Atlantis Japan Growth Fund Ld
11 October 2002
COMPANY ANNOUNCEMENT
For immediate release
11th October, 2002
Atlantis Japan Growth Fund Limited
Re: Result of Annual General Meeting
The Board of Directors of Atlantis Japan Growth Fund Limited announces that at
the annual general meeting held on 26th September 2002 the following resolutions
were duly passed:
It was resolved
1. That the Report & Accounts of the Fund for the year ended 30th April, 2002 be
approved.
2. That the appointment of Tim Guinness as a Director and Chairman of the Board
in place of William Brown following Mr Brown's retirement from the Board be
approved.
3. That the appointment of Andrew Martin Smith as a Director of the Company in
place of Peter Irving following Mr Irving's retirement from the Board be
approved.
4. In accordance with Article 83 of the Articles of Association of the Company,
the following Director retires by rotation from the Board, and is eligible
for re-election:
Eric Boyle
Accordingly it was approved that Eric Boyle be re-elected to the Board.
5. That RSM Robson Rhodes of Anson Court, Le Route des Camps, St Martins,
Guernsey be re-appointed as Auditors of the Fund for the year to 30th April
2003.
6. To authorise the Directors to fix the remuneration of the Auditors for the
year to 30th April 2003.
SPECIAL RESOLUTIONS
7. The Articles of Association be amended as follows:-
From the original wording
'73 Directors' Fees
There shall be paid to the Directors such fees for their services in the office
of director as the Directors may determine (such fees not to exceed US $75,000
per annum in the aggregate). The Directors shall be entitled to receive such
increased remuneration as may be voted to them by the Members in General Meeting
from time to time. Such remuneration shall be deemed to accrue from day to day.
The Directors may also be paid all travelling, hotel and other expenses properly
incurred by them in attending and returning from meetings of the Directors or
any committee of the Directors or General Meetings of the Company or in
connection with the business of the Company.'
To
'73 Directors' Fees
There shall be paid to the Directors such fees for their services in the office
of director as the Directors may determine (such fees not to exceed US$110,000
per annum in the aggregate). The Directors shall be entitled to receive such
increased remuneration as may be voted to them by the Members in General Meeting
from time to time. Such remuneration shall be deemed to accrue from day to day.
The Directors may also be paid all travelling, hotel and other expenses properly
incurred by them in attending and returning from meetings of the Directors or
any committee of the Directors or General Meetings of the Company or in
connection with the business of the Company.'
ORDINARY RESOLUTION
8. It was resolved that:
The Company be unconditionally and generally authorised to renew its authority
to make market purchases ( as defined by The Companies (Purchase of Own Shares)
Ordinance, 1998) of participating redeemable preference shares of 1 cent each in
its capital subject as follows:
a. The maximum number of ordinary shares ('Shares') hereby authorised to be
purchased is 3,063,300 representing 14.99 per cent. of the total number of
Shares in issue;
b. The maximum price which may be paid for any such Shares which the Company
contracts to purchase on any deal shall be a sum equivalent to 105% of the
average of the middle market quotation for the Shares on the Daily Official
List of the London Stock Exchange on the five business days immediately
preceding that day;
c. Any purchase of Shares will be made in the market for cash at prices below
the prevailing asset value per share;
d. The minimum price which may be paid for such Shares is US$0.01;
The authority conferred by this Resolution shall expire at the conclusion of the
next Annual General Meeting of the Company or 12 months from the date hereof,
whichever is earlier, but not so as to prejudice the completion of a purchase
contracted before that date.
Enquiries:
Julian Carey
Management International (Guernsey) Limited
+ 44 (0) 1481 707000
This information is provided by RNS
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