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REG - Nightcap PLC - Result of AGM

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RNS Number : 1735X  Nightcap PLC  18 December 2023

18 December 2023

Nightcap plc

("Nightcap", the "Company" or the "Group")

Result of Annual General Meeting

 

Nightcap (AIM: NGHT), the owner of The Cocktail Club, the Adventure Bar Group,
Barrio Familia and the Dirty Martini group of bars, announces that at the
Annual General Meeting of the Company held earlier today, all resolutions were
passed.

 

Voting at the Annual General Meeting

The votes received from shareholders on each resolution proposed at the Annual
General Meeting are set out below.

 

                                                                                  No. of votes for (including appointing the Chairman or a third party)  % of total votes cast*  No. of votes against  % of total votes cast*  Total votes cast (excluding votes withheld)  No. of votes withheld*

 As defined in the Notice of Annual General Meeting ("Notice") published on 23
 November 2023.

 ORDINARY RESOLUTIONS
 1. To receive and adopt the financial statements for the period of 52 weeks      132,502,216                                                            99.95%                  62,067                0.05%                   132,564,283                                  15,330
 ended 2 July 2023 together with the reports of the Directors and Auditor

 thereon.
 2. To re-appoint Gareth Edwards, who retires and offers himself for              132,502,216                                                            99.95%                  62,067                0.05%                   132,564,283                                  15,330
 re-appointment, as a Director.
 3. To re-appoint Lance Moir, who retires and offers himself for                  132,500,216                                                            99.95%                  64,067                0.05%                   132,564,283                                  15,330
 re-appointment, as a Director.
 4. To reappoint PKF Francis Clark LLP as the Company's Auditor in accordance     132,502,216                                                            99.95%                  62,067                0.05%                   132,564,283                                  15,330
 with Section 489 of the Companies Act 2006 (the "Act") to hold office until
 the conclusion of the next annual general meeting at which the accounts of the
 Company are laid.
 5. To authorise the directors of the Company (the "Directors") to determine      132,469,383                                                            99.95%                  62,067                0.05%                   132,531,450                                  48,163
 the Auditor's remuneration for the ensuing year.

 6. THAT, the Directors be authorised to allot shares in the Company or grant     132,502,216                                                            99.95%                  62,067                0.05%                   132,564,283                                  15,330
 rights to subscribe for or to convert any security into shares in the Company,
 as described in the Notice.
 SPECIAL RESOLUTIONS
 7. THAT, subject to the passing of resolution 6 above the Directors be           132,449,383                                                            99.94%                  82,067                0.06%                   132,531,450                                  48,163
 generally empowered to allot equity securities for the purposes, as described
 in the Notice.
 8. THAT, subject to the passing of resolution 6 above, the Directors be          132,449,383                                                            99.94%                  82,067                0.06%                   132,531,450                                  48,163
 empowered to allot equity securities for the purposes as described in the

 Notice.
 9. THAT the Directors be empowered to allot equity securities upon the           132,449,383                                                            99.94%                  82,067                0.06%                   132,531,450                                  48,163
 conversion of convertible loan notes issued by the Company, as described in

 the Notice.
 10. THAT, the Company be authorised, pursuant to section 701 of the Act to       122,174,283                                                            100%                    -                     -                       122,174,283                                  10,405,330
 make market purchases of ordinary shares in the capital of the Company, as

 described in the Notice.

 

*A vote "withheld" is not a vote in law and is not counted towards the votes
cast "for" or "against" a resolution.

 

For further enquiries:

 Nightcap plc

 Sarah Willingham / Gareth Edwards                                  email@nightcapplc.com (mailto:email@nightcapplc.com)

 Allenby Capital Limited (Nominated Adviser and Broker)

 Nick Naylor / Alex Brearley / Piers Shimwell (Corporate Finance)

 Jos Pinnington / Amrit Nahal (Sales and Corporate Broking)         +44 (0) 20 3328 5656

                                                                    www.allenbycapital.com (http://www.allenbycapital.com/)

 Bright Star Digital (PR)                                           https://www.brightstardigital.co.uk/ (https://www.brightstardigital.co.uk/)

 Pam Lyddon                                                         +44 (0) 7534 500 829

                                                                    pamlyddon@brightstardigital.co.uk (mailto:pamlyddon@brightstardigital.co.uk)

 

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