REG - Cerillion PLC - Notice of General Meeting

CerillionAnnouncement

Wed 09:15

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RNS Number : 8022G  Cerillion PLC  30 April 2025

AIM: CER

Cerillion plc

("Cerillion" or the "Company")

 

Notice of General Meeting

 

Cerillion plc, the billing, charging and customer relationship management
software solutions provider, announces that it will be convening a General
Meeting. This is in order to ratify the payment of historic dividends and make
good procedural requirements under the Companies Act 2006 (the "Act").

 

The Act provides that a public company may, amongst other things, pay a
dividend out of its distributable profits. The Company has become aware that
whilst the Company had sufficient distributable profits at all relevant times,
it did not file the requisite interim accounts at Companies House to satisfy
the procedural requirements of the Act before making the relevant
distributions.

 

The Company is therefore convening a general meeting to seek approval from
shareholders to provide the Board with necessary authorities to enter into
certain waivers (the "Waivers"). The Waivers will put the recipient
shareholders of the relevant distributions and the Company in the position in
which they were always intended to be, had the relevant actions been made in
accordance with the Act, insofar as practically possible.

 

The General Meeting will be held at 9.00 a.m. on Friday, 16 May 2025 as an
electronic meeting, and the Notice of General Meeting, which provides full
details of the resolution, will be available shortly on the Company's website.

 

The Company confirms that the above has no bearing on the Company's financial
position, which remains as reported on 14 April 2025.

 

Related Party Transaction

The Waivers are deemed to be related party transactions pursuant to AIM Rule
13 of the AIM Rules for Companies. Given the interests of the directors in the
Waivers the Company's directors cannot recommend that shareholders vote in
favour, as they are not independent. However, they recommend that Shareholders
vote. Notwithstanding this, the Board has been advised by Panmure Liberum, in
its capacity as the Company's Nominated Adviser, that the Waivers are fair and
reasonable so far as the Shareholders are concerned.

 

Enquiries:

 Cerillion plc                                     c/o KTZ Communications
 Louis Hall, CEO                                   T: 020 3178 6378
 Andrew Dickson, CFO

 Panmure Liberum Limited (Nomad and Joint Broker)  T: 020 3100 2000
 Bidhi Bhoma, Edward Mansfield, Freddie Wooding

 Singer Capital Markets (Joint Broker)             T: 020 7496 3000
 Rick Thompson, James Fischer

 KTZ Communications                                T: 020 3178 6378
 Katie Tzouliadis, Robert Morton

 

About Cerillion

www.cerillion.com

Cerillion has a 25-year track record in providing mission-critical software
for billing, charging and customer relationship management ("CRM"), mainly to
the telecommunications sector but also to other markets, including utilities
and financial services. The Company has c. 80 customer installations across c.
45 countries.

 

Headquartered in London, Cerillion also has operations in India and Bulgaria
as well as a sales presence in the USA, Singapore and Australia.

 

The business was originally part of Logica plc before its management buyout,
led by CEO, Louis Hall, in 1999. The Company joined AIM in March 2016.

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