REG - Black Sea Property - Correction Notice of AGM
20/11/2024 16:45
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RNS Number : 0206N Black Sea Property PLC 20 November 2024
20 November 2024
Notice of Annual General Meeting
BLACK SEA PROPERTY PLC
This announcement serves as a correction to the Notice of Annual General
Meeting published on 14 November 2024, confirming that Resolutions 4 and 5 are
special resolutions.
Notice is hereby given that the Annual General Meeting of Black Sea Property
Plc (the "Company") will be held at 6(th) floor, Victory House, Prospect Hill,
Douglas IM1 1EQ, Isle of Man on 29 November 2024 at 10.30 a.m. for the
following purposes:
ORDINARY BUSINESS
To consider and, if thought fit, to pass the following resolutions which will
be proposed as ordinary resolutions:
Resolution 1. To receive and adopt the audited accounts of the Company for the year ended 31
December 2023 together with the Directors' and Auditor's reports thereon.
Resolution 2. To re-appoint Grant Thornton as Auditors to the Company and to authorise the
Directors to determine the Auditors' remuneration.
Resolution 3. To re-appoint Simon Hudd as a Director who retires in accordance with Article
78 at the commencement of the 2024 Annual General Meeting and submits himself
for immediate reappointment to the board.
SPECIAL BUSINESS
To consider and, if thought fit, to pass the following resolutions which will
be proposed as special resolutions:
Resolution 4. To authorise the issue (for cash or non-cash consideration) by the directors
of ordinary shares to a maximum aggregate value of up to €28,000,000, to
enable the conversion of any outstanding Loan Notes issued by the Company and
otherwise to raise funds.
This authority requires renewal every five years.
Resolution 5. To authorise the dis-application of pre-emption rights on ordinary shares to a
maximum aggregate value of up to €28,000,000, to enable the conversion of
any outstanding Loan Notes issued by the Company and otherwise to raise funds.
This authority requires renewal every fifteen months.
The Directors of the issuer accept responsibility for the contents of this
announcement.
For further information, please visit www.blackseapropertyplc.com
(http://www.blackseapropertyplc.com) or contact the following:
BLACK SEA PROPERTY PLC simon.hudd@d3acap.com (mailto:simon.hudd@d3acap.com)
Simon Hudd - Chairman
PETERHOUSE CAPITAL LIMITED +44 (0) 207 469 0930
AQSE Corporate Adviser
Heena Karani and Duncan Vasey
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by the Company to
constitute inside information. Upon the publication of this announcement via a
Regulatory Information Service, this inside information is now considered to
be in the public domain
BLACK SEA PROPERTY PLC
(a company incorporated in the Isle of Man with registered number 013712V)
FORM OF PROXY
To be used for the Annual General Meeting of the Company to be held at the
offices of held at 6(th) Floor, Victory House, Prospect Hill, Douglas IM1 1EQ,
Isle of Man on 29 November 2024 at 10.30 a.m.
I/We _______________________________________¹ of _______________________
____________________________________________________________________¹
being member(s) of the above- named Company, hereby appoint the Chairman
of the Meeting or _____________________________________ ² of
_____________________________________________________________________________
as my/our proxy
to vote on my/our behalf at the Annual General Meeting of the Company to be
held on 29 November 2024 at 10.30 a.m. and at any adjournment thereof.
I/We direct my/our proxy to vote in respect of the Resolutions to be proposed
at such Annual General Meeting in the following manner ³:-
ORDINARY BUSINESS FOR AGAINST ABSTAIN
To receive and adopt the audited accounts of the Company for the year ended 31
December 2023 together with the Directors' and Auditor's reports thereon.
To re-appoint Grant Thornton as Auditors to the Company and to authorise the
Directors to determine the Auditors' remuneration.
To re-appoint Simon Hudd as a Director who retires in accordance with Article
78 at the commencement of the 2023 Annual General Meeting and submits himself
for immediate reappointment to the board.
FOR AGAINST ABSTAIN
SPECIAL BUSINESS
To authorise the issue (for cash or non-cash consideration) by the directors
of ordinary shares to a maximum aggregate value of up to €28,000,000, to
enable the conversion of any outstanding Loan Notes issued by the Company and
otherwise to raise funds.
This authority will require renewal every five years.
To authorise the dis-application of pre-emption rights on ordinary shares
ordinary shares to a maximum aggregate value of up to €28,000,000, to enable
the conversion of any outstanding Loan Notes issued by the Company and
otherwise to raise funds.
This authority will require renewal every fifteen months.
Dated:
2024
Signature_________________________________
NOTES:
1 Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The
name of all joint holders should be stated.
2 If you wish to appoint a person other than the Chairman of the above
Meeting as your proxy please delete the words "the Chairman of the Meeting"
and print the name and address of the person you wish to appoint in the space
provided.
3 Please indicate with a "X" in the appropriate space beside the
resolution how you wish your proxy to vote on your behalf on a poll. Except
as otherwise instructed, your proxy will exercise their discretion as to how
they vote or whether they abstain from voting.
4 This form of proxy must be signed by the member or their attorney duly
authorised in writing, or if the appointer is a corporation the form of proxy
must be executed under the hand of an officer of the corporation duly
authorised on their behalf.
5 A member entitled to attend and vote is entitled to appoint one or
more parties to attend and, on a poll, to vote instead of them. A proxy need
not also be a member. In the case of joint holders, if more than one such
joint holder is present, only the person whose name stands first in the
Register of Members of the Company in respect of the relevant joint holding
will be entitled to vote. The form of proxy should be completed and lodged
at the Company's registered office at 6th floor, Victory House, Prospect Hill,
Douglas IM1 1EQ, Isle of Man (Attn: Angela Faragher) or by email
Angela.Faragher@crowe.im (mailto:Angela.Faragher@crowe.im) no later than 48
hours before the time appointed for holding the above Meeting together with
the power of attorney or other authority (if any) under which it is signed, or
a notarially certified copy of such power or authority.
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