NB Private Equity Partners Limited Result Of Class A Shareholder Meeting And Written Resolution Of Class B Shareholders

 
TIDMNBPE 
 
 
   7 September 2016 
 
   NB Private Equity Partners Limited ("the "Company") 
 
   Results of Class A Shareholder Meeting and Class B Written Resolutions 
 
   NB Private Equity Partners Limited (the "Company") announces that it 
held a General Meeting of its Class A Shareholders at Lefebvre Place, 
Lefebvre Street, St Peter Port, Guernsey on 7 September 2016 and 
confirms that the following resolution was unanimously passed as an 
ordinary resolution by the Company's Class A shareholders:- 
 
   THAT for the purposes of Article 4.4.4(B) of the Company's articles of 
incorporation, the Company be and is hereby authorised by the Class A 
Shareholders to implement the Proposals described in the circular issued 
by the Company to the Class A Shareholders dated 8 August 2016 and the 
Class A Shareholders hereby sanction any variation to their rights as a 
class occasioned by the implementation of the Proposals. 
 
   The Company also announces that the following Written Special 
Resolutions were approved on 7 September 2016 by the Company's Class B 
Shareholders:- 
 
   1.    THAT the Company be and is hereby authorised to implement the 
Proposals described in the Circular issued by the Company to the Class A 
Shareholders dated 8 August 2016. 
 
   2.    THAT the Memorandum of Incorporation of the Company be and is 
hereby amended as follows: 
 
   2.1      paragraph 3 shall be deleted in its entirety; 
 
 
 
   2.2    paragraph 4 shall be deleted in its entirety; 
 
   2.3    paragraph 5 shall be deleted and replaced as follows: 
 
   "The liability of the Members is limited to the amount for the time 
being remaining unpaid on the Shares (as defined in the Articles of 
Incorporation) held by each of them respectively."; 
 
   2.4    paragraph 6 shall be deleted and replaced as follows: 
 
   "The Company is a non-cellular company within the meaning of section 
2(1)(c) of the Companies (Guernsey) Law, 2008, as amended (the "Law")."; 
 
   2.5    paragraph 7 shall be deleted and replaced as follows: 
 
   "The Company is limited by shares within the meaning of section 
2(2)(a)(i) of the Law."; 
 
   2.6    paragraph 8 shall be deleted and replaced as follows: 
 
   "The Company shall have power by special resolution to make provision in 
this Memorandum of Incorporation for any matter mentioned in section 
15(7) of the Law."; 
 
   2.7    paragraph 9 shall be deleted and replaced as follows: 
 
   "The Company shall have power by special resolution to alter any 
provision in this Memorandum of Incorporation mentioned in section 15(7) 
of the Law.". 
 
   2.8    paragraph 10 shall be deleted in its entirety; and 
 
   2.9   paragraph 11 shall be deleted in its entirety. 
 
   3.    THAT the regulations contained in the document annexed hereto 
("New Articles") be and are hereby approved and adopted as the new 
Articles of Incorporation of the Company in substitution for and to the 
exclusion of the existing Articles of Incorporation of the Company. 
 
   For further information, please contact: 
 
   NBPE Investor Relations                                 [phone] 
 
 
 
   Neustria Partners                                              [phone] 
 
 
   Nick Henderson 
[e-mail] 
 
   Robert Bailhache 
[e-mail] 
 
   Charles Gorman 
[e-mail] 
 
   ABOUT NB PRIVATE EQUITY PARTNERS LIMITED 
 
   NBPE is a closed-end private equity investment company with class A 
ordinary shares admitted to trading on Euronext Amsterdam and the 
Specialist Fund Segment of the Main Market of the London Stock Exchange. 
NBPE has ZDP shares admitted to trading on the Specialist Fund Segment 
of the Main Market of the London Stock Exchange and the Daily Official 
List of The Channel Islands Securities Exchange Authority Limited. NBPE 
holds a diversified portfolio of direct income investments, direct 
equity investments and fund investments selected by the NB Alternatives 
group of Neuberger Berman diversified across private equity asset class, 
geography, industry, vintage year, and sponsor. 
 
   ABOUT NEUBERGER BERMAN 
 
   Neuberger Berman, founded in 1939, is a private, independent, 
employee-owned investment manager. The firm manages equities, fixed 
income, private equity and hedge fund portfolios for institutions and 
advisors worldwide. With offices in 19 countries, Neuberger Berman's 
team is approximately 2,000 professionals and the company was named by 
Pensions & Investments as a Best Place to Work in Money Management for 
three consecutive years. Tenured, stable and long-term in focus, the 
firm fosters an investment culture of fundamental research and 
independent thinking. It manages $246 billion in client assets as of 
June 30, 2016. For more information, please visit our website at 
www.nb.com. 
 
   This announcement appears as a matter of record only and does not 
constitute an offer to sell or a solicitation of an offer to purchase 
any security. NBPE is established as a closed-end investment company 
domiciled in Guernsey. NBPE has received the necessary consent of the 
Guernsey Financial Services Commission and the States of Guernsey Policy 
Council. NBPE is registered with the Dutch Authority for the Financial 
Markets as a collective investment scheme which may offer participations 
in The Netherlands pursuant to article 2:66 of the Financial Markets 
Supervision Act (Wet op het financial toezicht). All investments are 
subject to risk. Past performance is no guarantee of future returns. The 
value of investments may fluctuate. Results achieved in the past are no 
guarantee of future results. This document is not intended to constitute 
legal, tax or accounting advice or investment recommendations. 
Prospective investors are advised to seek expert legal, financial, tax 
and other professional advice before making any investment decision. 
Statements contained in this document that are not historical facts are 
based on current expectations, estimates, projections, opinions and 
beliefs of NBPE's investment manager. Such statements involve known and 
unknown risks, uncertainties and other factors, and undue reliance 
should not be placed thereon. Additionally, this document contains 
"forward-looking statements." Actual events or results or the actual 
performance of NBPE may differ materially from those reflected or 
contemplated in such targets or forward-looking statements. 
 
   This announcement may not be published, distributed or transmitted by 
any means or media, directly or indirectly, in whole or in part, in or 
into the United States.  This announcement does not constitute an offer 
to sell, or a solicitation of an offer to buy, securities in the United 
States.  The securities mentioned herein have not been, and will not be, 
registered under the U.S. Securities Act of 1933, as amended (the "US 
Securities Act") or with any securities regulatory authority of any 
state or other jurisdiction of the United States and will not be offered, 
sold, exercised, resold, transferred or delivered, directly or 
indirectly, in or into the United States or to, or for the account or 
benefit of, any US person (as defined under Regulation S under the US 
Securities Act).  The Company has not been, and will not be, registered 
under the U.S. Investment Company Act of 1940, as amended. 
 
   Neither this announcement nor any copy of it may be: (i) taken or 
transmitted into or distributed in any member state of the European 
Economic Area (other than the Netherlands and the United Kingdom), 
Canada, Australia or the Republic of South Africa or to any resident 
thereof, or (ii) taken or transmitted into or distributed in Japan or to 
any resident thereof. Any failure to comply with these restrictions may 
constitute a violation of the securities laws or the laws of any such 
jurisdiction. The distribution of this announcement in other 
jurisdictions may be restricted by law and the persons into whose 
possession this document comes should inform themselves about, and 
observe, any such restrictions. 
 
   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: NB Private Equity Partners Limited via Globenewswire 
 
 
  http://www.nbprivateequitypartners.com 
 

(END) Dow Jones Newswires

September 07, 2016 11:00 ET (15:00 GMT)

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