Special resolution3 Dec 2020 07:11
Item 7 on the agenda for the AGM reads as if it has been translated from English into Swahili, and back into English again. What does it mean? I may be thick (apologies in advance if this is the case) but it smells of further dilution to me. Can anyone explain to me in words of less than one syllable to what this clause refers? The clause in question reads as follows:
"Special resolution (in bold)
To consider and, if thought fit, pass the following resolution as a special resolution:
7. That, subject to the passing of the previous resolution, the Directors be and they are empowered in accordance with Section 570 of the Act to allot equity securities (as defined in Section 560 of the Act) wholly for cash pursuant to the authority conferred by the previous resolution as if Section 561 of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities:
(a) in connection with an offer of such securities by way of rights, open offer or pre-emptive offer to holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings of such shares but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory, or the requirements of any regulatory body or stock exchange; and
(b) otherwise than pursuant to sub-paragraph (a) above, up to an aggregate nominal amount of £816,930, and shall expire on the conclusion of the next AGM of the Company after the passing of this resolution, save that the Company may, before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities of any such offer or agreement notwithstanding that the power conferred by this resolution has expired." Sic!