KAY Kings Arms Yard Vct Plc

 
TIDMKAY 
 
 
   Kings Arms Yard VCT PLC 
 
   LEI Code 213800DK8H27QY3J5R45 
 
   At an Annual General Meeting of Kings Arms Yard VCT PLC, duly convened 
and held at the City of London Club, 19 Old Broad Street, London on 21 
May 2019 the following resolutions were passed: 
 
   Ordinary resolutions numbers 1 to 7 were passed. 
 
   The following items of Special Business were passed of which resolution 
8 was passed as ordinary resolution and 9 to 11 were passed as special 
resolutions. 
 
   Special Business 
 
   8.            Authority to allot shares 
 
   The Directors be generally and unconditionally authorised in accordance 
with section 551 of the Companies Act 2006 (the "Act") to allot Ordinary 
shares of nominal value 1 penny per share in the Company up to a maximum 
aggregate nominal amount of GBP703,712 (representing approximately 20% 
of the issued share capital as at the date of this notice) provided that 
this authority shall expire 15 months from the date that this resolution 
is passed, or, if earlier, the conclusion of the next Annual General 
Meeting of the Company, but so that the Company may, before the 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 the authority had not expired. 
 
   9.            Authority for the disapplication of pre-emption rights 
 
   That the Directors be empowered, pursuant to sections 570 and 573 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 8 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 15 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. 
 
   10.          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 
market purchases (within the meaning of Section 693(4) of the Act) of 
Ordinary shares of 1 penny each in the capital of the Company ("Ordinary 
shares"), on such terms as the Directors think fit, provided always 
that: 
 
   (a)          the maximum aggregate number of Ordinary shares hereby 
authorised to be purchased is 52,743,180 shares or, if lower, such 
number of Ordinary shares as shall equal 14.99% of the issued Ordinary 
share capital of the Company as at the date of the passing of this 
resolution (excluding any Ordinary shares held in treasury); 
 
   (b)          the minimum price, exclusive of any expenses, which may be 
paid for an Ordinary share is 1 penny; 
 
   (c)           the maximum price, exclusive of any expenses, which may be 
paid for a share shall be an amount equal to the higher of (a) 105% of 
the average of the middle market quotations for the share, as derived 
from the London Stock Exchange Daily Official List, for the five 
business days immediately preceding the date on which the 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, varied or renewed, expire 15 months from the date that this 
resolution is passed or, if earlier, at the conclusion of the next 
Annual General Meeting; and 
 
   (e)          the Company may enter into a contract or contracts to 
purchase 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 shares in pursuance of any such 
contract or contracts as if the authority conferred hereby had not 
expired. 
 
   11.          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 bought in at. 
 
   21 May 2019 
 
   For further information please contact: 
 
   Albion Capital Group LLP 
 
   Tel: 0207 601 1850 
 
 
 
 

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