Edge Perf.c Regulatory News (EDGC)



Regulatory News for Edge Perf.c (EDGC)


Share Price: 31.50Bid: 30.00Ask: 33.00Change: 0.00 (0.00%)No Movement on Edge Perf.c
Spread: 3.00Spread as %: 10.00%Open: 31.50High: 34.31Low: 34.31Yesterday’s Close: 31.50





Result of AGM

Mon, 6th Aug 2012 14:05

RNS Number : 3861J
Edge Performance VCT PLC
06 August 2012
 

Edge Performance VCT plc

(Company number 5558025)

 

Notice of Resolutions Passed

 

The Company gives notice that at the Annual General Meeting of Edge Performance VCT plc (the "Company") held on 6 August 2012, the following resolutions were duly passed:

 

Ordinary Resolutions

 

1. To approve the Directors' and the Independent Auditor's Reports and the Company's financial statements for the year ended 29 February 2012.

 

2. To approve (i) a final dividend of 7p per D share, such dividend to be paid on 8 November 2012 to all D shareholders on the Company's register of members as at close of business on 26 October 2012, (ii) a final dividend of 7p per E share, such dividend to be paid on 8 November 2012 to all E shareholders on the Company's register of members as at close of business on 26 October 2012, (iii) a final dividend of 7p per F share, such dividend to be paid on 8 November 2012 to all F shareholders on the Company's register of members as at close of business on 26 October 2012 and (iv) a final dividend of 7p per G share, such dividend to be paid on 8 November 2012 to all G shareholders on the Company's register of members as at close of business on 26 October 2012.

 

3. To approve the Directors' Remuneration Report for the year ended 29 February 2012.

 

4. To re-elect Sir Robin Miller, who retires pursuant to article 111 of the Company's Articles of Association (the "Articles") and, being eligible, offers himself for re-election.

 

5. To re-elect David Glick pursuant to Listing Rule 15.2.13A.

 

6. To appoint Lord Flight as a director of the Company pursuant to article 117 of the Articles.

 

7. To appoint Grant Thornton LLP as auditor of the Company, to hold office until the conclusion of the next general meeting at which accounts are laid before the Company.

 

8. To authorise the Directors to determine the remuneration of the auditor.

 

9. That in addition to any existing authority (to the extent unused) the Directors be and are hereby generally and unconditionally authorised in accordance with Section 551 of the Companies Act 2006 ("the Act") to exercise all the powers of the Company to allot shares in the capital of the Company and to grant rights to subscribe for or convert any security into shares in the Company ("Rights"):

(i) in connection with the conversion of shares in the capital of the Company in accordance with the Articles, up to an aggregate nominal amount of £2,750,000, representing approximately 25 per cent of the issued share capital of the Company as at the date of this Resolution: and

(ii) (in any instance other than as described in paragraph (i) above) up to an aggregate nominal amount of £550,000, representing approximately 5 per cent of the issued share capital of the Company as at the date of this Resolution;

provided that the authority conferred by this Resolution shall expire at the conclusion of the annual general meeting of the Company to be held in 2013 or, if later, on the date which is 15 months after the date on which this Resolution is passed (unless the authority is previously revoked, varied or extended by the Company in general meeting) but so that this authority shall allow the Company to make before the expiry of this authority offers or agreements which would or might require shares to be allotted or Rights to be granted after such expiry.

 

Special Resolutions

10. That in addition to any existing power (to the extent unused) the Directors be and are hereby empowered pursuant to Section 570 of the Act during the period commencing on the passing of this Resolution and expiring at the conclusion of the Company's 2013 annual general meeting, or on the expiry of 15 months from the date of the passing of this Resolution, whichever is the later (unless previously revoked, varied or extended by the Company in general meeting pursuant to Section 570 of the Act) to allot equity securities (as defined in Section 560(1) and 560(2) of the Act) for cash pursuant to the authority given in accordance with Section 551 of the Act, pursuant to Resolution 9 above, as if Section 561(1) of the Act did not apply to any such allotment up to an aggregate nominal amount of £550,000, representing approximately 5 per cent of the issued share capital of the Company as at the date of this Resolution, but so that this authority shall allow the Company to make offers or agreements before the expiry and the Directors may allot equity securities in pursuance of such offers or agreements as if the powers conferred hereby had not so expired.

 

This power applies in relation to a sale of shares which is an allotment of equity securities by virtue of Section 560(3) of the Act as if in the first paragraph of this Resolution the words "pursuant to the authority given in accordance with Section 551 of the Act, pursuant to Resolution 9 above" were omitted.

