PR Newswire
London, August 11
VALIANT INVESTMENTS PLC
("Valiant" or the "Company")
Notice of AGM
Valiant Investments plc announces that notice convening the Company's Annual General Meeting to be held at Ely Cathedral Conference Centre, Palace Green, Ely, Cambridgeshire, CB7 4EW on 8 September 2017 at 12:00 p.m., has been posted to shareholders.
The Directors of Valiant Investments accept responsibility for the contents of this announcement.
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ENQUIRIES:
Company
Valiant Investments plc
Conrad Windham
Telephone: 01366 500722
Corporate Adviser
Peterhouse Corporate Finance Limited
Guy Miller and Mark Anwyl
Telephone: 020 7220 9796
A summary of the resolutions to be proposed at the Annual General Meeting is set out below:
As Ordinary Business
1 To receive and consider the Company's audited accounts for the year ended 30th November 2016 and the directors' and auditors' reports thereon.
2 To re-elect Edward Taylor, who is retiring by rotation, as a Director of the Company.
3 To re-appoint Price Bailey LLP as auditor and authorise the directors to fix the auditor's remuneration.
As Special Business
To consider and if thought fit to pass the following Resolutions which will be proposed as Ordinary Resolutions:
Ordinary Resolutions
4 That the Directors be generally and unconditionally authorised to allot equity securities (as defined in section 560 of the Companies Act 2006):
4.1 in the case of ordinary shares in the Company, having a nominal amount; and
4.2 in the case of other equity securities, giving the right to subscribe for or convert into ordinary shares in the Company having a nominal amount,
not exceeding, in aggregate, £500,000 provided that the power granted by this resolution shall expire on the conclusion of the Company's next annual general meeting (unless renewed, varied or revoked by the Company prior to or on such date) save that the Company may, before such expiry, make offers or agreements which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the power conferred by this resolution has expired.
This resolution revokes and replaces all unexercised authorities previously granted to the Directors to allot equity securities but without prejudice to any allotment of shares or grant of rights already made, offered or agreed to be made pursuant to such authorities.
5 That Conrad Windham, a director of the Company, be and is hereby authorised, pursuant to article 112 of the Company's articles of association (the "Articles"), to attend and vote at any meeting of the directors of the Company on any resolution to consider and/or approve the grant to him of 25,000,000 options to subscribe for ordinary shares of 0.1p each in the capital of the Company, exercisable at any time up to 31 December 2027 at an exercise price of 0.3p per ordinary share, and that any prohibition on the Directors attending or counting towards the quorum at any such meeting or voting on any such resolution (whether contained in the Articles or elsewhere) be suspended.
6 That Edward Taylor, a director of the Company, be and is hereby authorised, pursuant to article 112 of the Articles, to attend and vote at any meeting of the directors of the Company on any resolution to consider and/or approve the grant to him of 10,000,000 options to subscribe for ordinary shares of 0.1p each in the capital of the Company, exercisable at any time up to 31 December 2027 at an exercise price of 0.3p per ordinary share, and that any prohibition on the Directors attending or counting towards the quorum at any such meeting or voting on any such resolution (whether contained in the Articles or elsewhere) be suspended.
To consider and if thought fit to pass the following Resolution which will be proposed as a Special Resolution:
Special Resolution
7 That, subject to the passing of resolution 4, the Directors be given the general power to allot equity securities (as defined by section 560 of the Companies Act 2006) for cash, either pursuant to the authority conferred by resolution 4 or by way of a sale of treasury shares, as if section 561(1) of the Companies Act 2006 did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities having:
7.1 in the case of ordinary shares in the Company, having a nominal amount; and
7.2 in the case of other equity securities, giving the right to subscribe for or convert into ordinary shares in the Company having a nominal amount,
not exceeding, in aggregate, £500,000 provided that the power granted by this resolution shall expire on the conclusion of the Company's next annual general meeting (unless renewed, varied or revoked by the Company prior to or on such date) save that the Company may, before such expiry, make offers or agreements which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement notwithstanding that the power conferred by this resolution has expired.
