FOR IMMEDIATE RELEASE
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN THE UNITED KINGDOM AND THE REPUBLIC OF IRELAND), AUSTRALIA, CANADA, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.
21 June 2019
EJF Investments Ltd (the "Company")
Results of Annual General Meeting
The Company announces that at the Annual General Meeting held on 21 June 2019, all resolutions proposed were duly passed via a poll (which incorporated proxy votes lodged in advance of the meeting), the results of which are as follows:
ORDINARY RESOLUTIONS | FOR | AGAINST | WITHHELD |
Resolution 1 | 33,854,211 | - | 22,000 |
To receive, consider and adopt the | |||
report of the Directors and the audited | 100.00% | 0.00% | |
annual report and financial statements | |||
of the Company for the year ended 31 | |||
December 2018. | |||
Resolution 2 | 33,854,211 | - | 22,000 |
To approve the Directors' remuneration | |||
report (which is set out in the audited | 100.00% | 0.00% | |
annual report and financial statements | |||
of the Company for the year ended 31 | |||
December 2018). | |||
Resolution 3 | 33,854,211 | - | 22,000 |
To re-elect Joanna Dentskevich as a | |||
director of the Company. | 100.00% | 0.00% | |
Resolution 4 | 33,854,211 | - | 22,000 |
To re-elect Alan Dunphy as a director | |||
of the Company. | 100.00% | 0.00% | |
Resolution 5 | 33,854,211 | - | 22,000 |
To re-elect Nick Watkins as a director | |||
of the Company. | 100.00% | 0.00% | |
Resolution 6 | 33,854,211 | - | 22,000 |
To re-elect Neal J. Wilson as a director | |||
of the Company. | 100.00% | 0.00% | |
Resolution 7 | 33,854,211 | - | 22,000 |
To approve the Company's dividend | |||
policy. | 100.00% | 0.00% | |
Resolution 8 | 33,854,211 | - | 22,000 |
To re-appoint KPMG LLP as the | |||
Company's auditor. | 100.00% | 0.00% | |
Resolution 9 | 33,854,211 | - | 22,000 |
Conditional upon Resolution 8 being | |||
passed, to authorise the Audit | 100.00% | 0.00% | |
Committee, for and on behalf of the |
Board, to determine the remuneration of KPMG LLP as the Company's auditor.
SPECIAL RESOLUTIONS | FOR | AGAINST | WITHHELD | ||
Resolution 10 | 33,876,211 | - | - | ||
To authorise the Company to purchase | |||||
up to 10,426,623 of its own Ordinary | 100.00% | 0.00% | |||
Shares, | representing | approximately | |||
14.99 per cent. of the Company's total | |||||
issued ordinary share capital and to | |||||
either cancel or hold in treasury any | |||||
Ordinary Shares so purchased. | |||||
Resolution 11 | 33,854,211 | 22,000 | - | ||
To authorise the Directors to allot and | |||||
issue pursuant to the Placing | 99.94% | 0.06% | |||
Programme up to | 150,000,000 | ||||
Ordinary Shares and/or C Shares as if | |||||
the pre-emption rights in the Articles | |||||
did not apply. | |||||
Resolution 12 | 33,854,211 | 22,000 | - | ||
In addition to any authority granted | |||||
pursuant to Resolution 11 (if passed), | 99.94% | 0.06% | |||
to authorise the Directors to allot and | |||||
issue (or to sell Shares from Treasury) | |||||
up to a further 6,955,719 Ordinary | |||||
Shares, | representing approximately a | ||||
further 10 per cent. of the Company's | |||||
total issued ordinary share capital as if | |||||
the pre-emption rights in the Articles | |||||
did not apply. | |||||
Resolution 13 | 32,889,211 | 987,000 | - | ||
In addition to any authorities granted | |||||
pursuant to Resolutions 11 and 12 (if | 97.09% | 2.91% | |||
passed), to authorise the Directors to | |||||
allot and issue (or to sell Shares from | |||||
Treasury) up to a further 6,955,719 | |||||
Ordinary | Shares, | representing | |||
approximately a further 10 per cent. of | |||||
the Company's total issued ordinary | |||||
share capital as if the pre-emption | |||||
rights in the Articles did not apply. |
Notes:
- Votes "For" and "Against" are expressed as a percentage of votes received.
- A "Vote withheld" is not a vote in law and is not counted in the calculation of the % of shares voted "For" or "Against" a resolution.
The full text and details of the resolutions passed, together with the explanatory notes, are set out in the Notice of Annual General Meeting dated 15 May 2019, which is available at www.ejfi.com.
These results will also be made available on the Company's website and a copy of resolutions passed as special business will be submitted as soon as practicable to the National Storage Mechanism and will be available shortly for inspection at http://www.morningstar.co.uk/uk/NSM.
ENQUIRIES
For the Investment Manager
EJF Investments Manager LLC
Peter Stage / Hammad Khan / Matt Gill
pstage@ejfcap.com / hkhan@ejfcap.com / mgill@ejfcap.com +44 203 752 6775 / +44 203 752 6771 / +44 203 752 6774
For the Company Secretary and Administrator
BNP Paribas Securities Services S.C.A Jersey Branch jersey.bp2s.ejf.cosec@bnpparibas.com
+44 1534 709 181/ +44 1481 750 822
For the Broker
Numis Securities Limited David Luck d.luck@numis.com +44 20 7260 1301
About EJF Investments Ltd
EJFI is a registered closed-ended limited liability company incorporated in Jersey under the Companies (Jersey) Law 1991, as amended, on 20 October 2016 with registered number 122353. The Company is regulated by the Jersey Financial Services Commission (the "JFSC"). The JFSC is protected by both the Collective Investment Funds (Jersey) Law 1988 and the Financial Services (Jersey) Law 1998, as amended, against liability arising from the discharge of its functions under such laws.
The JFSC has not reviewed or approved this announcement.
LEI: 549300XZYEQCLA1ZAT25
Investor information & warnings
The latest available information on the Company can be accessed via its website at www.ejfi.com.
This communication has been issued by, and is the sole responsibility of, the Company and is for information purposes only. It is not, and is not intended to be an invitation, inducement, offer or solicitation to deal in the shares of the Company. The price and value of shares in the Company and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of shares in the Company. An investment in the Company should be considered only as part of a balanced portfolio of which it should not form a disproportionate part. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decision.
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EJF Investments Ltd. published this content on 21 June 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 June 2019 16:09:06 UTC