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 12 
November 2015 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 8 to 10 
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 GBP2,396,461 (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 as 
if section 561(1) of the Act did not apply to any such allotment, 
provided that this power shall be limited to the allotment of equity 
securities: 
 
   (a) in connection with an offer of such securities by way of rights 
issue; 
 
   (b) in connection with any Dividend Reinvestment Scheme introduced and 
operated by the Company; 
 
   (c) in connection with the Albion VCTs Prospectus Top Up Offers 
2014/2015 and similar Offers; or 
 
   (d) otherwise than pursuant to sub-paragraphs (a) and (b) above, in 
respect of Ordinary shares up to a maximum aggregate nominal amount of 
GBP2,396,461 (representing approximately equal to approximately 20 per 
cent. of the ordinary share capital as at the date of this Notice); 
 
   and shall expire 18 months from the date of this resolution, or at the 
conclusion of the next Annual General Meeting, whichever is earlier, 
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 the power had not expired. 
 
   In this resolution, "rights issue" means an offer of equity securities 
open for acceptance for a period fixed by the Directors to holders on 
the register on a fixed record date in proportion as nearly as may be to 
their respective holdings, but subject to such exclusions or other 
arrangements as the Directors may deem necessary or expedient to deal 
with any fractional entitlements or legal or practical difficulties 
under the laws of, or the requirement of any recognised regulatory body 
or any stock exchange in any territory. 
 
   This power applies in relation to a sale of shares which is an allotment 
of equity securities by virtue of section 560(2)(b) of the Act as if in 
the first paragraph of the resolution the words "pursuant to the 
authority conferred by resolution number 7" were omitted. 
 
   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 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 
17,638,293 Ordinary shares (representing approximately 14.99 per cent. 
of the issued Ordinary shares as at the date of this Notice); 
 
   (b) the minimum price, exclusive of any expenses, which may be paid for 
an Ordinary share is 10p; 
 
   (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 eighteen 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 number 9 
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. 
 
   For further information please contact: 
 
   Albion Ventures LLP 
 
   Tel: [phone] 
 
   12 November 2015 
 
   This announcement is distributed by NASDAQ OMX Corporate Solutions on 
behalf of NASDAQ OMX 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 
 
   HUG#1966448 
 
 
  http://www.closeventures.co.uk 
 

(END) Dow Jones Newswires

November 12, 2015 08:35 ET (13:35 GMT)

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