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13 Jul 2015 16:53
J.P. Morgan Private Equity Limited
PO Box 60
Carinthia House
9-12 The Grange
St Peter Port
Guernsey GY1 4BF
www.jpelonline.com
JPEL PUBLISHES 2015 AGM CIRCULAR
* * *
GUERNSEY, 13 JULY 2015
J.P. Morgan Private Equity Limited ("JPEL" or the "Company") has today published a circular to Shareholders.
The circular contains a notice of AGM to be held at 2:00 p.m. (London time) on 29 July 2015 at Carinthia House, 9-12 The Grange, St. Peter Port, Guernsey GY1 4BF.
SUMMARY OF RESOLUTIONS TO BE PROPOSED
The following summarises all of the resolutions the Company is seeking approval for at the Annual General Meeting. All special and ordinary resolutions will be proposed to all Shareholders as a whole.
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.
3. To renew the disapplication of the pre-emption rights for up to 10 per cent. of each class of its own issued Shares as set out in the Articles of Incorporation.
Ordinary Resolutions
4. To approve and adopt the Annual Report and Financial Statements of the Company for the year ended 30 June 2014.
5. To re-elect Gregory S. Getschow as a non-executive Director of the Company, who retires by rotation.
6. To re-elect Christopher P. Spencer as a non-executive Director of the Company, who retires by rotation.
7. To elect Anthony (Tony) Dalwood as a non-executive Director of the Company, who was appointed on 20 February 2015 and retires by rotation.
8. To re-elect PricewaterhouseCoopers CI LLC as Auditors to the Company.
9. To re-authorise the Directors to determine the Auditors' remuneration.
10. To re-authorise the Directors to determine their remuneration in accordance with the Articles of Incorporation.
11. To approve an increase to the cap on the aggregate base remuneration payable to the Directors as a whole to £250,000 per annum.
Further details on each of the resolutions are set out in the Company's circular.
Copies of the following documents are available for inspection at the offices of Akin Gump LLP, 41 Lothbury, London EC2R 7HF and at the registered office of the Company (which is also the place of the AGM) during normal business hours of any Business Day (Saturdays and public holidays excepted) until the conclusion of the Annual General Meeting:
· the current Articles of Incorporation;
· the Annual Report and financial statements for the year ended 30 June 2014; and
· this document.
A copy of the AGM circular has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.Hemscott.com/nsm.do
A full copy of the circular and annual report and accounts are available on JPEL's website (through the "Investor Information" and "Reports" and "Shareholder Documents" links through http://www.jpelonline.com or http://www.jpelonline.co.uk).
Further copies of this document may be obtained, free of charge, from the registered office of the
Company and from:
J.P. Morgan Asset Management
60 Victoria Embankment
London, EC4Y 0JP
United Kingdom
J.P. Morgan Asset Management
320 Park Avenue
New York, NY 10022
USA
Copies of the circular and proxy form will be mailed to shareholders.
* * *
About J.P. Morgan Private Equity Limited
J.P. Morgan Private Equity Limited ("JPEL" or the "Company") is a Guernsey registered and incorporated, London Stock Exchange-listed, closed-ended investment company (LSE: JPEL, JPZZ, JPSZ). The Company's capital structure consists of three classes of shares: US$ Equity Shares and two classes of Zero Dividend Preference Shares due 2015 and 2017, respectively.
For further information please contact:
J.P. Morgan Private Equity Limited
Greg Getschow
+1 212 648 1150
Gregory.Getschow@jpmorgan.com
Rosemary DeRise / Samantha Ladd
+1 212 648 2980 / +1 212 648 2982
Rosemary.DeRise@jpmorgan.com / Samantha.Ladd@jpmorgan.com
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