Results of Annual General Meeting of members and EGM
Global Ports Investments PLC (“Global Ports” or the “Company”, together with its subsidiaries and joint ventures, the “Group” or the “Global Ports Group”; LSE ticker: GLPR) today announces that the Company held its Annual General Meeting of shareholders (AGM) under the chairmanship of Mr. Konstantin Shirokov, Non-Executive Director.
The AGM was held at KIBC, Office 201, Profiti Ilia Str, 4, Germasogeia, CY-4046, Limassol, Cyprus on 29 April 2015 at
The AGM adopted the following resolutions:
- To receive and consider and adopt the statutory audited parent company and consolidated financial statements of the Company for the financial year ended 31 December 2014, together with the reports of the directors and independent auditors.
- To re-appoint PricewaterhouseCoopers Limited as auditors of the Company, to hold office until the conclusion of the next general meeting at which the accounts will be laid before the Company and to authorise the Board of Directors to determine the remuneration of the auditors.
- To re-elect Mr. Michalakis Christofides as a director of the Company for a period of three years; to hold such office until the conclusion of the annual general meeting of the Members of the Company to be held in 2018, without any remuneration.
- To re-elect Mr. Vadim Kryukov as a director of the Company for a period of three years; to hold such office until the conclusion of the annual general meeting of the Members of the Company to be held in 2018, without any remuneration.
- To increase the authorised share capital of the Company from $58.158.536,40 divided into 431.128.048 ordinary shares of $0,10 each and 150.457.316 ordinary non-voting shares of $0,10 each to $175.000.000 divided into 750.000.000 ordinary shares of $0,10 each and 1.000.000.000 ordinary non-voting shares of $0,10 each by the creation of an additional 318.871.952 ordinary shares of $0,10 each and 849.542.684 ordinary non-voting shares of $0,10 each (the “New Shares”), which will rank pari passu in all respects with the existing ordinary shares and ordinary non-voting shares, as the case may be, of the capital of the Company.
- To disapply the pre-emption rights of the existing shareholders of the Company with regard to the New Shares or with regard to the issue of any equity securities including, without limitation, depositary receipts, warrants, convertible or other bonds or rights to subscribe for, or to convert securities into, ordinary shares in the Company (within the number of the New Shares) for the maximum period permitted by the Cyprus Companies Law, Cap. 113 (the “Law”).
- To authorise the directors of the Company in accordance with the provisions of section 62(2) of the Companies Law, Cap. 113 to exercise the power to allot the said additional 318.871.952 ordinary shares of $0,10 each and 849.542.684 ordinary non-voting shares of $0,10 each in the Company, or to grant rights to subscribe for or to convert any security into all or any of the said shares in the Company for a period of five years from the date of passing this resolution or unless renewed or otherwise resolved by the Company in general meeting.
In addition the company informs that the Extraordinary General Meeting of the Company for the holders of ordinary non-voting shares (“EGM”) was held today under the chairmanship of Mr Konstantin Shirokov, Non-Executive Director.
EGM was held at KIBC, Office 201, Profiti Ilia Str, 4, Germasogeia, CY-4046, Limassol, Cyprus on 29 April 2015 at 10-30am (Cyprus time) and had a quorum with 150,457,316 ordinary non-voting shares of the Company, which constitutes 100 % of the issued share capital of the Company entitled to participate in this meeting and vote on the matters of the agenda.
The EGM adopted the following resolutions:
- To increase the authorised share capital of the Company from $58.158.536,40 divided into 431.128.048 ordinary shares of $0,10 each and 150.457.316 ordinary non-voting shares of $0,10 each to $175.000.000 divided into 750.000.000 ordinary shares of $0,10 each and 1.000.000.000 ordinary non-voting shares of $0,10 each by the creation of an additional 318.871.952 ordinary shares of $0,10 each and 849.542.684 ordinary non-voting shares of $0,10 each (the “New Shares”), which will rank pari passu in all respects with the existing ordinary shares and ordinary non-voting shares, as the case may be, of the capital of the Company.
- To disapply the pre-emption rights of the existing shareholders of the Company with regard to the New Shares or with regard to the issue of any equity securities including, without limitation, depositary receipts, warrants, convertible or other bonds or rights to subscribe for, or to convert securities into, ordinary shares in the Company (within the number of the New Shares) for the maximum period permitted by the Cyprus Companies Law, Cap. 113 (the “Law”).
- To authorise the directors of the Company in accordance with the provisions of section 62(2) of the Companies Law, Cap. 113 to exercise the power to allot the said additional 318.871.952 ordinary shares of $0,10 each and 849.542.684 ordinary non-voting shares of $0,10 each in the Company, or to grant rights to subscribe for or to convert any security into all or any of the said shares in the Company for a period of five years from the date of passing this resolution or unless renewed or otherwise resolved by the Company in general meeting.