10 Jul 2009 18:11
Ventus 2 VCT plc
(Registration number 5667210)
Notice of Resolutions Passed
At an annual general meeting of Ventus 2 VCT plc (the "Company") duly convened and held at the offices of Climate Change Capital, 3 More London Riverside, London SE1 2AQ at 12.15pm on 1 July 2009 the following resolutions were duly passed as ordinary and special resolutions respectively:
Ordinary Resolutions
1. To receive the Company's audited Annual Report and Financial Statements for the year ended 28 February 2009.
2. To declare a final dividend of 1.50p per ordinary share in respect of the year ended 28 February 2009.
3. To approve the Directors' Remuneration Report for the year ended 28 February 2009.
4. To re-elect Mr Paul Thomas as a Director of the Company.
5. To re-elect Mr David Pinckney as a Director of the Company.
6. To appoint PKF (UK) LLP as Auditor of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company.
7. To authorise the Directors to determine the remuneration of the Auditor.
Special Resolution
8. That the Company be and is hereby generally and unconditionally authorised for the purpose of section 166 of the Act to make market purchases (as defined in section 163(3) of the Act) of ordinary shares of 25p each in the capital of the Company ("Ordinary Shares") provided that:
(i) The maximum aggregate number of Ordinary Shares hereby authorised to be purchased is an amount equal to 1,674,883 shares and 944,206 "C" ordinary shares, representing 14.99% of the issued share capital of each class;
(ii) The minimum price which may be paid for an Ordinary Share is 25p per share;
(iii) The maximum price, exclusive of any expenses, which may be paid for an Ordinary Share is an amount equal to the higher of; (a) 105% of the average of the middle market prices shown in the quotations for an ordinary share in The London Stock Exchange Daily Official List for the five business days immediately preceding the day on which that ordinary share is purchased; and (b) the amount stipulated by Article 5(1) of the Buy-back and Stabilisation Regulation 2003;
(iv) The authority hereby conferred shall (unless previously renewed or revoked) expire on the earlier of the AGM of the Company to be held in 2010 and the date which is 18 months after the date on which this resolution is passed; and
(v) The Company may make a contract or contracts to purchase its own Ordinary Shares under this authority before the expiry of the authority which will or may be executed wholly or partly after the expiry of the authority, and may make a purchase of its own Ordinary Shares in pursuance of any such contract or contracts as if the authority conferred hereby had not expired.
For further information, please contact:
Robin Smeaton, The City Partnership (UK) Limited, 0131 220 8226