REG - Taylor Maritime Taylor Maritime -TMI - Result of AGM

Taylor MaritimeAnnouncement

04/09/2024 16:45

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RNS Number : 9417C  Taylor Maritime Investments Limited  04 September 2024

 4 September 2024

 

Taylor Maritime Investments Limited

Result of Annual General Meeting

 

The Board of Taylor Maritime Investments Limited ("TMI" or the "Company"), the
listed specialist dry bulk shipping investment company, is pleased to announce
that at the Annual General Meeting of the Company held earlier today, all
resolutions were passed on a poll. The proxy votes received by the Company
were as follows:

 

 Resolution                                                                      For                  Against            Withheld*
                                                                                 Votes        %       Votes       %      Votes
 1.       Financial Statements and Directors' Report for the year ended          186,960,789  99.98%  42,090      0.02%  4,000
 31 March 2024

 2.       Directors' Remuneration Policy                                         175,659,638  93.94%  11,337,426  6.06%  34,815

 3.       Directors' Remuneration Report                                         172,287,135  99.56%  754,030     0.44%  13,990,714

 4.       Re-election of Henry Strutt as a Director                              185,060,980  98.96%  1,947,643   1.04%  23,256

 5.       Re-election of Edward Buttery as a Director                            186,983,085  99.99%  25,538      0.01%  23,256

 6.       Re-election of Trudi Clark as a Director                               185,401,630  99.14%  1,606,993   0.86%  23,256

 7.       Re-election of Sandra Platts as a Director                             180,983,417  96.78%  6,025,206   3.22%  23,256

 8.       Election of Charles Maltby as a Director                               186,916,611  99.96%  66,762      0.04%  48,506

 9.       Election of Rebecca Brosnan as a Director                              186,958,701  99.99%  24,672      0.01%  48,506

 10.    Election of Gordon French as a Director                                  186,958,701  99.99%  24,672      0.01%  48,506

 11.    Re-appointment of Deloitte as Auditor                                    186,986,821  99.99%  16,730      0.01%  28,328

 12.    Authorise the Directors to determine the remuneration of the Auditor     187,007,692  99.99%  24,187      0.01%  0

 13.    Approval of the dividend policy                                          187,004,673  99.99%  26,537      0.01%  669

 14.    Authority to make market purchases of the Company's Shares               186,986,745  99.98%  45,134      0.02%  0

 15.    Authority to issue up to 33 million Ordinary Shares                      186,117,472  99.52%  906,608     0.48%  7,799

 

*A vote withheld is not a vote in law and is therefore not counted towards the
proportion of votes "For" or "Against" the resolution. Resolutions 1 to 13
were proposed as Ordinary Resolutions, and resolutions 14 and 15 were proposed
as Extraordinary Resolutions.

 

In accordance with UKLR 6.4.13, details of those resolutions passed at the AGM
that were not in the ordinary course of business are detailed below.

 

14.  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") to make market acquisitions (as defined in the
Law) of its ordinary shares of no par value in the capital of the Company
("Ordinary Shares"), provided that:

 

a.     the maximum aggregate number of Ordinary Shares hereby authorised
to be purchased is such number as represents 14.99% 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 US$ cent;

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% above the average
market value of an Ordinary Share for the five business days prior to the day
the purchase is made and (ii) the value of an Ordinary Share calculated on the
basis of the higher of the price quoted for the last independent trade and the
highest independent bid for any number of the Ordinary Shares on the trading
venue 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 2025 or 15 months from
the date of this resolution, whichever is the earlier, unless such authority
is varied, revoked or renewed prior to such time; and

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.

