RCS - All Active Asset Cap - Results of Shareholder Meetings
RNS Number : 5465RAll Active Asset Capital Limited05 November 2021NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
5 November 2021
MESH HOLDINGS PLC ('MESH')
and
ALL ACTIVE ASSET CAPITAL LIMITED ('AAA')
Recommended all share combination by means of a Scheme of Arrangement under Part 26 of the Companies Act 2006
RESULTS OF SHAREHOLDER MEETINGS
MESH is pleased to announce that at the Court Meeting and the General Meeting of MESH Shareholders held earlier today to approve the terms of a recommended all-share combination of AAA and MESH be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme"), the resolutions proposed were duly passed. Full details of the resolutions are set out in the notices of the Court Meeting and the General Meeting contained in the circular to MESH Shareholders dated 18 October 2021 (the "Scheme Document").
At the Court Meeting, a majority in number of Scheme Shareholders, who voted and were entitled to vote (either in person or by proxy on the virtual meeting platform) and who together represented over 75 per cent. by value of the votes cast, voted in favour of the resolution to approve the Scheme. The resolution was accordingly passed. At the General Meeting, the special resolutions to provide for the implementation of the Scheme and the amendments to MESH's articles of association were also passed by the requisite majority on a poll.
COURT MEETING
The results for the resolution to approve the Scheme were as follows:
Results of the Court Meeting
Number of Scheme Shares voted
% of Scheme Shares voted
Number of Scheme Shareholders who voted
% of Scheme Shareholders who voted
Number of Scheme Shares voted as a percentage of issued ordinary share capital entitled to vote on the Scheme
FOR
204,269,038
99.9999%
204,269,038
99.9999%
99.9999%
AGAINST
20
0.0001%
20
0.0001%
0.0001%
GENERAL MEETING
The special resolutions to provide for the implementation of the Scheme and the requisite amendments to MESH's articles of association were also passed by the requisite majority on a poll.
The number of proxies received were as follows:
FOR: 74 (99.99%);
AGAINST: 1 (0.01%); and
ABSTAINED: 0 (0%).
Votes lodged to be cast at the Chairman's discretion have been included in the 'FOR' figures.
Completion of the Scheme remains subject to the Court sanctioning the Scheme at the Court Hearing which is expected to take place on 12 November 2021.
Capitalised terms used in this announcement, unless otherwise defined shall have the same meanings as set out in the Scheme Document.
For further information please contact:
Buchanan (Financial PR)
Richard Oldworth
t: +44 (0) 7710 130634
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