REG - Chrysalis Invs Ltd - Result of AGM & EGM

Chrysalis InvestmentsAnnouncement

15/03/2024 15:15

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RNS Number : 1089H  Chrysalis Investments Limited  15 March 2024

 

 

The information contained in this announcement is restricted and is not for
publication, release or distribution in the United States of America, any
member state of the European Economic Area (other than to professional
investors in the Republic of Ireland), Canada, Australia, Japan or the
Republic of South Africa.

 

15 March 2024

 

 

Chrysalis Investments Limited ("Chrysalis" or the "Company")

 

Result of Annual General Meeting & Extraordinary General Meeting

 

The Company is pleased to announce that at the Annual General Meeting and
Extraordinary General Meeting held earlier today, all resolutions were duly
passed.

 

Andrew Haining, Chairman of Chrysalis commented: "I would like to thank our
shareholders for the overwhelming support that they have shown for the
continuation of Chrysalis and their vote of confidence in the management,
strategy, and vision of the Company.

 

Chrysalis was established to offer investors access to the most innovative,
disruptive and fast-growing private companies that were choosing to stay
private for longer. In recent years, that trend has accelerated with fewer
companies coming to the public market and growth companies largely continuing
their high-growth development as private companies. The fact that 97% of those
shareholders who voted did so in favour of continuing the Company firmly
validates Chrysalis' investment proposition and confirms shareholder
recognition of the significant opportunities and value that our exciting
portfolio is set to deliver.

 

The new management agreement and the spin-out of the team from Jupiter to a
new entity has been endorsed by the board, and there was resounding support
from our shareholders for the new performance fee structure with 99% of the
votes in favour. We are delighted to have been able to reassure shareholders
of the managers' unwavering commitment to the Company and their alignment of
interest.

 

During a period of rising interest rates and a shift from growth to value, the
managers have worked hard to ensure that our investments are well funded and
on a path to profitability. As a result, we now have a portfolio of
increasingly profitable businesses that are performing well and which we
believe are conservatively valued.

 

We believe that the prospects for the Company are excellent, and that the
opportunity remains to generate significant value as the market recovers, we
begin to realise gains on the portfolio, and our plan to return capital to
shareholders kicks in. With a robust capital allocation policy and governance
structures in place, a continued focus on profitability, and a portfolio
poised for growth, we look forward to a promising future for Chrysalis."

 

Chrysalis Investments Limited announces the results of voting on the
resolutions at its Annual General Meeting ("AGM") held at 11:00 hrs on Friday,
15 March 2024.

A poll was held on each resolution and all resolutions were passed by the
required majority.

 

                                                                                 FOR                 AGAINST           TOTAL VOTES  VOTES WITHHELD*

 ORDINARY RESOLUTIONS

                                                                                 Votes        %      Votes       %
 1.      That the Company continues its business as a closed-ended               380,979,806  97.09  11,427,283  2.91  392,407,089  17,732
 investment company.
 2.      To receive the Company's Financial Report and Audited Financial         392,347,339  99.99  42,098      0.01  392,389,437  35,385
 Statements for the period from 1 October 2022 to 30 September 2023.
 3.      To re-appoint KPMG Channel Islands Limited as auditor to the            363,137,387  92.54  29,254,664  7.46  392,392,051  32,771
 Company (the "Auditor") until the conclusion of the next general meeting at
 which accounts are laid before the Company.
 4.      To authorise the directors of the Company (the "Directors") to          363,228,233  92.57  29,159,073  7.43  392,387,306  37,516
 determine the remuneration of the Auditor.

 5.      To approve the report of the Remuneration and Nomination                391,667,459  99.82  696,578     0.18  392,364,037  60,785
 Committee for the year ended 30 September 2023.
 6.      To re-elect Mr Andrew Haining as a Director of the Company who          375,331,991  95.65  17,062,672  4.35  392,394,663  30,158
 retires by rotation in accordance with Article 23.5 of the Articles.
 7.      To re-elect Mr Stephen Coe as a Director of the Company who             392,101,706  99.92  294,873     0.08  392,396,579  28,243
 retires by rotation in accordance with Article 23.5 of the Articles.
 8.      To re-elect Mrs Anne Ewing as a Director of the Company who             379,484,011  96.71  12,908,568  3.29  392,392,579  32,243
 retires by rotation in accordance with Article 23.5 of the Articles.
 9.      To re-elect Mr Tim Cruttenden as a Director of the Company who          389,028,757  99.14  3,367,822   0.86  392,396,579  28,243
 retires by rotation in accordance with Article 23.5 of the Articles.
 10.    To re-elect Mr Simon Holden as a Director of the Company who retires     389,741,817  99.32  2,654,761   0.68  392,396,578  28,243
 by rotation in accordance with Article 23.5 of the Articles.
 11.    To elect Ms Margaret O'Connor as a Director of the Company in            388,968,843  99.14  3,377,736   0.86  392,346,579  28,243
 accordance with Article 21.5 of the Articles.
 12.    To approve the Company's dividend policy and authorise the directors     390,348,917  99.48  2,057,181   0.52  392,406,098  18,724
 to declare and pay all dividends of the company as interim dividends
 SPECIAL RESOLUTIONS                                                             FOR                 AGAINST           TOTAL VOTES  VOTES WITHHELD*

