19 Dec 2008 11:34
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Netb2b2 plc ("Netb2b2" or "the Company")
Result of AGM
Netb2b2Β plc (AIM:NEB) announces thatΒ all resolutions were duly passed at the Company's annual general meeting held earlier today. These resolutionsΒ are set out below:
1. To receive the audited accounts of the Company for the year ended 30 June 2007 and the
reports of the directors and auditors thereon.
2. To re-appoint Keith Young who retires by rotation, as a director.
3. To re-appoint James Andrews who retires by rotation, as a director.
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4. To re-appoint Thorne Lancaster Parker as auditors to the Company, to hold office until theΒ conclusion ofΒ the next general meeting at which accounts are laid before the Company, andΒ to authorise the directors to fix their remuneration.
5. That the directors be generally and unconditionally authorised for the purposes of Section 80 of the Companies Act 1985 (the Act) to exercise all powers of the Company to allotΒ relevant securities (as defined in the said Section 80) up to an aggregate nominal amountΒ of Β£500,000 for a period expiring at the conclusion of the next annual general meeting ofΒ the Company provided that the Company may before such expiry make an offer orΒ agreement which would or might require relevant securities to be allotted after such expiryΒ and the directors may allot relevant securities pursuant to any such offer or agreement as ifΒ the authority conferred by this resolution had not expired, unless previously, renewed,Β varied or revoked and so that this authority shall be in substitution for all previousΒ authorities conferred upon the directors pursuant to the said Section 80.
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6. That subject to the passing of resolution 5 above, the directors be and they are herebyΒ generally and unconditionally authorised and empowered pursuant to Section 95 of the Act,Β to allot any equity securities (within the meaning of Section 94 of the Act) of the CompanyΒ for cash pursuant to the authority conferred on them by resolution 5 above as if SectionΒ 89(1) of the Act did not apply thereto, provided that such authority and power shall be limitedΒ to:
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a. the allotment of equity securities in connection with any rights issue or offers of equityΒ securities to the holders of relevant shares (within the meaning of the said Section 94)Β of the Company in proportion (as nearly as may be) to their respective holdings ofΒ such shares (but subject to such exclusions, variations or other arrangements as theΒ directors may consider appropriate, necessary or expedient to deal with any fractionalΒ entitlements or with any legal or practical difficulties arising under the laws of anyΒ territory or the requirement of any regulatory body or stock exchange, or otherwise);Β and
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b. any other allotment for cash of equity securities up to a maximum aggregate nominalΒ value of Β£500,000,Β and so this power, unless previously renewed or revoked, shall expire at the conclusion ofΒ the next annual general meeting of the Company, save that the Company may before suchΒ expiry make an offer or agreement which would or might require equity securities to beΒ allotted afterΒ such expiry and the directors may allot equity securities pursuant to any suchΒ offer or agreement as if such authority had not yet expired.
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7. That the articles of association in the form produced to the meeting and, for the purposesΒ Β ofΒ identification, signed by the chairman of the meeting, be adopted as the articles ofΒ association of the Company in substitution for, and to the exclusion of, the existing articlesΒ of association.
19Β DecemberΒ 2008
For further information, please contact:
Smith & WilliamsonΒ Corporate Finance Limited Tel: 020 7131 4000
Azhic Basirov / Siobhan Sergeant
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