Result of EGM
17 Agosto 2010 - 2:19PM
UK Regulatory
TIDMIBB
RNS Number : 2033R
Islamic Bank of Britain Plc
17 August 2010
Islamic Bank of Britain plc
("IBB" or "the Company" or "the
Bank")
Results of General Meeting
On 27 July 2010 the Company announced the proposal to raise GBP20 million before
expenses by way of a placing of 2,000,000,000 new ordinary shares ("New Ordinary
Shares" or "Placing Shares") at 1 pence ("the Issue Price") per Placing Share
("the Placing").
The Company is pleased to announce that all the resolutions, as set out in the
circular to shareholders dated 27 July 2010 ("the Circular"), proposed at the
General Meeting of the Company held today at 10.00 am were duly passed by
Shareholders. Further details of the results of the General Meeting are set out
in the Appendix below.
Further, all the other conditions of the Placing as set out in Section 6 of Part
1 of the Circular (other than the conditions relating to Admission) have now
been satisfied in accordance with the terms of the Placing Letter and QIIB has
undertaken to procure the remittance of the subscription monies for the Placing
Shares to the Company's bank account by no later than close of business today in
accordance with the terms of the Placing Letter.
It is expected that Admission will become effective and trading in the
2,000,000,000 New Ordinary Shares will commence on AIM at 8.00 am on 18 August
2010.
The New Ordinary Shares will, when allotted and fully paid, rank equally in all
respects with the Ordinary Shares, including the right to receive any dividend
or other distribution declared, made or paid after the date of their
unconditional allotment.
Following Admission of the New Ordinary Shares the total number of Ordinary
Shares in issue on Admission will be 2,546,470,000 with each share carrying the
right to one vote.
Details of the percentage of the Enlarged Issued Ordinary Share Capital of the
Concert Party immediately following completion of the Placing are set out below:
+---------------------------+---------------------------+-----------------------------+
| Concert Party | Total number of Ordinary | Total Ordinary Shares as a |
| | Shares on Admission | % of Enlarged Issued |
| | | Ordinary Share Capital |
+---------------------------+---------------------------+-----------------------------+
| QIIB | 2,061,299,155 | 80.95% |
+---------------------------+---------------------------+-----------------------------+
| QIIC | 20,657,972 | 0.81% |
+---------------------------+---------------------------+-----------------------------+
| Sheikh Thani | 163,869,619 | 6.44% |
+---------------------------+---------------------------+-----------------------------+
| Mohsen Moustafa | 100,000 | * |
+---------------------------+---------------------------+-----------------------------+
| Total | 2,245,926,746 | 88.20% |
+---------------------------+---------------------------+-----------------------------+
* less than 0.00%
Terms used in this Announcement have the same meaning as those defined in the
Circular.
For further information please contact:
Islamic Bank of Britain plc
Gerry Deegan, Managing Director - 0121 452 7300
Ernst & Young LLP (Financial Advisor)
Tim Medak, Mark Harrison, Ian
Cosgrove, Jo Royden-Turner - 0207 951 2000
Grant Thornton Corporate Finance (Nominated Advisor)
Gerald Beaney, Salmaan
Khawaja - 0207 383 5100
APPENDIX
General Meeting
At the General Meeting, Resolutions numbered 1 and 2 were duly passed as
Ordinary Resolutions and Resolutions numbered 3 and 4 were duly passed as
Special Resolutions. All the Resolutions were taken on a poll. Resolution 2
was taken on a poll of Independent Shareholders as required by the Takeover
Code.
Details of the votes cast in respect of the Ordinary Resolutions and the Special
Resolutions were as follows:
Ordinary Resolutions
1. To authorise the directors to allot shares under section 551 of the
Companies Act 2006 up to an aggregate nominal amount of
GBP28,488,233.
Details of the votes cast in respect of Ordinary Resolution numbered 1 which was
held on a poll vote are as follows:
+---------------------------+---------------------------+---------------------------+
| | Number of | Percentage of |
| | Ordinary Shares | Ordinary Shares |
| | voted | voted (%) |
+---------------------------+---------------------------+---------------------------+
| FOR | 320,176,725 | 99.98% |
+---------------------------+---------------------------+---------------------------+
| AGAINST | 62,974 | 0.02% |
+---------------------------+---------------------------+---------------------------+
| VOTE WITHHELD | nil | N/A |
+---------------------------+---------------------------+---------------------------+
2. Approval of the Rule 9 Waiver.
Details of the votes cast in respect of Ordinary Resolution numbered 2 which was
held on a poll vote of Independent Shareholders are as follows:
+--------------------+--------------------+--------------------+--------------------+
| | Number of | Percentage of | Number of |
| | Ordinary | Ordinary Shares | Ordinary Shares |
| | Shares voted | voted (%) | voted as a |
| | | | percentage of the |
| | | | total number of |
| | | | issued Ordinary |
| | | | Shares held by |
| | | | Independent |
| | | | Shareholders |
+--------------------+--------------------+--------------------+--------------------+
| FOR | 74,247,779 | 99.92% | 24.70% |
+--------------------+--------------------+--------------------+--------------------+
| AGAINST | 60,354 | 0.08% | 0.02% |
+--------------------+--------------------+--------------------+--------------------+
| VOTE WITHHELD | 4,820 | N/A | N/A |
+--------------------+--------------------+--------------------+--------------------+
Special Resolutions
3. To delete all provisions of the Company's memorandum of association
now treated as provisions of the Company's articles of association and make
certain further required consequential changes to the Company's articles of
association.
Details of the votes cast in respect of Special Resolution numbered 3 which was
held on a poll vote are as follows:
+---------------------------+---------------------------+---------------------------+
| | Number of | Percentage of |
| | Ordinary Shares | Ordinary Shares |
| | voted | voted (%) |
+---------------------------+---------------------------+---------------------------+
| FOR | 320,176,703 | 99.98% |
+---------------------------+---------------------------+---------------------------+
| AGAINST | 60,854 | 0.02% |
+---------------------------+---------------------------+---------------------------+
| VOTE WITHHELD | 16,142 | N/A |
+---------------------------+---------------------------+---------------------------+
4. To authorise the directors to disapply the statutory pre-emption
rights in connection with the allotment of equity securities for cash pursuant
to section 570 of the Companies Act 2006 up to an aggregate nominal amount of
GBP21,273,235.
Details of the votes cast in respect of Special Resolution numbered 4 which was
held on a poll vote are as follows:
+---------------------------+---------------------------+---------------------------+
| | Number of | Percentage of |
| | Ordinary Shares | Ordinary Shares |
| | voted | voted (%) |
+---------------------------+---------------------------+---------------------------+
| FOR | 320,174,525 | 99.98% |
+---------------------------+---------------------------+---------------------------+
| AGAINST | 65,174 | 0.02% |
+---------------------------+---------------------------+---------------------------+
| VOTE WITHHELD | Nil | N/A |
+---------------------------+---------------------------+---------------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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