Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Volta Finance Ltd. Declaration of Voting Results & Voting Rights Announcements 2020

Dec 9, 2020

9950_agm-r_2020-12-09_f4addeb4-a233-4901-9ef1-b8001e5e2b42.pdf

Declaration of Voting Results & Voting Rights Announcements

Open in viewer

Opens in your device viewer

VOLTA FINANCE LIMITED Annual General Meeting 8 December 2020 – Voting Schedule

RESULTS OF PROXY VOTING RIGHTS RECEIVED

RESULTS OF PROXY VOTING RIGHTS RECEIVED RESULTS OF PROXY VOTING RIGHTS RECEIVED
ORDINARY RESOLUTIONS FOR AGAINST WITHHELD TOTAL VOTES(excl. voteswithheld)
1 To adopt the audited financial statements of the Company for the year ended 31 July 2020, includingthe reports of the Board of Directors of the Company (the “Board”) and the Auditor (together the“Accounts”). 12,835,187(100.00%) 0(0.00%) 0 12,835,187(100.00%)
2 To re-appoint KPMG Channel Islands Limited of Glategny Court, Glategny Esplanade, St PeterPort, Guernsey GY1 1WR as the Company’s Auditor to hold office until the conclusion of the nextAGM. 12,835,187(100.00%) 0(0.00%) 0 12,835,187(100.00%)
3 To authorise the Board to negotiate and fix the remuneration of the Auditor in respect of the yearending 31 July 2021. 12,835,187(100.00%) 0(0.00%) 0 12,835,187(100.00%)
4 To re-elect Graham Harrison as an Independent Director of the Company. 8,441,460(66.19%) 4,311,468(33.81%) 82,259 12,752,928(100.00%)
5 To re-elect Stephen Le Page as an Independent Director of the Company. 8,441,460(66.19%) 4,311,468(33.81%) 82,259 12,752,928(100.00%)
6 To re-elect Paul Meader as an Independent Director of the Company. 8,111,809(63.61%) 4,641,119(36.39%) 82,259 12,752,928(100.00%)
7 To re-elect Paul Varotsis as an Independent Director of the Company. 8,441,460(66.19%) 4,311,468(33.81%) 82,259 12,752,928(100.00%)
8 To approve the quarterly dividend policy of paying approximately 8% of NAV per annum, absent ofa notable change in circumstances with a dividend payment date in January, April, July and October. 12,835,187(100.00%) 0(0.00%) 0 12,835,187(100.00%)
SPECIAL BUSINESS - SPECIAL RESOLUTION FOR AGAINST WITHHELD TOTAL VOTES(excl. voteswithheld)
9 THATin accordance with Article 5(7) of the Articles, the Board be and is hereby authorised to issueequity securities (within the meaning of the Articles) as if Article 5(2) of the Articles did not apply toany such issue, provided that this power shall be limited to the issue of up to a maximum numberof 3,658,058 Ordinary shares (being not more than 10% of the number of Ordinary shares in issueas at the date of this notice) or such other number being not more than 10% of the Ordinary shares 12,745,125(99.94%) 7,803(0.06%) 82,259 12,752,928(100.00%)

VOLTA FINANCE LIMITED Annual General Meeting 8 December 2020 – Voting Schedule

in issue at the date of the AGM, whether in respect of the sale of shares held as treasury shares,the issue of newly created shares or the grant of rights to subscribe for, or convert securities into,shares which, in accordance with the Listing Rules, could only be issued at or above net asset valueper share (unless offered pro rata to existing Shareholders or pursuant to further authorisation byShareholders). This authority will expire on the conclusion of the next AGM of the Company unlesspreviously renewed, varied or revoked by the Company at a general meeting, save that theCompany shall be entitled to make offers or agreements before the expiry of such power whichwould or might require equity securities to be allotted after such expiry and the Directors shall beentitled to allot equity securities pursuant to any such offer or agreement as if the power conferredhereby had not expired.
SPECIAL BUSINESS - ORDINARY RESOLUTION FOR AGAINST WITHHELD TOTAL VOTES(excl. voteswithheld)
10 THATthe Company be generally and unconditionally authorised to make market purchases, forthe purposes of Section 315 of the Companies (Guernsey) Law, 2008 (as amended), of Ordinaryshares in the Company on such terms and in such manner as the Directors may from time totime determine, provided that:(a) the maximum number of Ordinary shares hereby authorised to be acquired is 5,483,429,representing not more than 14.99% of the issued Ordinary share capital of the Company asat the date of this notice;(b) the minimum price (excluding expenses) payable by the Company for each Ordinary shareis €0.01. The maximum price (excluding expenses) which may be paid for any such Ordinaryshare is the higher of (i) an amount equal to 105% of the average of the middle marketquotations for an Ordinary share in the Company as derived from The London StockExchange Daily Official List for the five business days immediately preceding the day onwhich such share is contracted to be purchased; and (ii) the amount stipulated by Article 3(2)of the EU Buy-back and Stabilisation Regulation (2016/1052/EU) being the higher of theprice of the last independent trade and the highest current independent bid for an Ordinaryshare in the Company on the trading venues where the market purchases by the Companypursuant to the authority conferred by this resolution will be carried out (provided that limb(ii) shall not apply where the purchases would not bear the risk of breaching the prohibitionon market abuse);(c) the authority hereby conferred shall expire at the end of the next Annual General Meeting ofthe Company unless previously renewed, varied or revoked by the Company in generalmeeting; and 12,835,187(100.00%) 0(0.00%) 0 12,835,187(100.00%)

VOLTA FINANCE LIMITED Annual General Meeting 8 December 2020 – Voting Schedule

  • (d) the Company may make a contract to purchase the Ordinary shares under the authority hereby conferred prior to the expiry of such authority, which contract will or may be executed wholly or partly after the expiry of such authority, and may purchase its Ordinary shares in pursuance of any such contract.