Information  X 
Enter a valid email address

All Star Minerals (ASMO)

  Print   

Thursday 14 October, 2021

All Star Minerals

Notice of Annual General Meeting

RNS Number : 9995O
All Star Minerals PLC
14 October 2021
 

ALL STAR MINERALS PLC

("All Star Minerals'' or the "Company")

 

Notice of Annual General Meeting

 

All Star (AQSE:ASMO), an investing company that is looking to pursue investment opportunities within the technology, mining and gemstone sector, will hold its Annual General Meeting ("AGM") on 5 November 2021 at 10am at the offices of Memery Crystal, 165 Fleet Street, London, EC4A 2DY.

 

As Covid-19 restrictions have now been lifted, the Company will be holding its first physical shareholder meeting in two years and welcomes the opportunity to meet with its shareholders and answer their questions.

 

Should shareholders wish to attend the AGM in person, then, to protect the health and wellbeing of our shareholders and colleagues, the Company will have in place appropriate safety measures in line with any UK Government restrictions in place at the time of the AGM. Currently, we do not expect any restrictions to be in place, however we ask that any shareholders who have recently developed COVID-19 symptoms, or been exposed to someone who has either tested positive for COVID-19 or is displaying COVID-19 symptoms, do not attend the AGM in person. Although we do not anticipate this to be the case, we may be required to adapt these arrangements to respond to government guidelines on short notice. Should the situation change such that we consider that it is no longer possible for any shareholders to attend the meeting in person, we will notify shareholders by issuing a Regulatory News Service announcement to the London Stock Exchange and on our website at https://www.allstarminerals.co.uk/investors.

 

To be valid, the Form of Proxy accompanying this document for the AGM should be returned not less than 48 hours (excluding weekends and public holidays) before the time and date for which the AGM is convened, either by post or by hand to: Neville Registrars Limited, Neville House, Steelpark Road, Halesowen, B62 8HD, or by email to [email protected] . The completion and depositing of a Form of Proxy will not preclude a shareholder from attending and voting as provided above at the AGM.

 

In the announcement of 15 July 2021, the Company's issued share capital was erroneously stated as 4,467,474,743. The Company's issued share capital should have stated 4,467,974,743.

 

 

The Directors of All Star are responsible for the content of this announcement.

 

For further information, please visit www.allstarminerals.co.uk or contact:

 

Enquiries:

All Star Minerals Plc

Ian Harebottle

Interim CEO

Contact via Blytheweigh Financial PR and IR (details below)

 

AQSE Corporate Adviser:

Cairn Financial Advisers LLP

Liam Murray

020 7213 0880

 

Broker

SP Angel Corporate Finance LLP

Ewan Leggat / Charlie Bouverat

020 3470 0470

 

Blytheweigh Financial PR and IR

Tim Blythe and Megan Ray

020 7138 3204

 

 

Ordinary Resolutions

 

To consider and, if thought fit, pass the following resolutions as ordinary resolutions:

 

1.   To receive and adopt the Company's annual accounts for the financial year ended 31 December 2020, together with the directors' report and the independent auditor's report on those accounts.

 

2.   To re-elect as a director of the Company Ian Harebottle, who retires by rotation under the Articles of Association of the Company and, being eligible, offers himself for re-election.

 

3.   To re-appoint PRICE BAILEY LLP as auditors of the Company, to hold office from the conclusion of this meeting until the conclusion of the next annual general meeting, at which annual accounts are laid before the Company and to authorise the Directors to determine their remuneration.

 

4.  That in substitution for existing authorities, the Directors be generally and unconditionally authorised pursuant to Section 551 of the Companies Act 2006 (the "Act") to allot equity securities (within the meaning of section 560 of the Act) up to an aggregate nominal amount of £850,000.  The authority referred to in this resolution shall expire (unless previously renewed, varied or revoked by the Company in general meeting) at the end of the next annual general meeting of the Company or, if earlier, on 31 December 2022. The Company may, at any time prior to the expiry of the authority, make an offer or agreement which would or might require equity securities to be allotted after the expiry of the authority and the Directors are hereby authorised to allot equity securities in pursuance of such offer or agreement as if the authority had not expired.

 

Special Resolution

 

To consider and, if thought fit, pass the following resolution as a special resolution:

 

 

5.  That the Directors, pursuant to Section 570 of the Act, be empowered to allot new Ordinary Shares of 0.01p each in the capital of the Company pursuant to the authority conferred by Ordinary Resolution 4 as if Section 561 of the Act did not apply to any such allotment provided that this power shall be limited to:

 

(i)  the allotment of equity securities where such securities have been offered (whether by way of a rights issue, open offer or otherwise) to the holders of Ordinary Shares in the capital of the Company in proportion (as nearly as may be) to their holdings of such Ordinary Shares but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient to deal with equity securities representing fractional entitlements and with legal or practical problems under the laws of, or the requirements of, any regulatory body or any stock exchange in any territory; and,

(ii)  the allotment, other than pursuant to (i) above, of equity securities:

(A)   arising from the exercise of options and warrants outstanding at the date of this resolution; and

(B)   other than pursuant to paragraph 5(i) of this Resolution, up to an aggregate nominal value of £850,000,

and this power shall, unless previously revoked or varied by special resolution of the Company in general meeting, expire at the end of the next annual general meeting of the Company or, if earlier, on 31 December 2022.  The Company may, before such expiry, make offers or agreements which would or might require equity securities to be allotted after such expiry and the Directors are hereby empowered to allot equity securities in pursuance of such offers or agreements as if the power conferred hereby had not expired.

