DJ Fix Price Group Ltd.: Results of voting at the Company's 2022 Extraordinary General Meeting of Shareholders
Fix Price Group Ltd. (FIXP) Fix Price Group Ltd.: Results of voting at the Company's 2022 Extraordinary General Meeting of Shareholders 30-March-2022 / 17:08 MSK Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.
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30 March 2022
Fix Price Group Ltd (the "Company")
Results of voting at the Company's 2022 Extraordinary General Meeting of Shareholders ("EGM")
The Company today announces the results of the poll votes on the resolutions put to the shareholders at the Company's EGM held on 30 March 2022. All of the resolutions proposed at the EGM were passed by the shareholders by the requisite majority in the manner indicated in the table below:
FOR % AGAINST % WITHHELD
1. Resolution to approve the proposed continuation of the Company 818,356,711 96.28% 31,578,289 3.72% 65,000 0.01%
from the British Virgin Islands into the Republic of Cyprus.
2. Resolution to approve that, if such continuation of the Company
is granted by the Registry under the laws of the Republic of
Cyprus, subject to the Par Value Amendment first being effected and
subject to the Continuation occurring:
a. the Company continue its incorporation in the
Republic of Cyprus and discontinue its incorporation under the
laws of the British Virgin Islands;
b. the Company's registered office be changed to 155
Arch. Makariou III, Proteas House, 5th Floor, 3026, Limassol,
Cyprus;
c. the Company take the form of a public limited
liability company under the laws of the Republic of Cyprus;
d. the Company's memorandum and articles of association
be amended in their entirety and replaced by the Cyprus
Articles, with such further consequential amendments (effective
immediately prior to such continuation) as the directors of the
Company may in their absolute discretion deem necessary or
appropriate in connection with the continuation;
e. the Company's official company name be changed to
"Fix Price Group PLC";
818,356,711 96.28% 31,578,289 3.72% 65,000 0.01%
f. Ms Aikaterini Arampidou (Cyprus passport # L00025004)
be appointed as a corporate secretary of the Company who will
maintain the registers of members and directors and other
corporate records of the Company effective 1 April 2022. PMS
Mercury Corporate Services Ltd of 155 Archiepiskopou Makariou
III, Proteas House, 5th Floor, 3026, Limassol, Cyprus be
appointed as the new assistant corporate secretary of the
Company, immediately after the continuation of the Company in
the Republic of Cyprus;
g. the directors of the Company be and hereby are
authorised to do any and all things necessary to effect the
registration of the continuation of the Company into the
Republic of Cyprus;
h. the registered agent of the Company in the British
Virgin Islands, Conyers Trust Company (BVI) Limited, be and is
hereby authorised to do any and all things necessary to give
effect to the foregoing resolutions including the notification
of the proposed redomiciliation and such filings required by
the laws of the British Virgin Islands to be made at the
Registry of Corporate Affairs in the British Virgin Islands;
and
i. As noted in Special Resolution 1, Ms. Androula
Chatzicharalampous, from the Republic of Cyprus, with ID card
no: 777245, a lawyer practicing in the Republic of Cyprus with
license number 2920 be and is hereby appointed as the
authorized representative of the Company and be and is
authorised to sign and execute any necessary document for the
redomiciliation of the Company in the Republic of Cyprus.
3. Resolution to approve the Par Value Amendment and to authorise
and instruct the registered agent of the Company to immediately
make all such filings with the Registrar of Corporate Affairs in
the British Virgin Islands to reflect the Par Value Amendment
(either by filing notice of the Par Value Amendment pursuant to 818,750,479 96.32% 31,184,521 3.67% 65,000 0.01%
Section 13(1)(a) of the BVI Business Companies Act, 2004 (as
amended) (the "Act") or an amended and restated version of the
Company's memorandum and articles pursuant to Section 13(1)(b) of
the Act).
4. Resolution to re-elect, with effect from the moment the Cyprus
Articles come into force, each current Director (i.e., Dmitry
Nikolaevich Kirsanov, Alexander Anatolievich Tynkovan, Gregor 803,676,369 94.55% 41,291,145 4.86% 5,032,486 0.59%
William Mowat, Elena Titova, Alexey Makhnev, Sergei Aleksandrovich
Lomakin and Artem Karenovich Khachatryan) to the Board of Directors
until the next Annual General Meeting.
The results of voting at the EGM is available on the Company's website at https://ir.fix-price.com/. In accordance with the Listing Rule 14.3.6, an electronic copy of this announcement has been submitted to the National Storage Mechanism and will shortly be available at www.morningstar.co.uk/uk/NSM.
Withheld votes are not counted in the calculation of votes for or against any resolution.
The total number of ordinary shares in the Company eligible to be voted at the EGM was 850,000,000.
For further information, please contact:
Fix Price Investor Relations Fix Price Media Relations Elena Mironova Ekaterina Lukina ir@fix-price.com elukina@fix-price.ru +7 495 902 50 00 (ext. 1918) +7 967 009 32 70 EM Dmitry Zhadan Peter Morley Ekaterina Shatalova zhadan@em-comms.com morley@em-comms.com shatalova@em-comms.com +7 916 770 8909 +43 676 684 5252 +7 915 321 8579
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ISIN: US33835G2057 Category Code: MSCH TIDM: FIXP LEI Code: 549300EXJV1RPGZNH608 Sequence No.: 152624 EQS News ID: 1315991 End of Announcement EQS News Service =------------------------------------------------------------------------------------
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(END) Dow Jones Newswires
March 30, 2022 10:08 ET (14:08 GMT)