                                                                                 Votes        %      Votes       %
 13.    To authorise the Company to allot and issue or make offers or            389,167,160  99.19  3,177,531   0.81  392,344,691  80,130
 agreements to allot and issue, grant rights to subscribe for, or to convert
 any securities into ordinary shares of no-par value, including by way of sale
 of ordinary share from treasury for cash up to the aggregate number of
 119,030,082 ordinary shares (being 20 per cent. Of the ordinary shares in
 issue as at 26 January 2024)
 14.    To authorise the company to make market acquisitions of its own          392,017,396  99.90  389,586     0.10  392,406,982  17,840
 ordinary shares, either for cancellation or to hold as treasury shares for
 future resale or transfer

 

 

 

 

 

Result of Extraordinary General Meeting

 

Chrysalis Investments Limited announces the results of voting at the
Extraordinary General Meeting ("EGM") held at 11:30 hrs on Friday, 15 March
2024.

 

 SPECIAL RESOLUTIONS                                                             FOR                 AGAINST          TOTAL VOTES  VOTES WITHHELD*

                                                                                 Votes        %      Votes      %
 1.     Approval of a related party transaction.                                 380,736,102  99.35  2,499,704  0.65  383,235,806  83,726

 That the proposed related party transaction relating to the implementation of
 the performance fee terms contained in the investment management and advisory
 agreement on the terms summarised in part 3 (letter from the chairman) of the
 circular (as defined below), be and is hereby approved for the purposes of
 chapter 11 of the listing rules and the directors of the company be and are
 hereby authorised to do all such acts and things and execute all such
 documents as they may in their absolute discretion consider necessary and/or
 desirable in order to implement and complete the related party transaction.

 

*A 'vote withheld' is not a vote in law and is not counted towards the
proportion of votes 'for' and 'against' a resolution.

 

As at the date of the AGM and EGM, the number of ordinary shares in issue, and
therefore the total number of voting rights was 595,150,414.

 

 

END

 

 

 

 

Copies of all the resolutions passed, other than ordinary business, have been
submitted to the National Storage Mechanism and will soon be available for
inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

 For further information, please contact

 Media

 Montfort Communications                         +44 (0) 7976 098 139

 Charlotte McMullen / Toto Reissland /           chrysalis@montfort.london

 Lesley Kezhu Wang

 Jupiter Asset Management:                       +44 (0) 20 3817 1696

 James Simpson

 Liberum:                                        +44 (0) 20 3100 2000

 Chris Clarke / Darren Vickers / Owen Matthews

 Deutsche Numis:                                 +44 (0) 20 7260 1000

 Nathan Brown / Matt Goss

 Apex Administration (Guernsey) Limited:         +44 (0) 20 3530 3109

 Chris Bougourd

 

LEI: 213800F9SQ753JQHSW24

A copy of this announcement will be available on the Company's website at
https://www.chrysalisinvestments.co.uk
(https://www.chrysalisinvestments.co.uk)

The information contained in this announcement regarding the Company's
investments has been provided by the relevant underlying portfolio company and
has not been independently verified by the Company. The information contained
herein is unaudited.

This announcement is for information purposes only and is not an offer to
invest. All investments are subject to risk. Past performance is no guarantee
of future returns. Prospective investors are advised to seek expert legal,
financial, tax and other professional advice before making any investment
decision. The value of investments may fluctuate. Results achieved in the past
are no guarantee of future results. Neither the content of the Company's
website, nor the content on any website accessible from hyperlinks on its
website for any other website, is incorporated into, or forms part of, this
announcement nor, unless previously published by means of a recognised
information service, should any such content be relied upon in reaching a
decision as to whether or not to acquire, continue to hold, or dispose of,
securities in the Company.

 

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