TIDMIL0A
RNS Number : 0574L
Permanent TSB Group Holdings PLC
08 January 2021
PUBLICATION OF CIRCULAR CONVENING AN EXTRAORDINARY GENERAL
MEETING
Permanent TSB Group Holdings plc (the Company)
Permanent TSB Group Holdings PLC confirms that an Extraordinary
General Meeting (the EGM) of the Company will be held at 56-59 St.
Stephen's Green, Dublin 2, D02 H489, Ireland on 12 February 2021 at
11:00am.
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 Dublin and the London Stock Exchange
and remain eligible for continued admission to trading and listing
on those exchanges, which is crucial to the interests of the
Company and its shareholders as a whole.
The circular which includes the notice of the EGM (the Circular)
and a Form of Proxy will be posted to shareholders on the 11(th) of
January 2021. 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.
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, www.permanenttsbgroup.ie, 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. However, given current public health guidance in
respect of COVID-19, we would urge any shareholders who wish to
view the relevant documentation to do so via the Company's
website.
Public Health Guidelines and the EGM
The well-being of shareholders and employees is a primary
concern for the Directors. We are 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 appoint the chairman of the EGM
as a proxy by submitting a proxy form not less than 48 hours before
the time appointed for the EGM or any adjournment thereof, in order
to ensure they can exercise their vote and be represented at the
EGM 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:
-- by post to the Company's registrar, Link Registrars Limited,
P.O. Box 1110, Maynooth, Kildare, Ireland;
-- by hand to Link Registrars Limited, Level 2, Block C,
Maynooth Business Campus, Maynooth, Co.Kildare, W23 F854;
-- by fax to +353 (0)1 224 0700, provided it is received in legible form;
-- electronically by accessing www.signalshares.com; or
-- via the CREST System, where shares are held in CREST.
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
www.permanenttsbgroup.ie.
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.
Further information in relation to the EGM
In accordance with Irish Listing Rule 6.1.59 and UK Listing Rule
14.3.6, the Circular and the Articles of Association of the Company
in the proposed amended form will be submitted to the Irish Stock
Exchange t/a Euronext Dublin and the UK's National Storage
Mechanism and will be available for inspection at the following
locations:
Companies Announcement Office
Euronext Dublin
28 Anglesea Street
Dublin 2
Tel. no: + 353 1 617 4200
and at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Conor Ryan
Company Secretary
Permanent TSB Group Holdings plc
Important Note
Announcements relating to the EGM contain (or may contain)
certain forward-looking statements with respect to certain of the
Company's current expectations and projections about future events,
including Migration, and the Company's future financial condition
and performance. These statements, which sometimes use words such
as "aim", "anticipate", "believe", "may", "will", "should",
"intend", "plan", "assume", "estimate", "expect" (or the negative
thereof) and words of similar meaning, reflect the directors'
current beliefs and expectations and involve known and unknown
risks, uncertainties and assumptions, many of which are outside the
Company's control and difficult to predict (certain of which are
set out in the Circular with respect to Migration).
Due to such uncertainties and risks, readers are cautioned not
to place undue reliance on such forward-looking statements, which
speak only as of the date hereof. In light of these risks,
uncertainties and assumptions, the events described in the
forward-looking statements in this announcement may not occur. The
information contained in this announcement, including the
forward-looking statements, speaks only as of the date of this
announcement and is subject to change without notice and the
Company does not assume any responsibility or obligation to, and
does not intend to, update or revise publicly or review any of the
information contained herein save where indicated in the Circular,
whether as a result of new information, future events or otherwise,
except to the extent required by Euronext Dublin, the Central Bank
of Ireland, the UK Financial Conduct Authority, the London Stock
Exchange, the NASDAQ Stock Market, the U.S. Securities and Exchange
Commission or by
applicable law. The defined terms set out in Part 9 of the Circular have the same meaning herein.
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END
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