FOR IMMEDIATE RELEASE
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN THE UNITED KINGDOM AND THE Republic of Ireland), AUSTRALIA, CANADA, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.
21 June 2019
EJF Investments Ltd (the "Company")
Results of Annual General Meeting
The Company announces that at the Annual General Meeting held on 21 June 2019, all resolutions proposed were duly passed via a poll (which incorporated proxy votes lodged in advance of the meeting), the results of which are as follows:
ORDINARY RESOLUTIONS |
FOR |
AGAINST |
WITHHELD |
Resolution 1 To receive, consider and adopt the report of the Directors and the audited annual report and financial statements of the Company for the year ended 31 December 2018. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 2 To approve the Directors' remuneration report (which is set out in the audited annual report and financial statements of the Company for the year ended 31 December 2018). |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 3 To re-elect Joanna Dentskevich as a director of the Company. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 4 To re-elect Alan Dunphy as a director of the Company. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 5 To re-elect Nick Watkins as a director of the Company. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 6 To re-elect Neal J. Wilson as a director of the Company. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 7 To approve the Company's dividend policy. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 8 To re-appoint KPMG LLP as the Company's auditor. |
33,854,211
100.00% |
-
0.00% |
22,000 |
Resolution 9 Conditional upon Resolution 8 being passed, to authorise the Audit Committee, for and on behalf of the Board, to determine the remuneration of KPMG LLP as the Company's auditor. |
33,854,211
100.00% |
-
0.00% |
22,000 |
SPECIAL RESOLUTIONS |
FOR |
AGAINST |
WITHHELD |
Resolution 10 To authorise the Company to purchase up to 10,426,623 of its own Ordinary Shares, representing approximately 14.99 per cent. of the Company's total issued ordinary share capital and to either cancel or hold in treasury any Ordinary Shares so purchased. |
33,876,211
100.00% |
-
0.00% |
- |
Resolution 11 To authorise the Directors to allot and issue pursuant to the Placing Programme up to 150,000,000 Ordinary Shares and/or C Shares as if the pre-emption rights in the Articles did not apply. |
33,854,211
99.94% |
22,000
0.06% |
- |
Resolution 12 In addition to any authority granted pursuant to Resolution 11 (if passed), to authorise the Directors to allot and issue (or to sell Shares from Treasury) up to a further 6,955,719 Ordinary Shares, representing approximately a further 10 per cent. of the Company's total issued ordinary share capital as if the pre-emption rights in the Articles did not apply. |
33,854,211
99.94% |
22,000
0.06% |
- |
Resolution 13 In addition to any authorities granted pursuant to Resolutions 11 and 12 (if passed), to authorise the Directors to allot and issue (or to sell Shares from Treasury) up to a further 6,955,719 Ordinary Shares, representing approximately a further 10 per cent. of the Company's total issued ordinary share capital as if the pre-emption rights in the Articles did not apply. |
32,889,211
97.09% |
987,000
2.91% |
- |
Notes:
1. Votes "For" and "Against" are expressed as a percentage of votes received.
2. A "Vote withheld" is not a vote in law and is not counted in the calculation of the % of shares voted "For" or "Against" a resolution.
The full text and details of the resolutions passed, together with the explanatory notes, are set out in the Notice of Annual General Meeting dated 15 May 2019, which is available at www.ejfi.com .
These results will also be made available on the Company's website and a copy of resolutions passed as special business will be submitted as soon as practicable to the National Storage Mechanism and will be available shortly for inspection at http://www.morningstar.co.uk/uk/NSM.
ENQUIRIES
For the Investment Manager
EJF Investments Manager LLC
Peter Stage / Hammad Khan / Matt Gill
pstage@ejfcap.com / hkhan@ejfcap.com / mgill@ejfcap.com
+44 203 752 6775 / +44 203 752 6771 / +44 203 752 6774
For the Company Secretary and Administrator
BNP Paribas Securities Services S.C.A Jersey Branch
jersey.bp2s.ejf.cosec@bnpparibas.com
+44 1534 709 181/ +44 1481 750 822
For the Broker
Numis Securities Limited
David Luck
d.luck@numis.com
+44 20 7260 1301
About EJF Investments Ltd
EJFI is a registered closed-ended limited liability company incorporated in Jersey under the Companies (Jersey) Law 1991, as amended, on 20 October 2016 with registered number 122353. The Company is regulated by the Jersey Financial Services Commission (the "JFSC"). The JFSC is protected by both the Collective Investment Funds (Jersey) Law 1988 and the Financial Services (Jersey) Law 1998, as amended, against liability arising from the discharge of its functions under such laws.
The JFSC has not reviewed or approved this announcement.
LEI: 549300XZYEQCLA1ZAT25
Investor information & warnings
The latest available information on the Company can be accessed via its website at www.ejfi.com.
This communication has been issued by, and is the sole responsibility of, the Company and is for information purposes only. It is not, and is not intended to be an invitation, inducement, offer or solicitation to deal in the shares of the Company. The price and value of shares in the Company and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of shares in the Company. An investment in the Company should be considered only as part of a balanced portfolio of which it should not form a disproportionate part. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decision.