Pembroke VCT PLC Result of General Meeting (2330B)
January 08 2018 - 6:19AM
UK Regulatory
TIDMPEMV
RNS Number : 2330B
Pembroke VCT PLC
08 January 2018
Pembroke VCT plc
Results of General Meeting
At a General Meeting of Pembroke VCT plc (the "Company") held on
Monday 8 January 2018 at 11.00am, the following resolutions were
duly passed:
Ordinary Resolutions
1. THAT, in addition to any existing authorities, in accordance
with section 551 of the Companies Act 2006 (the "Act"), the
Directors be generally and unconditionally authorised to exercise
all the powers of the Company to allot and grant rights to
subscribe for or to convert any security into:
a. B ordinary shares of 1p each in the capital of the Company
("B Ordinary Shares") up to an aggregate nominal amount of
GBP300,000 in connection with offer(s) for subscription;
b. ordinary shares of 1p each in the capital of the Company
("Ordinary Shares") for cash up to an aggregate nominal amount
representing 20% of the issued Ordinary Share capital from time to
time;
c. B Ordinary Shares in the capital of the Company for cash and
otherwise than pursuant to sub-paragraph a. above, up to an
aggregate nominal amount representing 20% of the issued B Ordinary
Share capital from time to time; and
THAT, in connection with the use of the authority, the Directors
may pay commission(s) including in the form of fully or partly paid
shares in accordance with article 9 of the Articles; and provided
that this authority shall, unless renewed, extended, varied or
revoked by the Company, expire on 7 April 2019 save that the
Company may, before such expiry, make offers or agreements which
would or might require Ordinary Shares or B Ordinary Shares to be
allotted and the Directors may allot Ordinary Shares or B Ordinary
Shares in pursuance of such offers or agreements notwithstanding
that the authority conferred by this resolution has expired.
Special Resolutions
2. THAT, in accordance with section 570(1) of the Act, the
Directors be and are hereby given power to allot or make offers or
agreements to allot equity securities (as defined in section 560 of
the Act) for cash pursuant to the authorities conferred by
Resolution 1 above as if section 561 of the Act did not apply to
any such allotment, and so that:
a. reference to the allotment in this resolution shall be
construed with section 560 of the Act, and
b. the power conferred by this resolution shall enable the
Company to make offers or agreements before the expiry of the said
power which would or might require equity securities to be allotted
after the expiry of the said power and the Directors may allot
equity securities in pursuance of such offers or agreements
notwithstanding the expiry of such power.
3. THAT, subject to the approval of the High Court of Justice,
the amount standing to the credit of the share premium account of
the Company, at the date the court order is made confirming such
cancellation, be and is hereby cancelled.
Proxy votes cast were as follows:
Resolution For Against Vote
Withheld
--------------------------------------- ------- ------- ---------
To authorise the allotment
and issue of further B Ordinary
1 Shares and Ordinary Shares. 368,884 nil nil
------------------------------------ ------- ------- ---------
To disapply pre-emption rights
in relation to the above allotments
2 and issues. 359,550 9,334 nil
------------------------------------ ------- ------- ---------
To cancel the share premium
3 account. 368,884 nil nil
------------------------------------ ------- ------- ---------
For further information, please contact:
Pembroke VCT plc
+44 20 7766 6900
Peter Dubens
Cornerstone Communications
+44 7917 080 365
Richard Acworth
Oakley Investment Managers LLP (Manager)
+44 20 7766 6900
Andrew Wolfson / Simon Male
The City Partnership (UK) Limited (Company Secretary)
+44 131 510 7465
Doreen Nic
This information is provided by RNS
The company news service from the London Stock Exchange
END
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