TwentyFour Inc Fd Result of EGM
10 May 2019 - 9:08PM
UK Regulatory
TIDMTFIF
TwentyFour Income Fund Limited
(a closed-ended investment company incorporated in Guernsey with registration
number 56128)
LEI Number: 549300CCEV00IH2SU369
(The "Company")
10 May 2019
RESULT OF EXTRAORDINARY GENERAL MEETING
At the Extraordinary General Meeting of the Company held today, 10 May 2019,
all Resolutions set out in the Extraordinary General Meeting Notice sent to
Shareholders dated 15 April 2019 were duly passed.
Details of the proxy voting results which should be read along side the Notice
are noted below:
Resolution For Discretion Against Abstain
(voted in favour)
Special Resolution 1 280,940,096 0 75,000 38,270
Extraordinary Resolution 278,678,290 0 2,336,806 38,270
2
Ordinary Resolution 3 278,995,671 0 2,019,425 38,270
Ordinary Resolution 4 280,940,096 0 75,000 38,270
Note - A vote withheld is not a vote in law and has not been counted in the
votes for and against a resolution.
Special Resolution 1
THAT, conditional on all other Resolutions being passed, and subject to the
Financial Conduct Authority ("FCA") having approved the changes to be effected
by this resolution pursuant to the applicable requirements of the Alternative
Investment Fund Managers Directive (2011/61 EU) ("AIFMD") as implemented in the
FCA Handbook or the period specified pursuant to AIFMD having expired without
the FCA having objected to such changes, the Articles of Incorporation in the
form produced to the Meeting and initialled for identification by the Chairman
of the Meeting be adopted as the Articles of Incorporation of the Company in
substitution for and to the exclusion of all previous articles of
incorporation.
Extraordinary Resolution 2
THAT, conditional on all other Resolutions being passed and in substitution of
all existing powers (but in addition to any power conferred on them by ordinary
resolution 3 below ), the Directors be and are authorised generally and
unconditionally in accordance with Article 6.7 of the Articles to exercise all
powers of the Company to issue equity securities (as defined in Article 6.1.1
(a)) for cash as if the members' pre-emption rights contained in Article 6.2 of
the Articles did not apply to any such issue pursuant to the general authority
conferred on them by the ordinary resolution 3 below (as varied from time to
time by the Company in a general meeting):
2.1 pursuant to an offer of equity securities open for acceptance for
a period fixed by the Directors where the equity securities respectively
attributable to the interests of holders of ordinary redeemable shares of GBP0.01
each in the capital of the Company ("Ordinary Shares") are proportionate (as
nearly as may be) to the respective numbers of Ordinary Shares held by them but
subject to such exclusions or other arrangements in connection with the issue
as the Directors may consider necessary, appropriate or expedient to deal with
equity securities representing fractional entitlements or to deal with legal or
practical problems arising in any overseas territory, the requirements of any
regulatory body or stock exchange, or any other matter whatsoever; and
2.2 provided that (otherwise than pursuant to sub-paragraph (a) above)
this power shall be limited to the allotment of equity securities of up to up
to 150 million new Ordinary Shares in connection with the issue of new Ordinary
Shares described in the prospectus relating to the Company published on or
around 15 April 2019 (the "Prospectus") (the "Issue"); and (ii) up
to 150 million new Ordinary Shares in connection with the proposed placing
programme of new Ordinary Shares described in the Prospectus (the
"Placing Programme") and such power hereby conferred shall expire on
14 April 2020, save that the Company may, before such expiry, make offers or
agreements which would or might require equity securities to be issued after
such expiry and the Directors may issue equity securities in pursuance to such
offers or agreements as if the authority conferred hereby had not expired.
Enquiries:
Northern Trust International Fund Administration Services (Guernsey) Limited
The Company Secretary
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
Tel: 01481 745001
END
END
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