 

11. The Company be and is hereby generally and unconditionally authorised for the purpose of section 701 of the Act to make one or more market purchases (as defined in section 693 of the Act) of C shares, D shares, E shares, F shares, G shares, H shares and I shares provided that:

(i) such authority is limited to the purchase of 14.99 per cent of the issued C share capital, 14.99 per cent of the issued D share capital, 14.99 per cent of the issued E share capital, 14.99 per cent of the issued F share capital, 14.99 per cent of the issued G share capital, 14.99 per cent of the issued H share capital and 14.99 of the issued I share capital, in each case as immediately prior to the passing of this Resolution;

(ii) the minimum price which may be paid for such C, D, E, F, G, H or I shares is 10p per share, the nominal amount of each such share;

(iii) the maximum price (exclusive of expenses) which may be paid for such C shares, D shares, E shares, F shares, G shares, H shares or I shares shall be an amount equal to 105 per cent of the average of the middle market quotations for such class of the Company's shares, as derived from the daily Official List of the London Stock Exchange, for the five business days immediately preceding the day on which the purchase is made;

(iv) the Company may make a contract to purchase its own C shares, D shares, E shares, F shares, G shares, H shares or I shares under this authority prior to the expiry of this authority, and the Company may make a purchase of its own C shares, D shares, E shares, F shares, G shares, H shares or I shares in pursuance of any such contract; and

(v) such authority shall not extend to the purchase of any C shares under the terms of the Company's enhanced share buy-back offer (dated 9 July 2012).

and this power, unless previously varied, revoked or renewed, shall come to an end at the conclusion of the 2013 annual general meeting of the Company or, if later, on the expiry of 15 months from the date of the passing of this Resolution.

 

Proxy votes cast were as follows:


Resolution

For

Against

Withheld

1.

Approve Directors' and Independent Auditor's report and Company's financial statements

5,386,110

26,262

11,500

2.

Approve dividend

5,413,372

10,500

0

3.

Approve Directors' Remuneration Report

5,341,107

77,590

5,175

4.

Re-elect Sir Robin Miller

5,321,492

92,105

10,275

5.

Re-elect David Glick

5,326,667

86,930

10,275

6.

Appoint Lord Flight

5,290,505

123,092

10,275

7.

Appoint Grant Thornton as auditor

5,390,517

23,080

10,275

8.

Authorise Directors to determine remuneration of auditor

5,400,792

23,080

0

9.

Authorise Directors to allot shares

5,408,497

5,175

10,200

10.

Authorise Directors to allot shares with disregard to pre-emption rights

5,392,747

5,175

25,950

11.

Authorise Company to make market purchases

5,418,697

5,175

0

 

For further information please contact:

The City Partnership (UK) Limited on 0131 243 7210.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
RAGSSLFDMFESESA






DateSourceHeadlineCategory
01-May-13 15:00RNSIssue of EquityCompany Announcement - General
01-May-13 10:40RNSTotal Voting RightsHolding(s) in Company
09-Apr-13 12:22RNSDirector/PDMR ShareholdingDirectors' Dealings
09-Apr-13 10:26RNSIssue of EquityCompany Announcement - General
22-Mar-13 10:39RNSResults of General MeetingResults and Trading Reports
14-Mar-13 16:38RNSDirector/PDMR ShareholdingDirectors' Dealings
04-Mar-13 07:00RNSConfirmation of Issue PriceCompany Announcement - General
19-Feb-13 07:00RNSPublication of Prospectus and CircularCompany Announcement - General
05-Feb-13 17:20RNSExtension of Early Application Incentive PeriodCompany Announcement - General
25-Jan-13 17:16RNSInterim Management StatementResults and Trading Reports
18-Jan-13 18:07RNSTender OfferMergers, Acquisitions and Disposals
03-Jan-13 09:16RNSTotal Voting RightsHolding(s) in Company
17-Dec-12 11:07RNSAppointment of corporate brokerExecutive Changes
10-Dec-12 16:20RNSDividend DeclarationDividends
06-Dec-12 17:36RNSTransaction in Own SharesTransaction in Own Shares
03-Dec-12 09:35RNSTotal Voting RightsHolding(s) in Company
29-Nov-12 17:00RNSDividend DeclarationDividends
21-Nov-12 11:18RNSIssue of EquityCompany Announcement - General
05-Nov-12 11:56RNSDirector/PDMR ShareholdingDirectors' Dealings
01-Nov-12 09:08RNSTotal Voting RightsHolding(s) in Company
30-Oct-12 08:41RNSIssue of EquityCompany Announcement - General
24-Oct-12 10:51RNSTransaction in Own SharesTransaction in Own Shares
23-Oct-12 17:06RNSIssue of EquityCompany Announcement - General
19-Oct-12 13:45RNSHalf Yearly ReportResults and Trading Reports
15-Oct-12 14:53RNSIssue of Equity ReplacementCompany Announcement - General
11-Oct-12 15:05RNSIssue of EquityCompany Announcement - General
28-Sep-12 15:43RNSExtension of Offer Closing DateCompany Announcement - General
03-Sep-12 09:55RNSTotal Voting RightsHolding(s) in Company
31-Aug-12 14:44RNSExtension of Offer Closing DatesCompany Announcement - General
20-Aug-12 08:53RNSTransaction in Own SharesTransaction in Own Shares


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