Lagan Capital PLC Notice of General Meeting (7926J)
10 Agosto 2012 - 3:00PM
UK Regulatory
TIDMLGN
RNS Number : 7926J
Lagan Capital PLC
10 August 2012
10 August 2012
LAGAN CAPITAL PLC
(the 'Company')
Notice of General Meeting
The Company announces that it is today sending a notice to
Shareholders to convene a General Meeting of the Company which is
to be held at 10.00 am on 28 August 2012 at the offices of
Northland Capital Partners Limited, 60 Gresham Street, London, EC2V
7BB.
On 5 April 2012, the Company announced that, following the
disposal of its investment in Ocuco Holdings Limited on 7 February
2011, it had been seeking further investment opportunities to fully
implement the Company's existing investing policy as set out when
the Company became an investing company under the AIM Rules. In
order to now fully implement its existing investing policy, the
Company is required to invest the sum of GBP560,000 by 29 August
2012 or otherwise have the trading of its shares on AIM cancelled.
In light of this, the Company is, subject to the passing of the
resolutions proposed in the notice, proposing to place a minimum of
56,000,000 new Ordinary Shares ("Placing") at a placing price of 1
pence in order to raise the requisite funds to enable the Company
to implement its existing investing policy.
As the proposed Placing exceeds the Directors' current
authorities to allot new Ordinary Shares, the Directors are
proposing the resolutions detailed below to enable them to allot
such number of new Ordinary Shares to complete the Placing.
The notice includes four resolutions as follows:
Resolution 1 - The adoption of a new investing policy to focus
on investments in the natural resources sector ("Proposed Investing
Policy"). Further details of the Proposed Investing Policy are set
out in Appendix II of the circular dated 10 August 2012
("Circular"). This resolution is proposed as an ordinary
resolution.
Resolution 2 - Authority for the Directors to allot relevant
securities up to an aggregate nominal amount of GBP3,000,000. The
authority will expire at the conclusion of the next annual general
meeting of the Company following the passing of this resolution.
This resolution is being proposed as an ordinary resolution.
Resolution 3 - This resolution seeks to dis-apply statutory
pre-emption rights to allow the Board to allot shares without
recourse to the Shareholders so that it can raise sufficient funds
to implement the Proposed Investing Policy and move quickly from
time to time as opportunities arise. This authority will expire at
the conclusion of the next annual general meeting of the Company
following the passing of this resolution. This resolution is
proposed as a special resolution.
Resolution 4 - It is proposed that new articles of association
("New Articles") be adopted by the Company to, amongst other
matters, remove the concept of authorised share capital which is no
longer required under the Companies Act 2006. A summary of the New
Articles is set out in Appendix 1 of the Circular. The adoption of
the New Articles is proposed as a special resolution.
In the event the proposed resolutions are passed it is proposed
that Michael Nosworthy and Stephen ("Steve") Roberts join the board
as executive chairman and non-executive director respectively.
Stephen Casey and Peter Holmes would then propose to step down as
directors of the Company following the passing of the proposed
resolutions at the General Meeting.
The Circular and the notice of General Meeting are available on
the Company's website: www.lagancapital.com.
For further information, please contact:
Lagan Capital
Peter Holmes Plc 07590 984 935
Stephen Casey Lagan Capital Plc 00353 8728 44790
Northland Capital
Luke Cairns/Matthew Johnson Partners 020 7796 8800
This information is provided by RNS
The company news service from the London Stock Exchange
END
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