BH Global Limited - Result of Annual General Meeting
June 26 2017 - 10:47AM
PR Newswire (US)
BH Global Limited
(the "Company")
(a closed-ended
collective investment scheme established as a company with limited
liability under the laws of Guernsey with registered number
48555)
RESULT OF ANNUAL
GENERAL MEETING (“AGM”)
26 June 2017
The Board of BH Global Limited is pleased to announce that at
the AGM held on 26 June 2017, all
twelve resolutions as set out in the Notice dated 26 May 2017 were duly passed by way of a show of
hands.
The proxy votes received on each resolution proposed at the AGM
were as follows. A vote withheld is not a vote in law and has
not been counted in the votes for and against a
resolution.
|
Ordinary Resolutions |
For |
Against |
Vote Withheld |
1. |
That the Annual
Audited Financial Statements of the Company for the period ended 31
December 2016, together with the Reports of the Directors and the
Auditors thereon, be received and considered. |
12,668,377 |
0 |
0 |
2. |
That KPMG Channel
Islands Limited be re-appointed as Auditors until the conclusion of
the next annual general meeting. |
12,668,377 |
0 |
0 |
3. |
That the Board of Directors be
authorised to determine the remuneration of the Auditors. |
12,668,377 |
0 |
0 |
4. |
That Sir Michael Bunbury be
re-elected as a Director. |
12,668,377 |
0 |
0 |
5. |
That John Hallam be
re-elected as a Director. |
12,658,309 |
10,068 |
0 |
6. |
That Graham Harrison
be re-elected as a Director. |
12,668,377 |
0 |
0 |
7. |
That Nicholas Moss be re-elected as
a Director. |
12,668,377 |
0 |
0 |
8. |
That Julia Chapman be elected as a
Director. |
12,668,377 |
0 |
0 |
9. |
That the Directors’ Remuneration
Report contained in the Annual Audited Financial Statements of the
Company for the period ended 31 December 2016 be approved. |
12,668,377 |
0 |
0 |
10. |
That the Directors be generally and
unconditionally authorised to allot and issue, grant rights to
subscribe for, or to convert securities into, up to 1,205,807
shares designated as US Dollar shares and 7,388,773 shares
designated as Sterling shares respectively (being 33.33 per cent.
of the Company’s shares of each class in issue as at the latest
practicable date prior to the date of publication of this document
(excluding shares held in treasury) for the period expiring on the
date falling fifteen months after the date of passing of this
Resolution 10 or the conclusion of the next annual general meeting
of the Company, whichever is the earlier, save that the Company may
before such expiry make an offer or agreement which would or might
require shares to be allotted and issued after such expiry and the
Directors may allot and issue shares in pursuance of such an offer
or agreement as if the authority had not expired. |
12,504,908 |
163,469 |
0 |
|
Special
Resolutions |
For |
Against |
Vote
Withheld |
11. |
That the Company be and
is hereby generally and unconditionally authorised in accordance
with the Companies (Guernsey) Law, 2008, as amended (the “Companies
Law”), to make market acquisitions (as defined in the Companies
Law) of each class of its shares (either for the retention as
treasury shares for resale or transfer, or cancellation), PROVIDED
THAT:
a. the maximum number of shares authorised to be purchased shall be
542,305 shares designated as US Dollar shares and 3,323,063 shares
designated as Sterling shares (being 14.99 per cent. of the shares
of each class in issue as at the latest practicable date prior to
the date of publication of this document, excluding shares held in
treasury);
b. the minimum price (exclusive of expenses) which may be paid for
a share shall be one cent for shares designated as US Dollar shares
and one pence for shares designated as Sterling shares;
c. the maximum price which may be paid for a share of the relevant
class is an amount equal to the higher of: (a) 105 per cent. of the
average of the middle market quotations for a share of the relevant
class on the relevant market for the five business days immediately
preceding the date on which the share is purchased; and (b) the
higher of (i) the price of the last independent trade for a share
of the relevant class and (ii) the highest current independent bid
for a share of the relevant class at the time of purchase; and
d. the authority hereby conferred shall expire at the annual
general meeting of the Company in 2018 unless such authority is
varied, revoked or renewed prior to such date by a special
resolution of the Company in a general meeting. |
12,668,377 |
0 |
0 |
12. |
That, in accordance with Article 6.4
of the Articles, the Directors be empowered to allot and issue (or
sell from treasury) 361,778 shares designated as US Dollar shares
and 2,216,853 shares designated as Sterling shares (being 10 per
cent. of the shares in issue of each class as at the latest
practicable date prior to the date of this notice, excluding shares
held in treasury) for cash as if Article 6.1 of the Articles did
not apply to the allotment and issue (or sale from treasury) for
the period expiring on the date falling 15 months after the date of
passing of this Resolution 12 or the conclusion of the next annual
general meeting of the Company, whichever is the earlier, save that
the Company may before such expiry make offers or agreements which
would or might require shares to be allotted and issued (or sold)
after such expiry and the Directors may allot and issue (or sell)
shares in pursuance of any such offer or agreement notwithstanding
that the power conferred by this Resolution 12 has expired. |
12,504,908 |
163,469 |
0 |
In accordance with Listing Rule 9.6.3, a copy of the Result of
AGM has been submitted to the National Storage Mechanism and will
shortly be available for inspection at:
www.morningstar.co.uk/uk/NSM
Company website:
www.bhglobal.com
Northern Trust International Fund Administration Services
(Guernsey) Limited
Tony Sharpe
Tel: +44 (0) 1481 745001
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