Results of meetings (4393K)
14 Juillet 2011 - 5:50PM
UK Regulatory
TIDMCEAF
RNS Number : 4393K
Close European Accelerated Fund Ltd
14 July 2011
CLOSE EUROPEAN ACCELERATED FUND LIMITED (THE "COMPANY")
RESULTS OF CLASS MEETING OF THE HOLDERS OF PARTICIPATING SHARES
("CLASS MEETING") AND EXTRAORDINARY GENERAL MEETING
In accordance with the provisions of E.2.2 of the UK Corporate
Governance Code the Company advises that for the Class Meeting held
on 14 July 2011 valid proxy appointments were made in respect of
7,993,349 voting shares and voting was as follows:
IT WAS RESOLVED that the passing of the Special Resolution set
out in the Notice of the Extraordinary General Meeting of the
Company to be held on Thursday 14 July 2011 (or at any adjournment
of such meeting) and any and every variation of the rights attached
to the Participating Shares in the Company involved in or affected
by the passing or implementation of such resolution be and was
hereby sanctioned. (7,993,349 votes cast, all in favour, and none
withheld).
In accordance with the provisions of E.2.2 of the UK Corporate
Governance Code the Company advises that for the Extraordinary
General Meeting held on 14 July 2011 valid proxy appointments were
made in respect of 8,313,830 voting shares and voting was as
follows:
IT WAS RESOLVED that the Proposal, including the proposed
transfer of the Claims to the Trustee as set out in the Circular to
shareholders be and was hereby approved and that the Directors be
and were hereby authorised to do all acts and take all steps as
they may consider necessary and/or desirable for the purposes of
giving effect to the Proposal (8,313,830 votes cast, all in favour
and none withheld).
IT WAS RESOLVED that the Articles of Association of the Company
be and were hereby amended as follows:
(a) by inserting in Article 3(4)(b)(i) the words "subject to
Article 43(4)" immediately before the words "on the Redemption
Date"; and
(b) by inserting a new Article 43(4) as follows:
"(4) If and to the extent that the realisation and/or disposal
of any asset of the Company prior to the Redemption Date is not, in
the Directors' opinion, practicable, possible and/or in the best
interests of the Company, the Directors may take such steps as they
consider necessary and/or desirable to procure that the relevant
asset, or benefit of any claim in relation to such asset, is
transferred to, and held on trust by, one or more third parties.
Any such asset or claim shall, until the Redemption Date, be held
on trust for the benefit of the Company and, thereafter, for the
benefit of those persons holding Participating Shares on or
immediately prior to the Redemption Date and/or such charitable
purposes as the trustee(s) may from time to time determine. The
terms of any transfer of assets or claims made pursuant to this
Article 43(4), and of any trust relating thereto, shall be
determined by the Directors on or before the relevant day of the
transfer. To the extent that the Directors determine to make such a
transfer the Final Capital Entitlement shall be a sum equal to the
Net Asset Value per Participating Share on the Redemption Date,
such amount expressed in pence and rounded down to the nearest half
pence. In calculating the Net Asset Value per Participating Share
for these purposes there shall be excluded form the assets any
value attributed to any asset or claim so transferred."
(8,313,830 votes cast, all were in favour and none
withheld).
A copy of these resolutions has been submitted to the National
Storage Mechanism and will shortly be available for viewing online
at the following web-address: http://www.hemscott.com/nsm.do
For further information contact:
Anson Fund Managers Limited
Secretary
Tel: 01481 722260
14 July 2011
END OF ANNOUNCEMENT
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