JPMorgan Russian Securities PLC Result of General Meeting (4051H)
23 Novembre 2022 - 5:42PM
UK Regulatory
TIDMJRS
RNS Number : 4051H
JPMorgan Russian Securities PLC
23 November 2022
23 November 2022
This announcement contains inside information for the purposes
of Article 7 of the UK version of Market Abuse Regulation (EU)
596/2014 as it forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018 as amended ("UK MAR"), and is
disclosed in accordance with the Company's obligations under
Article 17 of UK MAR. This announcement has been authorised for
release by the Company's Board of Directors.
JPMorgan Russian Securities plc
Result of General Meeting
Legal Entity Identifier: 549300II3MHI98ZLVH37
The Board of JPMorgan Russian Securities plc (the "Company") is
pleased to announce that, at the general meeting of the Company
held earlier today, the ordinary resolution approving and adopting
the new investment objective and policy as detailed in the circular
to shareholders dated 27 October 2022 (the "Circular") was duly
passed by shareholders.
Details of the number of votes cast for, against and withheld in
respect of the resolution, which was voted on by way of a poll, are
set out below and will also be published on the Company's website
www.jpmrussian.co.uk
Ordinary Resolution Votes For % of Votes % of Votes % of Votes
(including Votes Against Votes Total Issued Withheld
Discretionary) Share
Capital
To approve and
adopt the new
investment objective
and policy as
detailed in the
circular published
by the Company
on 27 October
2022 6,317,522 61.32 3,984,512 38.68 10,302,034 25.48 2,494
---------------- ------- ---------- ------- ----------- --------- ----------
Where 20 per cent. or more of votes have been cast against any
Board recommendation for a resolution, the Company is required by
provision 4 of the AIC Code of Corporate Governance to explain what
action it will take to consult shareholders to understand the
reasons behind the result. Following publication of the Circular,
the Board has received a number of questions from shareholders
regarding the proposals and understands that some shareholders are
concerned whether the implementation of the new investment
objective and policy would be followed by an issue of shares or
capital raising that would dilute their shareholding in the
Company. Some shareholders are also concerned that the Company may
undertake a 'fire sale' of its Russian holdings if the Russian
market reopened to the Company.
As noted in the RNS announcement of 7 November 2022, there are
currently no plans to issue shares or raise capital, even in the
event that the current prohibitions on the trading of and receipt
of dividends from Russian securities are lifted. The Board is
mindful of shareholders' pre-emption rights and its duty to promote
the success of the Company for the benefit of the members as a
whole. The Company will continue to engage with shareholders to
understand their concerns. An updated list of shareholders'
questions and answers (Q&A) will be uploaded onto the Company's
website shortly. In addition, updates will be provided in the
Company's annual report and financial statements that are expected
to be released before the end of January 2023.
Eric Sanderson, Chairman, commented:
"As a Board we condemn the actions of the Russian State in
Ukraine and our thoughts are with the Ukrainian people. It is a
tragedy for them. We will take the approval of today's resolution
to amend the Company's investment objective and policy as a step
forward in attempting to avoid the crystallisation of current
shareholders' losses in the Company of circa 95 per cent. The
widening of the Company's investment objective is not a proposal
that we would have made in normal trading conditions. However, with
the situation for the Company since Russia's invasion of Ukraine on
28 February 2022 remaining unchangedand no one knowing where these
tragic events will lead or what the future holds, today's approval
will at least provide an opportunity for the Company to resume
investment and income generation. As previously stated, the Board
is conscious of existing shareholders' pre-emption rights and
concerns about possible dilution of their holdings following the
widening of the investment objective and it is in that context that
we will implement today's mandate."
As set out in the Circular, following a resolution of the Board
in accordance with the Company's Articles of Association, the
Company intends to change its name to JPMorgan Emerging Europe,
Middle East & Africa Securities plc and to update the ticker of
the Company to JEMA as soon as is practicable.
In accordance with Listing Rule 9.6.2., a copy of the resolution
has been submitted to the National Storage
Mechanism (
https://data.fca.org.uk/#/nsm/nationalstoragemechanism ) and will
shortly be available for inspection. The full text of the new
investment objective and policy can be found in the Circular, which
is also available for inspection on the National Storage Mechanism
and on the Company's website ( www.jpmrussian.co.uk ).
Enquiries:
+44 (0) 20 7742
JPMorgan Funds Limited 4000
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END
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