Pires Investments PLC AGM & Proposed Amendment to Investing Policy (8775L)
11 Settembre 2019 - 8:01AM
UK Regulatory
TIDMPIRI
RNS Number : 8775L
Pires Investments PLC
11 September 2019
11 September 2019
Pires Investments plc
("Pires" or the "Company")
Notice of Annual General Meeting and Proposed Amendment to
Investing Policy
Pires Investments plc ("Pires" or the "Company") is pleased to
announce that a circular containing a Notice of Annual General
Meeting ("AGM"), including details of a proposed amendment to its
investing policy and accompanying proxy form for use by
shareholders, have been dispatched by post today and is now
available on the Company's website.
The AGM will be held at the offices of Cooley (UK) LLP,
Dashwood, 69 Old Broad Street, London EC2M 1QS on Thursday 3
October 2019 at 11.00 a.m.
The following resolutions are being put at the AGM:
1. That the Directors' and Auditor's reports and the accounts
for the year ended 31 October 2018 be received.
2. That Peter Redmond be re-elected as a director of the Company.
3. That PKF Littlejohn LLP be appointed as auditor of the
company to hold office from the conclusion of this AGM until the
conclusion of the next general meeting at which accounts are laid
before the Company.
4. That the Board be authorised to determine the auditor's remuneration.
5. That the amended Investing Policy be approved;
6. That the Directors be granted authority to allot shares in
the Company and to grant rights to subscribe for or to convert any
security into such shares up to an aggregate nominal amount of
GBP330,000; and
7. That approval be given for the dis-application of pre-emption
rights until the close of the next AGM.
Proposed Amendment to Investing Policy
On 2 September 2019, the Company announced that it would seek
shareholder approval for an amendment to its investing policy. The
Company's existing investing policy is principally focused on
opportunities in the resources and energy sectors. Building on the
Company's successful investments to date in these sectors, the
Board believes that it is in the best interests of shareholders to
amend the Company's investing policy to include the technology
sector, as it believes that this is an attractive sector for future
investment. The Directors are therefore seeking shareholder
approval for this amendment at the Company's AGM, following which
the Company's amended investing policy will be as follows:
The Company's Investing Policy is to invest principally, but not
exclusively, in the natural resources, and technology sectors. The
Company will consider investments in the United Kingdom, Ireland
and Europe more generally but will also consider investments in
wider geographical regions. The Company may be either an active
investor and acquire control of a single company or it may acquire
non-controlling shareholdings. Once a target has been identified,
additional funds may need to be raised by the Company to complete a
transaction.
The proposed investments to be made by the Company may be in
either quoted or unquoted securities made by direct acquisition and
may be in companies, partnerships, joint ventures or funds; or
direct interests in projects and can be at any stage of
development. The Company's equity interest in a proposed investment
may range from a minority position to 100 per cent. ownership.
The Company will identify and assess potential investment
targets and where it believes further specialist investigation is
required, it intends to appoint appropriately qualified advisers to
assist.
The Company proposes to carry out a comprehensive and thorough
project review process in which all material aspects of any
potential investment will be subject to due diligence, as
appropriate. It is likely that the Company's financial resources
will be invested in a small number of projects or investments or
potentially in an investment which may be deemed to be a reverse
takeover under the AIM Rules. Where this is the case, it is
intended to mitigate risk by undertaking an appropriate due
diligence process. Any transaction constituting a reverse takeover
under the AIM Rules will require shareholder approval. The
possibility of building a broader portfolio of investment assets
will also be considered.
The Company intends to deliver shareholder returns principally
through capital growth rather than capital distribution via
dividends. Given the nature of the Company's Investing Policy, the
Company does not intend to make regular periodic disclosures or
calculations of net asset value.
The Directors believe that their broad collective experience
together with their extensive network of contacts will assist them
in the identification, evaluation and funding of suitable
investment opportunities. When necessary, other external
professionals will be engaged to assist in the due diligence of
prospective opportunities. The Directors will also consider
appointing additional directors with relevant experience if the
need arises.
The objective of the Directors is to generate capital
appreciation and any income generated by the Company will in the
first instance be applied to cover costs or will be added to the
funds available to further implement the Investment Policy.
However, they may recommend or declare dividends at some future
date depending on the financial position of the Company.
This announcement contains inside information as stipulated
under the Market Abuse Regulations (EU) no. 596/2014 ("MAR").
For more information please contact:
Pires Investments plc: +44 20 3368 8961
Peter Redmond, Chairman
Nominated Advisor:
Cairn Financial Advisers LLP +44 20 7213 0880
Liam Murray
Tony Rawlinson
Broker:
Peterhouse Capital Limited +44 20 7469 0935
Duncan Vasey/Lucy Williams
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of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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