Foresight Slr Fnd Ld Foresight Solar Fund Limited : Result Of Agm

 
TIDMFSFL 
 
 
   Foresight Solar Fund Limited - Results of AGM 12 June 2017 
 
   The Company is pleased to announce that, at the AGM held at 930 a.m. on 
Monday 12 June 2017, each of the Resolutions was duly passed without 
amendment. 
 
   In accordance with LR 9.6.18, details of those resolutions passed are as 
follows: 
 
 
 
 
            In favour 
             (including discretionary)    Against Votes      Withheld* 
Resolution  Votes              %          Votes       %      Votes 
1           281,610,531        97.44      7,399,756   2.56   0 
2           289,010,287        100.00     0           0      0 
3           289,010,287        100.00     0           0      0 
4           288,992,287        100.00     0           0      18,000 
5           288,898,902        99.97      82,385      0.03   29,000 
6           289,007,287        100.00     3,000       0      0 
7           288,915,402        99.97      85,385      0.03   9,500 
8           244,060,108        84.45      44,930,679  15.55  19,500 
 
 
   *A vote withheld is not a vote in law and is therefore not counted 
towards the proportion of votes "for" or "against" the Resolution. 
 
   The full wording of these resolutions can be found below:- 
 
   1. To receive and adopt the audited financial statements of the Company 
for the year ended 31 December 2016 and the report of the auditors 
thereon. 
 
   2. To re-appoint KPMG LLP as auditors of the Company. 
 
   3. To authorise the directors to determine the remuneration of the 
auditors of the Company. 
 
   4. To approve the Director's Remuneration Report for the period ended 31 
December 2016. 
 
   5. To approve the Director's Remuneration Policy. 
 
   6. THAT the Company be and is hereby generally and unconditionally 
authorised, pursuant to and in accordance with Article 57 of the 
Companies (Jersey) Law, 1991 (as amended) (the "Law") to make market 
purchases of its own ordinary shares of no par value in the capital of 
the Company (the "Ordinary Shares") on such terms and in such manner as 
the directors of the Company shall from time to time determine, subject 
always to the terms of any class rights in the articles of association 
and provided that: 
 
   (a)   the maximum aggregate number of Ordinary Shares hereby authorised 
to be purchased shall be such number as represents 14.99 per cent of the 
aggregate number of Ordinary Shares in issue as at 12 June 2017; 
 
   (b)   the minimum price which may be paid for an Ordinary Share shall be 
GBP0.01; 
 
   (c)   the maximum price exclusive of any expenses which may be paid for 
an Ordinary Share is an amount equal to the higher of (i) 105% of the 
average of the middle market quotations for an Ordinary Share (as 
derived from the Daily Official List of the London Stock Exchange plc) 
for the five business days immediately preceding the date on which such 
Ordinary Share is contracted to be purchased; and (ii) the higher of the 
last independent trade and the highest current independent bid on the 
trading venue on which the purchase is carried out. 
 
   (d)   the authority hereby conferred is in addition to all and any 
authorities in place in respect of market purchases by the Company and 
shall expire at the conclusion of the Company's next annual general 
meeting or on the date falling 18 months from the date of the passing of 
this resolution, whichever is earlier, unless previously revoked, varied 
or renewed by the Company in general meeting; 
 
   (e)   the Company may at any time prior to the expiry of such authority 
make a contract or contracts to purchase Ordinary Shares under such 
authority which will or might be completed or executed wholly or partly 
after the expiration of such authority and may make a purchase of 
Ordinary Shares in pursuance of any such contract or contracts; and 
 
   (f)    the directors of the Company provide a statement of solvency in 
accordance with the Articles 55 and 57 of the Law. 
 
   7. THAT, subject to resolution 6 ("Resolution 6") above being passed, 
the Company be and is hereby generally and unconditionally authorised to 
cancel any shares it repurchases pursuant to Resolution 6 or pursuant to 
Article 58A(1)(b) of the Law to hold such shares it repurchases pursuant 
to Resolution 6 as treasury shares to be dealt with in accordance with 
the provisions of the Law as the directors of the Company see fit. 
 
   8. THAT, in addition to any existing power and authority granted to the 
Directors,  the Directors of the Company be and are hereby generally 
empowered to allot Ordinary Shares of no par value carrying the rights, 
privileges and subject to the restrictions attached to the Ordinary 
Shares as set out in the articles of association of the Company (the 
"Ordinary Shares") or to grant rights to subscribe for or, to convert 
securities into Ordinary Shares ("equity securities"), including the 
allotment and grant of rights to subscribe for, or to convert securities 
into or the sale of, Ordinary Shares held by the Company as treasury 
shares in each case for cash as if any pre-emption rights in relation to 
the issue of or sale of shares, as set out in Article 10.2 of the 
articles of association of the Company and in the Listing Rules made by 
the Financial Conduct Authority under Part VI of the Financial Services 
and Markets Act 2000 (as amended), did not apply to any such allotment 
of or grant of rights to subscribe for or to convert into equity 
securities or sale, provided that this power: 
 
   (a)   shall expire at the conclusion of the Company's next annual 
general meeting or on the date falling 15 months after the passing of 
this resolution, 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 conferred hereby had not expired; and 
 
   (b)   shall be limited to the allotment of up to 41,380,153 Ordinary 
Shares of no par value (representing as at 12 June 2017 approximately 
10% per cent. of the issued share capital of the Company). 
 
   ENDS 
 
   For further information, please contact: 
 
   Foresight Group 
 
   Romy Abrahams            [e-mail] 
[phone] 
 
   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: Foresight Solar Fund Limited via Globenewswire 
 
 
 
 

(END) Dow Jones Newswires

June 12, 2017 07:27 ET (11:27 GMT)

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