TIDMJPEL
RNS Number : 5913U
JPEL Private Equity Limited
26 November 2019
JPEL Private Equity Limited
Ground Floor
Cambridge House
Le Truchot, St Peter Port
Guernsey, GY1 1WD
www.jpelonline.com
JPEL ANNOUNCES RESULTS OF AGM
* * *
GUERNSEY, 26 NOVEMBER 2019
JPEL Private Equity Limited (the "Company") announces that at
the Annual General Meeting ("AGM") of the Company held on 25
November 2019, all resolutions put to shareholders at the AGM were
duly passed.
SUMMARY OF RESOLUTIONS PROPOSED AT AGM
SUMMARY OF RESOLUTIONS TO BE PROPOSED
The following summarises all of the resolutions the Company
sought approval for at the AGM.
Special Resolutions
1. To renew the Company's authority to make purchases of up to
15 per cent. of each class of its own issued Shares pursuant to any
proposed Tender Offer.
2. To renew the Company's general authority to make market
purchases of up to 14.99 per cent. of each class of its own issued
Shares.
Ordinary Resolutions
3. To approve and adopt the Annual Report and Financial
Statements of the Company for the year ended 30 June 2019.
4. To re-elect PricewaterhouseCoopers CI LLP as Auditors to the Company.
5. To re-authorise the Directors to determine the Auditors' remuneration.
6. To re-authorise and agree the remuneration of the Directors
in accordance with the Articles of Incorporation.
7. To re-elect Christopher P. Spencer as a non-executive,
independent director of the Company, who retires by rotation.
8. To re-elect John Loudon as a non-executive, independent
director of the Company, who retires by rotation.
9. To re-elect Anthony (Tony) Dalwood as a non-executive,
independent director of the Company, who retires by rotation.
10. To re-elect Sean Hurst as a non-executive, independent
director of the Company, who retires by rotation.
Below, please find a summary of all votes received for JPEL's
AGM:
Resolution In Favor % Items Discretion % Items Against % Items Withheld Items
----------- ------------ ------ ------ ----------- ------ ----------- ------ ------ --------- ------
1 101,287,098 100 17 0 0 0 0 0 0 0 0
2 101,182,064 99.9 17 0 0 0 105,034 0.1 1 0 0
3 101,287,098 100 17 0 0 0 0 0 0 0 0
4 101,287,098 100 17 0 0 0 0 0 0 0 0
5 101,287,098 100 17 0 0 0 0 0 0 0 0
6 101,287,098 100 17 0 0 0 0 0 0 0 0
7 89,219,252 88.09 16 0 0 0 12,067,846 11.91 1 0 0
8 73,211,200 72.28 15 0 0 0 28,075,898 27.72 4 0 0
9 101,287,098 100 17 0 0 0 0 0 0 0 0
10 101,287,098 100 17 0 0 0 0 0 0 0 0
----------- ------------ ------ ------ ----------- ------ ----------- ------ ------ --------- ------
The Board notes the outcome of the votes in relation to
Resolution 8 concerning the re-election of John Loudon.
Directors have no fixed tenure as the Board does not believe
that length of service on the Board necessarily impacts a
director's independence nor that it should disqualify a director
from seeking reappointment.
Consistent with the Company's Investment Strategy and Investment
Policy, the Manager is exploring the private equity secondary
market for legacy fund interests as well as liquidity options for
certain of the Company's portfolio companies. Given these ongoing
discussions, the Company and Board believe that maintaining all
existing members of the Board is preferable for the Company to
effect various liquidity options over the course of the 2020 fiscal
year. It remains the Board's intent to put those Board members who
have served longer than 9 years up for annual re-election on a
going forward basis. In addition, the Board takes into
consideration the AIC Code of Corporate Governance issued in
February 2019 ('AIC Code') (which adapts the UK Corporate
Governance Code to make it relevant for investment companies) and
its requirement to refresh the Board, while also aiming to balance
this with the need for some continuity and retention of
experience.
The Board will make every effort to engage with shareholders who
voted against this resolution to understand and discuss their
concerns and, in accordance with its obligations under the AIC
Code, the Company will provide an update following that engagement
with shareholders within the next six months and a final summary in
its next annual report].
* * *
About JPEL Private Equity Limited
JPEL Private Equity Limited is a Guernsey registered and
incorporated, London Stock Exchange-listed, closed-ended investment
company (LSE: JPEL) designed primarily to invest in the global
private equity market. The investment objective of the Company is
to achieve both short and long-term capital appreciation by
investing in a well-diversified portfolio of private equity fund
interests and by capitalising on the inefficiencies of the
secondary private equity market.
ENQUIRIES:
FCF JPEL Management LLC
JPELClientService@fortress.com
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END
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