PR Newswire
London, May 20
GLOBAL BRANDS S.A.
("Global Brands" or the "Company")
Statement re share price movement
Notice of Extraordinary and Annual General Meeting
The Board of Global Brands notes the sharp increase in the Company's share
price this morning. The Board is not aware of any reason for the price
movement.
The Company has sent notice to shareholders of an Extraordinary and Annual
General Meeting of the Company to be held on 1 June 2015 at 11.00 a.m. (CENTRAL
EUROPEAN TIME) at the Etude Notaire Me Grethen Léonie, 10 Avenue Guillaume,
L-1650 Luxembourg in respect of the Extraordinary General Meeting and at 1.00 p.m.
(CENTRAL EUROPEAN TIME) at the registered office 19, rue Eugene Ruppert, L-2453
Luxembourg in respect of the Annual General Meeting, in order to deliberate and
vote on the following:
A. AGENDA - Extraordinary General Meeting (notarial deed):
1. Convening formalities;
2. To remove and change the corporate object of the Company article 4.1 of the
Articles to; "The Company is an investing company as defined by the AIM
Rules of the London Stock Exchange. The company has its business purpose,
investment, operating in the commodities sector with an emphasis on oil and
gas and gas services. Such investments include the provision of financing
by way of farm-ins, earn-ins, loans, equity or other forms of financing and
investments in and to companies in these sectors."
3. To change the name of the Company into Infinity Energy S.A.;
4. To authorize and empower the board of directors ("the Board of Directors")
for a period of five (5) years from June 1, 2015 to realize any increase of
the corporate capital within the limits of the authorized corporate capital
in one or several successive tranches, by the issuance of new shares,
against payment in cash or in kind, by conversion of claims or convertible
securities, upon the exercise of warrants or stock options, incorporation
of (distributable) reserves of the corporation or in any other manner, to
determine the place and date of the issue or the successive issues, the
issue price, the terms and conditions of the subscription of and paying up
on the new shares; and to remove or limit the preferential subscription
right of the shareholders in case of issue of shares against payment in
cash;
5. To fix the amount of the authorized share capital of the Company;
6. Subsequent amendment of articles 1.1., 4.1., 5.2. and 5.4 of the articles
of association of the Company ("the Articles") in order to reflect the
authorization and empowerment of the Board of Directors; and
7. Miscellaneous.
B. AGENDA - Annual General Meeting (under private seal)
1. Convening formalities;
2. To receive and consider the report of the Board of Directors and the
statutory annual accounts for the year ended 31 December 2014;
3. To receive and consider the report of the independent auditor of the
Company on the statutory annual accounts for the year ended 31 December
2014;
4. To approve and adopt the statutory annual accounts for the year ended 31
December 2014;
5. To consider and approve the appropriation of the 2014 results including any
allocation to the share premium account;
6. To consider and approve the continuation of the activities of the Company
in accordance with article 100 of the law of 10 August 1915, as
subsequently modified;
7. To consider and approve the discharge to the directors for and in
connection with their duties as directors of the Company during the
financial year ended 31 December 2014;
8. To consider and approve the re-election and renewal of the mandates and of
the following persons as members of the Board of Directors:
Bruce Vandenberg
John Killer
9. To consider and approve the ratification of the mandate of the following
person as member of the Board of Directors:
Gerwyn Williams
10. To consider and approve the appointment of the following person as member
of the Board of Directors:
Gary Neville
11. To give authority to the Remuneration Committee to fix the remuneration of
the Directors;
12. To discharge to the independent auditor in connection with its duties
during the financial year ended 31 December 2014;
13. To consider and accept the ending of the mandate of the independent
auditor, PricewaterhouseCoopers S.Ã .r.l.;
14. To consider and approve the appointment of the following entity as
independent auditor,
Baker Tilly Luxembourg Audit S.Ã r.l. with address at 37, rue de Scillas,
L-2529 Howald, Luxembourg
15. Authorise the Board of Directors to fix the remuneration of the independent
auditor; and
16. Any other ordinary business which may be properly brought before the
Meeting.
For further information, please contact:
Global Brands S.A.
Gerwyn Williams Tel: +44 1656 659643
Bruce Vandenberg Tel: +44 7899 791 726
Nomad
Cairn Financial Advisers LLP
Sandy Jamieson Tel: +44 207 148 7900
James Caithie
Broker
Alexander David Securities Ltd
David Scott Tel: +44 207 448 9821
James Dewhurst Tel: +44 207 448 9820© 2015 PR Newswire