 

-------------------------------------

 

If you are a registered holder of Ordinary Shares in the Company, you may use the enclosed form of proxy to appoint the Chairman of the Meeting to vote on your behalf.

 

This may be sent by email to [email protected] or by post to:

 

Neville Registrars Limited

Neville House

Steelpark Road

Halesowen
B62 8HD

 

The signed proxy must be received no later than 48 hours (excluding any part of a day which is not a working day) before the time of the meeting, being 10 a.m. on the 5th day of November 2021, or any adjournment thereof.

 

BY ORDER OF THE BOARD OF DIRECTORS

 

Ian Harebottle

INTERIM CHIEF EXECUTIVE OFFICER AND DIRECTOR

 

c/o- Memery Crystal LLP

Registered office:

165 Fleet Street

London EC4A 2DY

 

Notes to the Notice of General Meeting

 

Entitlement to attend and vote

1. Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, the Company specifies that only those members registered on the Company's register of members 48 hours before the time of the Meeting shall be entitled to attend and vote at the Meeting.

 

Appointment of proxies

2. If you are a member of the Company at the time set out in note 1 above, you are entitled to appoint a proxy which we recommend is the Chairman of the Meeting but need not be either the Chairman or a member. You can only appoint a proxy using the procedures set out in these notes and the notes to the proxy form.

3. Details of how to appoint the Chairman of the Meeting as your proxy using the proxy form are set out in the notes to the proxy form.

4. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution. If no voting indication is given, your proxy will vote or abstain from voting at his or her discretion. Your proxy will vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the Meeting.

 

Appointment of proxy using hard copy proxy form

5. The notes to the proxy form explain how to direct your proxy how to vote on each resolution or withhold their vote.

To appoint a proxy using the proxy form, the form must be:

completed and signed; sent or delivered to Neville Registrars Limited at Neville House, Steelpark Road, Halesowen, B62 8HD; or by email to [email protected], and received by Neville Registrars Limited no later than 48 hours (excluding any part of a day which is not a working day) prior to the Meeting.

In the case of a member which is a company, the proxy form must be executed under its common seal or signed on its behalf by an officer of the company or an attorney for the company.

Any power of attorney or any other authority under which the proxy form is signed (or a duly certified copy of such power or authority) must be included with the proxy form.

 

Appointment of proxy by joint members

6. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company's register of members in respect of the joint holding (the first-named being the most senior).

 

Changing proxy instructions

7. To change your proxy instructions simply submit a new proxy appointment using the methods set out above. Note that the cut-off time for receipt of proxy appointments (see above) also apply in relation to amended instructions; any amended proxy appointment received after the relevant cut-off time will be disregarded.

Where you have appointed a proxy using the hard-copy proxy form and would like to change the instructions using another hard-copy proxy form, please contact Neville Registrars Limited on +44 (0) 121 585 1131.

If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.

 

Termination of proxy appointments

8. In order to revoke a proxy instruction you will need to inform the Company by sending a signed hard copy notice clearly stating your intention to revoke your proxy appointment to Neville Registrars Limited at Neville House, Steelpark Road, Halesowen, B62 8HD. In the case of a member which is a company, the revocation notice must be executed under its common seal or signed on its behalf by an officer of the company or an attorney for the company. Any power of attorney or any other authority under which the revocation notice is signed (or a duly certified copy of such power or authority) must be included with the revocation notice.

The revocation notice must be received by Neville Registrars Limited no later than 48 hours (excluding any part of a day which is not a working day) prior to the Meeting. If you attempt to revoke your proxy appointment but the revocation is received after the time specified then, subject to the paragraph directly above, your proxy appointment will remain valid.

 

Issued shares and total voting rights

9. As at the date of this Notice, the Company's issued ordinary share capital comprised 4,467,974,743 ordinary shares of 0.01p each. Each ordinary share carries the right to one vote at a general meeting of the Company and, therefore, the total number of voting rights exercisable as at the date of this Notice is 4,467,974,743.

 

Communications with the Company

10. Except as provided above, members who have general queries about the Meeting should telephone Ian Harebottle (Interim Chief Executive Officer) on +44 (0)1892 834 970 or email him at [email protected] (no other methods of communication will be accepted). 

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
NEXEASEDFLDFFFA

a d v e r t i s e m e n t