Triple Point Income VCT PLC Publication of Circular (3379T)
21 July 2022 - 10:04PM
UK Regulatory
TIDMTPVE TIDMTPVD TIDMTPVC
RNS Number : 3379T
Triple Point Income VCT PLC
21 July 2022
21 July 2022
Triple Point Income VCT plc
(the "Company")
PUBLICATION OF CIRCULAR
The Company announces that a circular in relation to the
Proposed Related Party Transaction and Class 1 Transactions (the
"Circular") has been approved by the FCA and published by the
Company.
Shareholders will be aware that in July and December last year
and in January this year, interim dividends were paid.
Unfortunately, it has transpired that there was an accounting issue
in respect of the payment of those dividends (the "Dividends").
Under the Companies Act 2006 (the "CA 2006"), a company may only
pay a dividend to its shareholders out of its distributable
reserves. The Dividends were paid to Shareholders under the
mistaken belief that the Company had sufficient distributable
reserves to make these distributions. While the Company had more
than sufficient reserves to pay the Dividends, not all of those
reserves were "distributable reserves" for the purposes of the CA
2006. Therefore, the proportion of the Dividends that were not
satisfied by the distributable reserves of the Company at the time
the Dividends were paid are technically unlawful distributions for
the purposes of the CA 2006.
The purpose of the Circular is to provide Shareholders with more
details of the accounting issues and the proposed actions
Shareholders are being asked to approve in order to rectify this
issue.
The Company may technically have claims for the return of the
Dividends against those Shareholders who received the Dividends
(the "Recipient Shareholders") and against those persons who were
directors of the Company at the time of the payment of the
Dividends (the "Relevant Directors"). In order to protect the
Recipient Shareholders from a claim for repayment of the Dividends
and the Relevant Directors against a claim in respect of the
unlawful payment of the Dividends, the Company is proposing that
deeds of release are entered into which would waive any claim that
the Company has against these parties.
Under the Listing Rules the entering into of the deeds of
release in favour of the Recipient Shareholders and the Relevant
Directors are each classified as a "class 1" transaction and as
such require Shareholder approval prior to the deeds of release
being entered into. In addition, under the Listing Rules the
entering into of the deeds of release with the Relevant Directors
is classified as a related party transaction.
The Circular is available to view and download on the Company's
website at
https://www.triplepoint.co.uk/current-vcts/triple-point-income-vct-plc/s1238/
. Shareholders who require a Form of Proxy should contact the
Company's Registrars at: Computershare Investor Services PLC, The
Pavilions, Bridgwater Road, Bristol BS99 6ZY. The Company is in the
process of printing copies of the Circular and Form of Proxy for
distribution to Shareholders. Shareholders will receive copies of
these documents by post shortly.
In accordance with Listing Rule 9.6.1 copies of the documents
have been submitted to the National Storage Mechanism and will
shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
A General Meeting of the Company will be held at 10.00 am on 2
September 2022 at 1 King William Street, London, EC4N 7AF. Further
details are set out in the Circular and the notice of general
meeting contained therein.
FOR FURTHER INFORMATION ON THE COMPANY, PLEASE CONTACT:
Triple Point Investment Management Tel: 020 7201 8989
LLP
(Investment Manager)
Jonathan Parr
Belinda Thomas
The Company's LEI is 213800IXD8S5WY88L245.
Further information on the Company can be found on its website
https://www.triplepoint.co.uk/current-vcts/triple-point-income-vct-plc/s1238/
.
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END
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