Maven Income & Growth VCT 4 PLC Restults of General Meeting and Class Meetings (9122A)
26 Marzo 2013 - 3:04PM
UK Regulatory
TIDMMAV4 TIDMMAVS
RNS Number : 9122A
Maven Income & Growth VCT 4 PLC
26 March 2013
Maven Income and Growth VCT 4 PLC
Results of Shareholder Meetings and Share Capital
Consolidation
26 March 2013
This announcement is made by Maven Income and Growth VCT 4 PLC
("the Company") in connection with (i) the proposed consolidation
of its share capital ("Share Consolidation") and (ii) the proposed
merger of the Company with Ortus VCT PLC ("Ortus"), which will be
completed pursuant to a scheme of reconstruction under Section 110
of the Insolvency Act 1986 whereby Ortus will transfer all of its
assets and liabilities to the Company in consideration of shares
being issued by the Company ("the Scheme"), details of which were
contained in the Company's circular to shareholders ("Circular")
and prospectus ("Prospectus") both dated 1 March 2013.
Results of the General Meeting and Class Meetings
The Board is pleased to announce that at the general meeting and
class meetings of the Company held on 26 March 2013, the
resolutions proposed in connection with the Share Consolidation and
the Scheme and other matters, as set out in the Circular, were duly
passed on a show of hands.
Details of the resolutions passed at the general meeting are as
follows:
-- Resolution 1 to: (i) authorise the directors to allot shares
pursuant to the share consolidation; (ii) redesignate each S
ordinary share of 10p each ("S Shares") as an ordinary share of 10p
each ("Ordinary Shares") and (iii) amend the articles of
association of the Company to remove any reference to S Shares as a
separate class of shares - 97.59% of proxy votes received being in
favour (or at the chairman's discretion);
-- Resolution 2 to: (i) approve the acquisition of all of the
assets and liabilities of Ortus VCT PLC; (ii) amend the articles of
association of the Company to provide for the rights attaching to,
and the conversion of, C ordinary shares; (iii) authorise the
directors to allot shares pursuant to the Scheme and (iv) authorise
the buyback of deferred shares- 96.49% of proxy votes received
being in favour (or at the chairman's discretion);
-- Resolution 3 to approve a change to the investment policy as
detailed in Part V of the Circular - 98.91% of proxy votes received
being in favour (or at the chairman's discretion);
-- Resolution 4 to: (i) authorise the directors to allot shares;
(ii) disapply pre-emption rights and (iii) authorise the Company to
make market purchases of shares - 98.74% of proxy votes received
being in favour (or at the chairman's discretion);
-- Resolution 5 to: (i) authorise the cancellation of the amount
standing to the credit of the share premium account as at the date
an order is made the court and (ii) authorise the cancellation of
the amount standing to the credit of the capital redemption reserve
as at the date an order is made the court - 100% of proxy votes
received being in favour (or at the chairman's discretion).
The resolutions passed at the Ordinary Share class meeting
approved the passing of Resolution 1 and 2 at the general meeting
and sanction any modification of the rights of the Ordinary Shares
resulting therefrom - 97.06% and 97.06% of proxy votes received
being in favour (or at the chairman's discretion),
respectively.
The resolutions passed at the S Share class meeting approved the
passing of Resolution 1 and 2 at the general meeting and sanction
any modification of the rights of the S Shares resulting therefrom
- 81.80% and 81.80% of proxy votes received being in favour (or at
the chairman's discretion), respectively.
A copy of the resolutions passed at the meetings will shortly be
available for inspection on both the Company's website
(www.mavencp.com) as well as at the National Storage Mechanism
(www.morningstar.co.uk/uk/NSM).
Share Consolidation
Pursuant to the Share Consolidation, 804,028new S Shares have
been issued today to the holders of S Shares on the Company's
register on 25 March 2013 (this being the record date for the Share
Consolidation). Application has been made to the UK Listing
Authority for such shares to be admitted to the premium segment of
the Official List, which is expected to take place on 27 March
2013.
Pursuant to Resolution 1 which was passed at the general
meeting, immediately following the admission of such new S Shares
to the Official List, all the S Shares then in issue in the capital
of the Company will be redesignated as Ordinary Shares on a ratio
of one to one. As a result, following completion of the Share
Consolidation, holders of S Shares will hold 1.1528 Ordinary Shares
for every S Share held on the record date for the Share
Consolidation.
Applications will be made to the UK Listing Authority and London
Stock Exchange in connection with the listing and admission of the
new Ordinary Shares resulting from the Share Consolidation (and
cancellation of the S Shares listing) which is expected to take
effect on 28 March 2013. CREST accounts of shareholders who hold
their Shares in CREST are expected to be updated and re-credited by
28 March 2013, with replacement share certificates dispatched to
those who hold their share in certificated form expected to take
place on 10 April 2013.
Following completion of the Share Consolidation, 15,225,880
Shares will be in issue. Therefore, the total number of voting
rights in the Company will be 15,225,880, which may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
change to their interest in, the Company under the FSA's Disclosure
and Transparency Rules.
For further enquiries please contact:
Maven Capital Partners UK LLP
0141 306 7400
enquries@mavencp.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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