Result of Extraordinary General Meeting

RNS Number : 8395K

Alternative Liquidity Fund Limited

06 September 2021

 

ALTERNATIVE LIQUIDITY FUND LIMITED

Registered in Guernsey - Number 60552

LEI NUMBER 213800R5CHD76J3LU713

Registered Office:

Sarnia House, Le Truchot,

St Peter Port, Guernsey, GY1 1GR

6 SEPTEMBER 2021

EXTRAORDINARY GENERAL MEETING VOTING RESULTS

Alternative Liquidity Fund Limited (the "Company") is pleased to announce that at the Extraordinary General Meeting ("EGM") held at 9:00 a.m. today, 6 September 2021, the Special Resolutions were duly passed without amendment.

In accordance with LR 9.6.18, details of the results of those resolutions proposed at the EGM follow:

Resolution	For (including discretionary)	Against	Withheld*	Percentage In Favour
1  Special	80,732,729	NIL	1,000	100%
2  Special	80,723,717	10,012	NIL	99.99%

*A vote withheld is not a vote in law and is therefore not counted towards the proportion of votes "for" or "against" the Resolution.

The full wording of these resolutions can be found below:-

Resolution 1 - Special Resolution

THAT subject to the passing of extraordinary resolution 2 below, and conditional on and with effect from Admission:

(i)  the proposed investment objective and policy of the Ordinary Portfolio set out in the circular to shareholders of the Company dated 20 August 2021, a copy of which has been produced to the meeting and signed by the Chairman for the purposes of identification (the "Circular"), be and is hereby adopted as the investment objective and policy of the Ordinary Portfolio;

(ii)  the draft articles of incorporation produced to the meeting and, for the purposes of identification, initialled by the Chairman of the meeting be adopted as the articles of incorporation of the Company in substitution for, and to the entire exclusion of, the existing articles of incorporation of the Company;

(iii)  the Company be generally and unconditionally authorised, in accordance with the Companies (Guernsey) Law, 2008 (as amended) (the "Law") to make market acquisitions (as defined in the Law) of ordinary shares of £0.01 each ("Ordinary Shares"), either for retention as treasury shares for future resale or transfer or cancellation, provided that:

(a)  the maximum number of Ordinary Shares hereby authorised to be purchased shall be 14.99 per cent. of the issued Ordinary Shares on the date of Admission (as defined in the Circular);

(b)  the minimum price which may be paid for an Ordinary Share shall be £0.01 per share;

(c) the maximum price (exclusive of expenses) which may be paid for an Ordinary Share shall be an amount equal to the higher of (i) 105 per cent. of the average of the middle market quotations of the Ordinary Shares for the five business days immediately preceding the date of purchase and (ii) the higher of the latest independent trade and the highest current independent bid on the trading venue on which the purchase is carried out; and

(d) unless previously varied, revoked or renewed, the authority hereby conferred shall expire 15 months from the date of passing of this resolution, save that the Company may, prior to such expiry, enter into a contract to purchase Ordinary Shares under such authority and may make a purchase of Ordinary Shares pursuant to any such contract;

(iv)  the name of the Company be changed to "The Endowment Fund Limited".

Resolution 2 - Special Resolution

THAT, subject to the passing of special resolution 1, the Directors of the Company be and they are hereby generally empowered to allot and issue, to grant rights to subscribe for, or to convert and make offers or agreements to allot Ordinary Shares for cash as if the pre-emption rights contained in the Articles in respect of such equity securities did not apply to any such allotment, provided that this power shall:

(i)        expire at the end of the Placing Programme, save that the Company may, before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement as if the power conferred hereby had not expired; and

(ii)  shall be limited to the allotment of Ordinary Shares up to an aggregate nominal value of £2,500,000.

Defined terms in these resolutions  have the same meanings as given to them in the Circular sent to shareholders of the Company on 20 August 2021 save where the context requires otherwise

ENDS

All Enquiries

Hindsight Solutions Limited   Email: [e-mail]

Tel: [phone]

Praxis Fund Services Limited  Email: [e-mail]

Tel: [phone]

 

END

 

 

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