Atlantis Japan Grwth Result of Annual General Meeting

 
TIDMAJG 
 
ATLANTIS JAPAN GROWTH FUND LIMITED ("AJGF" or the "Company") 
  (a closed-ended investment company incorporated with limited liability under 
              the laws of Guernsey with registered number 30709) 
 
                       RESULT OF ANNUAL GENERAL MEETING 
                               14 September 2018 
 
At the Annual General Meeting (the "AGM") of the Company held on Friday, 14 
September 2018, Ordinary Resolutions 1 to 8 and Special Resolutions 1 to 3 as 
set out in the AGM Notice dated 20 July 2018 (the "Notice") were duly passed. 
 
Details of the voting results, which should be read alongside the Notice sent 
to shareholders, are noted below. 
 
   Ordinary          For         Against        Abstain     Discretionary 
  Resolution 
 
       1         28,654,837       1,100          2,920         126,258 
 
       2         28,642,475       13,511         2,871         126,258 
 
       3         28,615,282       40,655         2,920         126,258 
 
       4         28,615,282       39,555         4,020         126,258 
 
       5         28,651,966       1,100          5,791         126,258 
 
       6         28,639,682       14,484         4,691         126,258 
 
       7         28,637,492       15,574         5,791         126,258 
 
       8         28,643,186       9,880          5,791         126,258 
 
    Special          For         Against        Abstain     Discretionary 
  Business by 
    Special 
  Resolution 
 
       9         28,653,187       1,100          4,570         126,258 
 
      10         28,644,632       3,504          10,721        126,258 
 
      11         28,596,867       45,409         16,581        126,258 
 
Note - A vote withheld is not a vote in law and has not been counted in the 
votes for and against a resolution. 
 
The Special Resolutions were as follows: 
 
Special Resolution 1 
 
"THAT the Company be generally and, subject as hereinafter appears, 
unconditionally authorised in accordance with section 315 of the Companies 
(Guernsey) Law, 2008 (as amended) (the "Companies Law") to make market 
acquisitions (within the meaning of section 316 of the Companies Law) of its 
issued ordinary shares, provided that: 
 
i.            the maximum number of ordinary shares hereby authorised to be 
purchased shall be 7,346,918 or that number of ordinary shares which is equal 
to 14.99 per cent. of the Company's issued ordinary share capital on 20 July 
2018; 
 
ii.          the minimum price which may be paid for an ordinary share is GBP 
0.01; 
 
iii.         the maximum price which may be paid for an ordinary share will not 
exceed the higher of (a) 5 per cent. above the average of the middle market 
quotations (as derived from the Official List) for the 5 consecutive dealing 
days ending on the dealing day immediately preceding the date on which the 
purchase is made; and (b) the higher of the price quoted for the last 
independent trade and the highest current independent bid as stipulated by 
Article 3(2) of EU Buy-back and Stabilisation Regulation (No. 1052 of 2016); 
 
iv.         any ordinary shares purchased may be cancelled or held in treasury; 
 
v.           the authority hereby conferred shall, unless renewed, expire at 
the conclusion of the Company's AGM in 2019; 
 
vi.         the Company may make a contract to purchase ordinary shares under 
the authority hereby conferred prior to the expiry of such authority and may 
make a purchase of ordinary shares pursuant to any such contract concluded 
before the authority expired notwithstanding such expiry; and 
 
vii.        any purchase of ordinary shares will be made in the market for cash 
at prices below the prevailing Net Asset Value per ordinary share." 
 
Special Resolution 2 
 
"THAT the Directors of the Company be and are generally and unconditionally 
authorised in accordance with section 291 of the Companies (Guernsey) Law, 2008 
(as amended) to exercise all powers of the Company to issue ordinary shares at 
a premium to the then prevailing Net Asset Value, up to a maximum number of 
4,901,213 ordinary shares (representing 10% of the ordinary share capital as at 
the date of this notice), provided that such authority shall expire at the 
conclusion of the Company's AGM to be held in 2019 (save that the Company may 
prior to the expiry of such period make any offer or agreement which would or 
might require such ordinary shares to be issued after such expiry and the 
Directors of the Company may issue such ordinary shares in pursuance of any 
such offer or agreement as if the authority conferred hereby had not expired)." 
 
Special Resolution 3 
 
"THAT the pre-emption rights granted to Shareholders pursuant to Article 11.3.1 
of the Articles of Incorporation of the Company shall not apply in respect of 
the issue of up to 4,901,213 ordinary shares (representing 10% of the Company's 
issued ordinary share capital excluding treasury shares as at the date of this 
notice), issued at a premium to the then prevailing Net Asset Value, such 
authority to expire at the conclusion of the Company's AGM to be held in 2019 
(save that the Company may prior to the expiry of such period make any offer or 
agreement which would or might require such ordinary shares to be issued (or 
sold from treasury) after such expiry and the Directors of the Company may 
issue (or sell from treasury) such ordinary shares in pursuance of any such 
offer or agreement as if the authority conferred hereby had not expired), 
unless such resolution is previously revoked by the Company's shareholders by 
further special resolution. 
 
In accordance with Listing Rule 9.6.3, a copy of the Special Resolutions will 
shortly be available for inspection on the National Storage Mechanism which is 
located at: www.morningstar.co.uk/uk/NSM . 
 
 
Enquiries 
Northern Trust International Fund Administration Services (Guernsey) Limited 
The Company Secretary 
Trafalgar Court 
Les Banques 
St Peter Port 
Guernsey 
GY1 3QL 
Tel:        [phone] 
 
 
 
 
END 
 

(END) Dow Jones Newswires

September 14, 2018 11:39 ET (15:39 GMT)