Result of AGM

RNS Number : 1657B

TruFin PLC

08 June 2021

 

TruFin plc
("TruFin" or the "Company" or together with its subsidiaries "TruFin Group")

8 June 2021

ANNOUNCEMENT OF ANNUAL GENERAL MEETING RESULTS

TruFin is pleased to announce that its fourth Annual General Meeting ("AGM") was held today.

Ordinary resolutions 1-9 and special resolutions 10-11 as proposed in the Notice of AGM were duly passed.

The votes received in respect of the resolutions were as follows:

Annual General Meeting Resolutions numbered and with defined terms as per the Notice of Meeting		For		Against		Withheld
		Number	%	Number	%	Number
01	To receive the reports of the Directors andtheAuditorsandtheauditedaccountsforthefinancialyearended31December2020.	44,319,549	91.90%	3,906,328	8.10%	811,754
02	Tore-electJamesvandenBerghasaDirectoroftheCompany.	49,037,189	100.00%	0	0.00%	442
03	Tore-electSteveBaldwinasaDirectoroftheCompany.	45,883,299	93.57%	3,153,890	6.43%	442
04	Tore-electPennyJuddasaDirectoroftheCompany.	49,037,189	100.00%	0	0.00%	442
05	Tore-electPaulDentskevichasaDirectoroftheCompany.	49,037,189	100.00%	0	0.00%	442
06	To re-electStephenGreeneasaDirectoroftheCompany.	49,037,189	100.00%	0	0.00%	442
07	To re-appointCroweU.K.LLPasAuditorsoftheCompanytoholdofficeuntiltheconclusionofthe  nextgeneralmeetingoftheCompanyatwhichaccountsarelaid.	49,022,313	100.00%	0	0.00%	15,318
08	ToauthorisethedirectorstodeterminetheremunerationoftheAuditors.	49,035,827	100.00%	0	0.00%	1,804
09	The directors of the Company be authorised for the purposes of the articles of association of theCompany (the "Articles") to allot (with or without confirming rights of renunciation), grant optionsover or otherwise deal in any unissued shares of the Company (whether for cash or non-cashconsideration)onsuchtermsandconditionsastheymayintheirdiscretionthinkfituptoanaggregatemaximum of 26,940,735 ordinary shares of £0.91 each in the capital of the Company ("OrdinaryShares") such authority to expire at the earlier of the conclusion of the next annual general meetingof the Company or at close of business on 8 September 2022 (unless previously renewed, varied orrevokedbytheCompanypriortooronthatdate).	49,022,313	100.00%	0	0.00%	15,318
10	The directors of the Company are empowered to allot equity securities pursuant to the Articles as ifArticle3(pre-emptionrights)oftheArticlesdidnotapplytosuchallotment,suchpowerbeinglimitedto: (a)  theallotmentofequitysecuritiesinconnectionwithanissueorofferinginfavourofholdersofequitysecuritiesandanyotherpersonsentitledtoparticipateinsuchissueorofferingwherethe equity securities respectively attributable to the interests of such holders and persons areproportionate (as nearly as may be) to the respective number of equity securities held by ordeemedtobeheldbythemontherecorddateofsuchallotment,subjectonlytosuchexclusionsorotherarrangementsasthedirectorsmayconsidernecessaryorexpedient;and (b)  otherwise than pursuant to (a), the allotment of equity securities up to an aggregate maximumof8,082,220OrdinaryShares, such power to expire at the earlier of the conclusion of the next annual general meeting of theCompanyoratcloseofbusinesson8September2022(unlesspreviouslyrenewed,variedorrevokedbytheCompanypriortooronthatdate).	49,022,313	99.97%	15,318	0.03%	0
11	That the Company be generally and unconditionally authorised to purchase in accordance with Article 57 of the Companies (Jersey) Law 1991 ("the Law") Ordinary Shares provided that (a)  the maximum number of Ordinary Shares hereby authorised to be acquired is 8,082,220 (being 10% of the Ordinary Shares in issue as at the date of this resolution); (b)  the minimum price which may be paid for each Ordinary Shares is nil; (c)  the maximum price which may be paid for each Ordinary Share is an amount equal to 105% of the average of the middle market quotations for an Ordinary Share as derived from the London Stock Exchange for the five business days immediately preceding the day on which such share is contracted to be purchased; (d)  unless previously renewed, varied or revoked by the Company in a general meeting, the authority hereby conferred shall expire at close of business on 8 September 2022 or, if earlier, on the date of the next annual general meeting of the Company; (e)  the Company may make a contract to purchase its Ordinary Shares under the authority hereby conferred prior to the expiry of such authority, which contract will or may be executed wholly or partly after the expiry of such authority, and may purchase its Ordinary Shares in pursuance of any such contract; (f)  the Directors provide a statement of solvency in accordance with Articles 55 and 57 of the Law; and (g)  such shares are acquired for cancellation or to be held as treasury shares in accordance with Article 58A of the Law.	49,037,631	100.00%	0	0.00%	0

Resolutions 10 and 11 were proposed as special resolutions.

A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes against the resolution.

For further information, please contact:

TruFin plc James van den Bergh, Chief Executive Officer Kam Bansil, Investor Relations	0203 743 1340 07779 229508
Liberum Capital Limited (NOMAD and Broker) Chris Clarke Louis Davies	0203 100 2000

About TruFin plc:

TruFin plc is the holding company for an operating group of companies that are niche lenders and early payment providers. TruFin Group combines the benefits of both the traditional relationship banking model and developments in the fintech sector. The Company was admitted to AIM in February 2018 and trades under the ticker symbol: TRU. More information is available on the Company website www.TruFin.com

 

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