Crown Place VCT PLC Agm Statement

 
TIDMCRWN 
 
 
   At an Annual General Meeting of Crown Place VCT PLC, duly convened at 
The City of London Club, 19 Old Broad Street, London EC2N 1DS on 8 
November 2017 at 11:00 am the following resolutions were passed: 
 
   Ordinary resolutions numbers 1 to 6 were passed. 
 
   The following items of Special Business were passed of which resolution 
7 was passed as ordinary resolution and 8 to 11 were passed as special 
resolutions. 
 
   Special business 
 
   7. Authority to allot shares 
 
   The Directors be generally and unconditionally authorised, in accordance 
with section 551 of the Companies Act 2006 (the "Act"), to exercise the 
powers of the Company to allot shares or grant rights to subscribe for 
or to convert any securities into shares up to a maximum aggregate 
nominal amount of GBP3,242,220 (or GBP324,222 following the reduction in 
nominal value proposed by resolution number 11) (representing 
approximately 20 per cent. of the issued ordinary share capital as at 
the date of this Notice) provided that this authority shall expire 18 
months from the date that this resolution is passed, or, if earlier, at 
the conclusion of the next Annual General Meeting of the Company, but so 
that the Company may, before such expiry, make an offer or agreement 
which would or might require shares to be allotted or rights to 
subscribe for or convert securities into shares to be granted after such 
expiry and the Directors may allot shares or grant rights to subscribe 
for or convert securities into shares pursuant to such an offer or 
agreement as if this authority had not expired. 
 
   8. Authority for the disapplication of pre-emption rights 
 
   That the Directors be empowered, pursuant to section 570 of the Act, to 
allot equity securities (within the meaning of section 560 of the Act) 
for cash pursuant to the authority conferred by resolution number 7 
and/or sell ordinary shares held by the Company as treasury shares for 
cash as if section 561(1) of the Act did not apply to any such allotment 
or sale. 
 
   Under this power the Directors may impose any limits or restrictions and 
make any arrangements which they deem necessary or expedient to deal 
with any treasury shares, fractional entitlements, record dates, legal, 
regulatory or practical problems in, or laws of, any territory or other 
matter, arising under the laws of, or the requirements of any recognised 
regulatory body or any stock exchange in, any territory or any other 
matter. 
 
   This power shall expire 18 months from the date that this resolution is 
passed or, if earlier, the conclusion of the next Annual General Meeting 
of the Company, 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 any such offer or agreement as if this power had not 
expired. 
 
   9. Authority to purchase own shares 
 
   That, subject to and in accordance with the Company's Articles of 
Association, the Company be generally and unconditionally authorised, 
pursuant to and in accordance with section 701 of the Act, to make one 
or more market purchases (within the meaning of Section 693(4) of the 
Act) of Ordinary shares of 10p (or 1 penny following the reduction in 
nominal value proposed by resolution number 11) each in the capital of 
the Company ("Ordinary shares") on such terms as the Directors think fit, 
and where such shares are held as treasury shares, the Company may use 
them for the purposes set out in section 727 of the Act, provided that: 
 
   (a) the maximum aggregate number of shares authorised to be purchased is 
14.99 per cent. of the issued Ordinary shares as at the passing of this 
resolution; 
 
   (b) the minimum price, exclusive of any expenses, which may be paid for 
an Ordinary share is 10p (or 
 
   1 penny following the reduction in nominal value proposed by resolution 
number 11); 
 
   (c) the maximum price, exclusive of any expenses that may be paid for 
each Ordinary share is an amount equal to the higher of: (a) 105 per 
cent. of the average of the middle market quotations as derived from the 
London Stock Exchange Daily Official List, for a share over the five 
business days immediately preceding the day on which the Ordinary share 
is purchased; and (b) the amount stipulated by Article 5(1) of the 
Buy-back and Stabilisation Regulation 2003; 
 
   (d) the authority hereby conferred shall, unless previously revoked or 
varied, expire at the conclusion of the next Annual General Meeting of 
the Company or 18 months from the date of the passing of this resolution, 
whichever is earlier; and 
 
   (e) the Company may make a contract or contracts to purchase 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 Ordinary shares in pursuance of 
any such contract or contracts. 
 
   Under the Companies (Acquisition of Own Shares) (Treasury Shares) 
Regulations 2003, shares purchased by the Company out of distributable 
profits can be held as treasury shares, which may then be cancelled or 
sold for cash. The authority sought by this special resolution is 
intended to apply equally to shares to be held by the Company as 
treasury shares in accordance with the Regulations. 
 
   10. Authority to sell treasury shares 
 
   That the Directors be empowered to sell treasury shares at the higher of 
the prevailing current share price and the price at which they were 
bought in. 
 
   11. Reduction of share capital and cancellation of capital redemption 
and share premium reserves 
 
   That: 
 
   (a) the share capital of the Company be reduced by cancelling and 
extinguishing 9 pence of the amount paid up or credited as paid up on 
each of the Ordinary shares of 10 pence each in the capital of the 
Company which are in issue at 6 pm on the day before the date of the 
final hearing of the Company's application to reduce its share capital 
and cancel its capital redemption and share premium reserves (the "Final 
Hearing"); 
 
   (b) the amount standing to the credit of capital redemption and share 
premium reserves of the Company at 6 pm on the day before the date of 
the Final Hearing be and is hereby cancelled. 
 
   For further information please contact: 
 
   Albion Capital Group LLP 
 
   Tel: [phone] 
 
   8 November 2017 
 
   LEI No 213800SYIQPA3L3T1Q68 
 
   This announcement is distributed by Nasdaq Corporate Solutions on behalf 
of Nasdaq Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Crown Place VCT PLC via Globenewswire 
 
 
  http://www.closeventures.co.uk 
 

(END) Dow Jones Newswires

November 08, 2017 08:56 ET (13:56 GMT)

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