13 Mar 2019 14:29
Regency Mines PLC
("Regency" or the "Company")
General Meeting
13 March 2019
Regency Mines Plc (LON: RGM) the natural resource exploration and development company with interests in hydrocarbons, energy storage and battery metals announces that a General Meeting will be held at the Company's premises at 71-91 Aldwych House, London WC2B 4HN on 1 April 2019 at 12 noon.
The purpose of this meeting is to grant additional authorities of the Company, enabling it to dis-apply pre-emption rights as required. This authorisation builds on Resolution 4 passed by ordinary resolution at the Company's Annual General Meeting on 25 February 2019. The additional flexibility will enable the Company to meet its current and future funding obligations across its projects and investments. The details of the proposed authorizations are listed here.
Ordinary resolution
That in addition to all existing and unexercised authorities, the Directors of the Company be and they are hereby generally and unconditionally authorised for the purpose of section 551 of the Companies Act 2006 ("the Act") to exercise all or any of the powers of the Company to allot equity securities (within the meaning of Section 560 of the Act) up to a maximum nominal amount of £200,000 provided that this authority shall, unless previously revoked or varied by the Company in general meeting, expire on the earlier of the conclusion of the next Annual General Meeting of the Company or 15 months after the passing of this Resolution, unless renewed or extended prior to such time except that the Directors of the Company may before the expiry of such period make an offer or agreement which would or might require relevant securities to be allotted after the expiry of such period and the Directors of the Company may allot relevant securities in pursuance of such offer or agreement as if the authority conferred hereby had not expired.
Special resolution
That in addition to all existing and unexercised authorities and subject to the passing of resolution 1, the Directors of the Company be and they are hereby empowered pursuant to section 570 of the Act to allot equity securities (as defined in section 560 of the Act) pursuant to the authority conferred upon them by resolution 2 as if section 561(1) of the Act did not apply to any such allotment provided that the power conferred by the Resolution, unless previously revoked or varied by special resolution of the Company in general meeting, shall be limited:
(a) to the allotment of equity securities in connection with a rights issue in favour of ordinary shareholders where the equity securities respectively attributable to the interest of all such shareholders are proportionate (as nearly as may be) to the respective numbers of the ordinary shares held by them subject only to such exclusions or other arrangements as the Directors of the Company may consider appropriate to deal with fractional entitlements or legal and practical difficulties under the laws of, or the requirements of any recognised regulatory body in, any territory;
(b) the grant of a right to subscribe for, or to convert any equity securities into ordinary shares otherwise than under sub-paragraph (a) above, up to a maximum aggregate nominal amount of £50,000;
(c) to the allotment (otherwise than pursuant to sub-paragraphs (a) and (b) above) of equity securities up to an aggregate nominal amount of £150,000 in respect of any other issues for cash consideration;
and shall expire on the earlier the conclusion of the next Annual General Meeting of the Company or 15 months from the date of 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 in pursuance of such offer or agreement as if the power conferred hereby had not expired.
It should be noted that the Board has no intention to use the full authorization requested at the coming General Meeting, and seeks simply to restore the freedom of operation that is essential to take the business forward given current pricing levels. The Board retains its focus on value creation and delivery for all current and future stakeholders and will utlize any approved authorizations accordingly.
The Notice of Meeting and letter sent to shareholders is available on Company's website www.regency-mines.com.
For further information, please contact:
Scott Kaintz 0207 747 9960 Director Regency Mines Plc
Roland Cornish/ Rosalind Hill Abrahams 0207 628 3396 NOMAD Beaumont Cornish Limited
Jason Robertson 0207 374 2212 Broker First Equity Limited