Last checked at 24 Jan 2022 12:33
24 January 2022
Vela Technologies plc
("Vela" or "the Company")
Result of Annual General Meeting
Update on proposed share consolidation
Adoption of a revised investing policy
The Board of Vela (AIM: VELA) announces that at its Annual General Meeting ("AGM") held earlier today, resolutions 1 to 5, 7 and 9 were passed and resolutions 6 and 8 were not passed.
As a result of ordinary resolution 6 not being passed at today's AGM, the proposed consolidation of every 50 ordinary shares of 0.01p per share into one new ordinary share of 0.5p per share will not now proceed. There will remain 16,252,335,184 ordinary shares of 0.01p in issue.
As a consequence of special resolution 8 not being passed at today's AGM, the Board does not have the authority to issue new ordinary shares for cash. The Company remains well capitalised, however, with cash balances of approximately £1.43 million as at the date of this announcement. The Board did not have any imminent plans to utilise the authorities that had been sought at the AGM.
Following the passing of ordinary resolution 9, the Company has now adopted its revised investing policy as set out in the announcement released on 30 December 2021 and the Company's notice of AGM. This revised investing policy will be made available shortly on the Company's website (http://www.velatechplc.com/).
The proxy voting results of the Resolutions are set out below:
Resolutions at General Meeting | Votes For* | % of votes cast** | Votes Against | % of votes cast** | Votes Withheld*** | Total votes cast**** |
ORDINARY RESOLUTIONS | ||||||
1. To receive and adopt the directors' report, the auditor's report and the Company's accounts for the year ended 31 March 2021. | 1,960,411,416
| 99.03 | 19,148,217
| 0.97 | 37,052,110
| 1,979,559,633
|
2. To re-appoint Murray Harcourt Limited as auditor of the Company. | 1,960,756,247
| 98.89 | 21,908,490
| 1.11 | 33,947,006
| 1,982,664,737
|
3. To authorise the Directors to determine the remuneration of the auditor. | 1,957,492,003
| 98.88 | 22,138,253
| 1.12 | 36,981,487
| 1,979,630,256
|
4. To re-appoint Brent Fitzpatrick as a Director of the Company. | 1,167,683,207
| 58.68 | 822,220,170
| 41.32 | 26,708,366
| 1,989,903,377
|
5. To re-appoint Emma Wilson as a Director of the Company. | 1,125,374,511
| 55.89 | 888,140,068
| 44.11 | 3,097,164
| 2,013,514,579
|
6. To approve the consolidation of every 50 shares of 0.01p each into one new ordinary share of 0.5p each | 983,859,563
| 49.13 | 1,018,571,806 | 50.87 | 14,180,374 | 2,002,431,369
|
7. To approve the general authority to allot shares | 1,320,647,911 | 65.82 | 685,760,169 | 34.18 | 10,203,663 | 2,006,408,080 |
9. To approve the adoption by the Company of a revised investing policy. | 1,961,291,934 | 97.74 | 45,309,433 | 2.26 | 10,010,376 | 2,006,601,367 |
SPECIAL RESOLUTION | ||||||
8. To approve the authority to allot equity securities for cash | 1,296,161,936 | 64.79 | 704,447,870 | 35.21 | 16,001,937 | 2,000,609,806 |
Notes:
*"Votes For" include votes giving the Chairman discretion.
**Percentages exclude "Votes Withheld".
***"Votes Withheld" are not votes in law and do not count in the number of votes counted for or against a resolution.
***"Total votes cast" do not include withheld votes.
Notwithstanding that only c.12% of the Company's issued share capital was voted, the Board has noted the proportion of those that were voted against certain resolutions. The Board will therefore be consulting with its advisers on how it might engage more effectively with its shareholders and will also be engaging with shareholders in order to understand the reasons behind the voting results.
For further information, please contact:
Vela Technologies plc Brent Fitzpatrick, Non-Executive Chairman James Normand, Executive Director
| Tel: +44 (0) 7421 728875 |
Allenby Capital Limited (Nominated Adviser and Joint Broker) | Tel: +44 (0) 20 3328 5656 |
Nick Athanas / Piers Shimwell
| |
Peterhouse Capital Limited (Joint Broker) | Tel: +44 (0) 20 7469 0930 |
Lucy Williams / Duncan Vasey / Eran Zucker
|
|
About Vela Technologies plc
Vela Technologies (AIM: VELA) is an investing company focused on early stage and pre-IPO long term disruptive technology investments. Following the investment announced today there will be seven investments in the portfolio which have either developed ways of utilising technology or are in the process of developing technology with a view to disrupting the businesses or sector in which they operate. More recently, Vela Technologies has broadened its focus to include existing listed companies where valuations may offer additional opportunities.