 

15.  THAT the Directors of the Company be and are hereby empowered to issue
the following shares in the Company or rights to subscribe for such shares in
the Company for cash as if the pre-emption provisions contained under Article
9 of the Company's articles of incor-poration did not apply to any such issues
provided that this power shall be limited to the issue of the below-mentioned
shares or of rights to subscribe for the below-mentioned shares:

 

(i)    up to a maximum number of 33 million Ordinary Shares;

 

that such power shall expire on the earlier of the conclusion of the next
annual general meeting of the Company or on the expiry of 15 months from the
passing of this Resolution except that the Company may before such expiry make
offers or agreements which would or might require Ordinary Shares or rights to
subscribe for such shares in the Company to be issued after such expiry and
notwith-standing such expiry the Directors may issue Ordinary Shares or rights
to subscribe for such shares in the Company in pursuance of such offers or
agreements as if the power conferred hereby had not expired.

 

 

 ENDS

 For further information, please contact:

Taylor Maritime Investments Limited      IR@tminvestments.com (mailto:IR@tminvestments.com)

 Edward Buttery

 Camilla Pierrepont

 Jefferies International Limited          +44 20 7029 8000

 Stuart Klein

 Gaudi Le Roux

 Apex Group                               +44 20 3530 3107

 Matt Falla

 

Notes to Editors

 

About the Company

Taylor Maritime Investments Limited is an internally managed investment
company listed under the closed-ended investment funds category of the FCA's
UK Listing Rules sourcebook (previously the Premium Segment of the Official
List), with its shares trading on the Main Market of the London Stock Exchange
since May 2021.  The Company specializes in the acquisition and chartering of
vessels in the Handysize and Supra/Ultramax bulk carrier segments of the
global shipping sector.  The Company invests in a diversified portfolio of
vessels which are primarily second-hand and Japanese built.

The Company acquired a controlling stake in Grindrod Shipping Holdings Limited
("Grindrod") in December 2022 and, following a Selective Capital Reduction
which took effect on 16 August 2024, Grindrod became a wholly owned
subsidiary of the Company and was delisted from each of Nasdaq and the JSE.
As a result, the Company, through its subsidiaries, currently has an owned
fleet of 32 dry bulk vessels, consisting of 25 Handysize vessels and seven
Supra/Ultramax vessels.  The Company also has seven vessels in its chartered
in fleet with purchase options on three. The ships are employed utilising a
variety of employment/charter strategies.

The Company's target dividend policy is 8 cents p.a. paid on a quarterly
basis, with a targeted total NAV return of 10-12% per annum over the medium to
long-term.

The Company has the benefit of an experienced Executive Team led by Edward
Buttery and who previously worked closely together at Taylor Maritime.
 Taylor Maritime was established in 2014 as a privately owned ship-owning and
management business with a seasoned team including the founders of dry bulk
shipping company Pacific Basin Shipping (listed in Hong Kong 2343.HK) and gas
shipping company BW Epic Kosan (formerly Epic Shipping).  The commercial and
technical management arms of Taylor Maritime were acquired by Grindrod in
October 2023.

For more information, please visit www.taylormaritimeinvestments.com
(http://www.taylormaritimeinvestments.com/) .

About Geared Vessels

Geared vessels are characterised by their own loading equipment. The Handysize
and Supra/Ultramax market segments are particularly attractive, given the
flexibility, versatility and port accessibility of these vessels which carry
necessity goods - principally food and products related to infrastructure
building - ensuring broad diversification of fleet activity and stability of
earnings through the cycle.

IMPORTANT NOTICE

The information in this announcement may include forward-looking statements,
which are based on the current expectations and projections about future
events and in certain cases can be identified by the use of terms such as
"may", "will", "should", "expect", "anticipate", "project", "estimate",
"intend", "continue", "target", "believe" (or the negatives thereon) or other
variations thereon or comparable terminology. These forward-looking statements
are subject to risks, uncertainties and assumptions about the Company,
including, among other things, the development of its business, trends in its
operating industry, and future capital expenditures and acquisitions. In light
of these risks, uncertainties and assumptions, the events in the
forward-looking statements may not occur.

References to target dividend yields and returns are targets only and not
profit forecasts and there can be no assurance that these will be achieved.

 

LEI: 213800FELXGYTYJBBG50

 

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