 44,319,549 91.90% 3,906,328 8.10% 811,754
---------------------------------------- ----------- -------- ---------- ------ ---------
To re-elect James van den
Bergh as a Director of the
02 Company. 49,037,189 100.00% 0 0.00% 442
---------------------------------------- ----------- -------- ---------- ------ ---------
To re-elect Steve Baldwin
03 as a Director of the Company. 45,883,299 93.57% 3,153,890 6.43% 442
---------------------------------------- ----------- -------- ---------- ------ ---------
To re-elect Penny Judd as
04 a Director of the Company. 49,037,189 100.00% 0 0.00% 442
---------------------------------------- ----------- -------- ---------- ------ ---------
To re-elect Paul Dentskevich
05 as a Director of the Company. 49,037,189 100.00% 0 0.00% 442
---------------------------------------- ----------- -------- ---------- ------ ---------
To re-elect Stephen Greene
06 as a Director of the Company. 49,037,189 100.00% 0 0.00% 442
---------------------------------------- ----------- -------- ---------- ------ ---------
To re-appoint Crowe U.K. LLP
as Auditors of the Company
to hold office until the conclusion
of the next general meeting
of the Company at which accounts
07 are laid. 49,022,313 100.00% 0 0.00% 15,318
---------------------------------------- ----------- -------- ---------- ------ ---------
To authorise the directors
to determine the remuneration
08 of the Auditors. 49,035,827 100.00% 0 0.00% 1,804
---------------------------------------- ----------- -------- ---------- ------ ---------
The directors of the Company
be authorised for the purposes
of the articles of association
of the Company (the "Articles")
to allot (with or without
confirming rights of renunciation),
grant options over or otherwise
deal in any unissued shares
of the Company (whether for
cash or non-cash consideration)
on such terms and conditions
as they may in their discretion
think fit up to an aggregate
maximum of 26,940,735 ordinary
shares of GBP0.91 each in
the capital of the Company
("Ordinary Shares") such authority
to expire at the earlier of
the conclusion of the next
annual general meeting of
the Company or at close of
business on 8 September 2022
(unless previously renewed,
varied or revoked by the Company
09 prior to or on that date). 49,022,313 100.00% 0 0.00% 15,318
---------------------------------------- ----------- -------- ---------- ------ ---------
The directors of the Company
are empowered to allot equity
securities pursuant to the
Articles as if Article 3 (pre-emption
rights) of the Articles did
not apply to such allotment,
such power being limited to:
(a) the allotment of equity
securities in connection with
an issue or offering in favour
of holders of equity securities
and any other persons entitled
to participate in such issue
or offering where the equity
securities respectively attributable
to the interests of such holders
and persons are proportionate
(as nearly as may be) to the
respective number of equity
securities held by or deemed
to be held by them on the
record date of such allotment,
subject only to such exclusions
or other arrangements as the
directors may consider necessary
or expedient; and
(b) otherwise than pursuant
to (a), the allotment of equity
securities up to an aggregate
maximum of 8,082,220 Ordinary
Shares,
such power to expire at the
earlier of the conclusion
of the next annual general
meeting of the Company or
at close of business on 8
September 2022 (unless previously
renewed, varied or revoked
by the Company prior to or
10 on that date). 49,022,313 99.97% 15,318 0.03% 0
---------------------------------------- ----------- -------- ---------- ------ ---------
That the Company be generally
and unconditionally authorised
to purchase in accordance
with Article 57 of the Companies
(Jersey) Law 1991 ("the Law")
Ordinary Shares provided that
(a) the maximum number of
Ordinary Shares hereby authorised
to be acquired is 8,082,220
(being 10% of the Ordinary
Shares in issue as at the
date of this resolution);
(b) the minimum price which
may be paid for each Ordinary
Shares is nil;
(c) the maximum price which
may be paid for each Ordinary
Share is an amount equal to
105% of the average of the
middle market quotations for
an Ordinary Share as derived
from the London Stock Exchange
for the five business days
immediately preceding the
day on which such share is
contracted to be purchased;
(d) unless previously renewed,
varied or revoked by the Company
in a general meeting, the
authority hereby conferred
shall expire at close of business
on 8 September 2022 or, if
earlier, on the date of the
next annual general meeting
of the Company;
(e) the Company may make a
contract to purchase its Ordinary
Shares under the authority
hereby conferred prior to
the expiry of such authority,
which contract will or may
be executed wholly or partly
after the expiry of such authority,
and may purchase its Ordinary
Shares in pursuance of any
such contract;
(f) the Directors provide
a statement of solvency in
accordance with Articles 55
and 57 of the Law; and
(g) such shares are acquired
for cancellation or to be
held as treasury shares in
accordance with Article 58A
11 of the Law. 49,037,631 100.00% 0 0.00% 0
---------------------------------------- ----------- -------- ---------- ------ ---------
Resolutions 10 and 11 were proposed as special resolutions.
A "vote withheld" is not a vote in law and is not counted in the
calculation of the proportion of the votes against the
resolution.
For further information, please contact:
TruFin plc
James van den Bergh, Chief Executive Officer 0203 743 1340
Kam Bansil, Investor Relations 07779 229508
Liberum Capital Limited (NOMAD and Broker)
Chris Clarke
Louis Davies 0203 100 2000
About TruFin plc:
TruFin plc is the holding company for an operating group of
companies that are niche lenders and early payment providers.
TruFin Group combines the benefits of both the traditional
relationship banking model and developments in the fintech sector.
The Company was admitted to AIM in February 2018 and trades under
the ticker symbol: TRU. More information is available on the
Company website www.TruFin.com
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END
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