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RNS Number : 9735X JLEN Environmental Assets Group Ltd 01 September 2022
1 September 2022
JLEN Environmental Assets Group Limited
Results of AGM
JLEN Environmental Assets Group Limited ("JLEN" or the "Company") is pleased
to announce that at the Annual General Meeting ("AGM") held at 10:00 a.m.
today, 1 September 2022, all resolutions were duly passed without amendment.
In accordance with LR 9.6.18, details of the results of those resolutions
proposed at the AGM, which were not ordinary business of the AGM, follow:
Resolution For (including discretionary) Against Withheld*
11 - Ordinary 412,122,756 (99.99%) 1,000 (0.01%) 0
12 - Ordinary 412,070,070 (99.99%) 48,053 (0.01%) 5,633
13 - Ordinary 412,079,432 (99.99%) 6,807 (0.01%) 37,517
14 - Special 411,974,544 (99.97%) 121,637 (0.03%) 27,575
15 - Special 398,968,495 (96.82%) 13,111,539 (3.18%) 43,722
16 - Special 411,963,629 (99.99%) 54,888 (0.01%) 105,234
*A vote withheld is not a vote in law and is therefore not counted towards the
proportion of votes "for" or "against" the Resolution.
The full wording of these resolutions can be found below:-
Resolution 11 - Ordinary Resolution
THAT the interim dividend of 1.70 pence per Ordinary Share in respect of the
period 1 April 2021 to 30 June 2021, the interim dividend of 1.70 pence per
Ordinary Share in respect of the period 1 July 2021 to 30 September 2021, the
interim dividend of 1.70 pence per Ordinary Share in respect of the period 1
October 2021 to 31 December 2021 and the interim dividend of 1.70 pence per
Ordinary Share in respect of the period 1 January 2022 to 31 March 2022
declared by the Company be approved.
Resolution 12 - Ordinary Resolution
THAT, in accordance with Article 45 of the Articles of Incorporation of the
Company (the "Articles"), the Board may, in respect of dividends declared for
any financial period or periods of the Company ending prior to the annual
general meeting of the Company to be held in 2023, offer shareholders the
right to elect to receive further shares, credited as fully paid, in respect
of all or any part of such dividend or dividends declared in respect of any
such period or periods.
Resolution 13 - Ordinary Resolution
THAT the Company adopts the proposed changes to its investment policy, as set
out in the explanatory notes accompanying the Notice of AGM published by the
Company on 9 August 2022.
Resolution 14 - Special Resolution
THAT the Company be and is hereby generally and unconditionally authorised in
accordance with Section 315 of The Companies (Guernsey) Law, 2008 (as amended)
(the "Law") (subject to the UK Listing Rules and all other applicable
legislation and regulations) to make market acquisitions (as defined in the
Law) of its Ordinary Shares in issue, provided that:
a. the maximum number of Ordinary Shares hereby authorised to be
purchased is 14.99 per cent. per annum of the Ordinary Shares in issue
immediately following the passing of this resolution;
b. the minimum price (exclusive of expenses) which may be paid for an
Ordinary Share is 1 pence;
c. the maximum price (exclusive of expenses) which may be paid for an
Ordinary Share shall be not more than the higher of (i) 5 per cent. above the
average market value for the five business days prior to the day the purchase
is made and (ii) the higher of the price of the last independent trade and the
highest independent bid at the time of the purchase for any number of the
Ordinary Shares on the trading venues where the purchase is carried out;
d. the authority hereby conferred shall expire at the conclusion of the
next annual general meeting of the Company held in 2023 or 18 months from the
date of this resolution, whichever is the earlier, unless such authority is
varied, revoked or renewed prior to such time;
e. the Company may make a contract to purchase Ordinary Shares under the
authority hereby conferred prior to the expiry of such authority which will or
may be executed wholly or partly after the expiration of such authority and
may make an acquisition of Ordinary Shares pursuant to any such contract; and
f. any Ordinary Share bought back may be held in treasury in
accordance with the Law or be subsequently cancelled by the Company.
Resolution 15 - Special Resolution
THAT pursuant to Article 7.7 of the Articles, the provisions of Article 7.2 of
the Articles shall not apply and shall be excluded in relation to the issue of
up to an aggregate number of Ordinary Shares as represents up to 10 per cent.
of the number of Ordinary Shares admitted to trading on London Stock Exchange
plc's main market for listed securities immediately following the passing of
this resolution, provided that such disapplication and exclusion shall expire
on the date which is 18 months from the date of the passing of this resolution
or, if earlier, at the conclusion of the next annual generalmeeting of the
Company following the date of the passing of this resolution (unless
previously renewed, revoked or varied by the Company by special resolution)
save that the Company may before such expiry make an offer or agreement which
would or might require Ordinary Shares to be allotted after such expiry and
the Directors may allot Ordinary Shares in pursuance of such an offer or
agreement as if the disapplication and exclusion conferred hereby had not
expired.
Resolution 16 - Special Resolution
THAT Article 38.2 of the articles of incorporation of the Company be deleted
in its entirety and replaced with the following: "A Director in communication
with one or more other Directors so that each Director participating in the
communication can hear or read what is said or communicated by each of the
others, is deemed to be present at a meeting with the other Directors so
participating and, where a quorum is present, such meeting shall be treated as
a validly held meeting of the Board and shall be deemed to have been held in
the place where the directors present at such meeting determine by resolution,
in the absence of which the meeting will be deemed to be held in the place
where the chairman is present."
ENDS
For further information, please contact:
Foresight Group +44 (0)20 3667 8100
Chris Tanner
Chris Holmes
Winterflood Securities Limited +44(0)20 3100 0000
Neil Langford
Chris Mills
SEC Newgate +44 (0)20 3757 6882
Elisabeth Cowell/Axaule Shukanayeva/
Max Richardson
Sanne Fund Services (Guernsey) Limited +44(0)1481 755530
Matt Falla
Gemma Woods
About JLEN
JLEN's investment policy is to invest in a diversified portfolio of
Environmental Infrastructure. Environmental Infrastructure is defined by the
Company as infrastructure assets, projects and asset-backed businesses that
utilise natural or waste resources or support more environmentally friendly
approaches to economic activity, support the transition to a low carbon
economy or which mitigate the effects of climate change. Such investments will
typically feature one or more of the following characteristics:
· long-term, predictable cash flows, which may be wholly or partially
inflation-linked cash flows;
· long-term contracts or stable and well-proven regulatory and legal
frameworks; or
· well-established technologies, and demonstrable operational performance
JLEN's aim is to provide investors with a sustainable, progressive dividend
per share, paid quarterly and to preserve the capital value of the portfolio
over the long term on a real basis. The target dividend for the year to 31
March 2023 is 7.14 pence per share(1). The dividend is payable quarterly.
Further details of the Company can be found on its website www.jlen.com
(http://www.jlen.com/)
LEI: 213800JWJN54TFBMBI68
((1)) These are targets only and not profit forecasts. There can be no
assurance that these targets will be met or that the Company will make any
distributions at all.
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