VOLTA FINANCE - RESULTS OF THE EIGHTH AGM AND DIVIDEND ANNOUNCEMENT
(Thomson Reuters ONE) -
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, IN OR INTO
THE UNITED STATES
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Guernsey, 3 December 2014 - The eighth Annual General Meeting (AGM) of Volta
Finance Limited (the "Company" or "Volta Finance" or "Volta") was held on 3
December 2014. All resolutions (listed below) were passed.
1. To adopt the audited financial statements of the Company for the year ended
31 July 2014, including the reports of the Directors and the Auditor (the
"Accounts").
2. To re-appoint KPMG Channel Islands Limited of Glategny Court, Glategny
Esplanade, St Peter Port, Guernsey as the Company's Auditor to hold office until
the conclusion of the next AGM.
3. To authorise the Board to negotiate and fix the remuneration of the Auditor
in respect of the year ending 31 July 2015.
4. To elect Paul Meader as the Senior Independent Director of the Company for
an initial term of three years.
5. To elect Stephen Le Page as an Independent Director of the Company for an
initial term of three years.
6. To approve a final dividend for the year ended 31 July 2014 in respect of
the Company's ordinary shares, Class B share and Class C shares of ?0.30 per
share, with an ex-dividend date of 5 December 2014, a record date of 8 December
2014 and a payment date of 9 December 2014.
7. To renew the authorisation of the Company unconditionally and generally for
the purposes of Section 315 of the Companies (Guernsey) Law, 2008 (as amended)
to make market purchases* of ordinary shares in the Company provided that:
a. the maximum number of ordinary shares in each class authorised to be
purchased is 14.99% of each class of the ordinary shares in issue at any time;
b. the minimum price payable by the Company for each ordinary share is 1% of
the average of the mid-market values of the ordinary shares of that class in the
Company for the five business days prior to the date of the market purchase and
the maximum price payable by the Company for each ordinary share will not be
more than 105% of the average of the mid-market values of the ordinary shares of
that class in the Company for the five business days prior to the date of the
market purchase; and
c. such authority shall expire at the conclusion of the next Annual General
Meeting of the Company.
* Provided always that the market purchase will meet the criteria stipulated
in the Commission Regulation (EC) of 22 December 2003 implementing the Market
Abuse Directive as regards exemptions for buy-back programmes and stabilisation
of financial instruments (No 2273/2003) (unless the purchases would not bear the
risk of breaching the market manipulation prohibition).
8. To approve the admission of the Company's shares to the premium listing
segment of the Official List of the UKLA and to trading on the London Stock
Exchange plc's Main Market (the "Admission").
The following Special Resolutions were unable to be considered as the requisite
quorum of members was not present in person or by proxy:
9. In accordance with regulation 2 of the Companies (Transitional Provisions)
Regulations, 2008 and to ensure compliance with section 15(2) of the Companies
(Guernsey) Law, 2008 as amended (the "Law") to alter the existing Memorandum of
Association of the Company as follows:
a. by deleting paragraph 3 in its entirety and replacing it as
follows:
"3. The objects and powers of the Company are not restricted."
a. by deleting paragraph 5 in its entirety and replacing it as
follows:
"5. The Company is a non-cellular company within the meaning of
section 2(1)(c) of the Companies (Guernsey) Law, 2008, as amended."
(c) by deleting paragraphs 6, 7, 8 and 9 in their entirety and
renumbering the remaining paragraphs accordingly; and
(d) so as to incorporate all conforming changes to the
new Memorandum of Incorporation attached to this notice and marked "A" for the
purposes of identification.
9. To approve and adopt certain amendments to the Articles of Incorporation,
including, amongst other things, the amendments to the quorum necessary for
general shareholder meetings and the amendments to the directors' powers to
declare dividends, each as highlighted in the copy of the Articles of
Incorporation attached to this notice and marked "B" for the purposes of
identification.
10. Subject to Shareholder approval of Admission, to approve and adopt the
amendments to the Articles of Incorporation necessary for the Admission,
each as highlighted in the copy of the Articles of Incorporation attached
to this notice and marked "C" for the purposes of identification.
This meeting will therefore be re-convened for seven days hence being Wednesday,
10 December 2014 at 10.00am (London time) to consider these special resolutions
again.
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ABOUT VOLTA FINANCE LIMITED
Volta Finance Limited is incorporated in Guernsey under The Companies (Guernsey)
Law, 2008 (as amended) and listed on Euronext Amsterdam. Its investment
objectives are to preserve capital and to provide a stable stream of income to
its shareholders through dividends. For this purpose, it pursues a multi-asset
investment strategy targeting various underlying assets. The assets that the
Company may invest in either directly or indirectly include, but are not limited
to: corporate credits; sovereign and quasi-sovereign debt; residential mortgage
loans; automobile loans. Volta Finance Limited's basic approach to its
underlying assets is through vehicles and arrangements that provide leveraged
exposure to some of those underlying assets.
Volta Finance Limited has appointed AXA Investment Managers Paris, an investment
management company with a division specialised in structured credit, for the
investment management of all its assets.
ABOUT AXA INVESTMENT MANAGERS
AXA Investment Managers (AXA IM) is a multi-expert asset management company
within the AXA Group, a global leader in financial protection and wealth
management. AXA IM is one of the largest European-based asset managers with ?607
billion in assets under management as of the end of September 2014. AXA IM
employs approximately 2,300 people around the world and operates out of 21
countries.
CONTACTS
Company Secretary
Sanne Group (Guernsey) Limited
voltafinance(at)sannegroup.com
+44 (0) 1481 739810
Portfolio Administrator
Sanne Group (Guernsey) Limited
voltafinance(at)sannegroup.com
For the Investment Manager
AXA Investment Managers Paris
Serge Demay
serge.demay(at)axa-im.com
+33 (0) 1 44 45 84 47
*****
This press release is for information only and does not constitute an invitation
or inducement to acquire shares in Volta Finance. Its circulation may be
prohibited in certain jurisdictions and no recipient may circulate copies of
this document in breach of such limitations or restrictions.
This document is not an offer for sale of the securities referred to herein in
the United States or to persons who are "U.S. persons" for purposes of
Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), or otherwise in circumstances where such offer would be restricted by
applicable law. Such securities may not be sold in the United States absent
registration or an exemption from registration from the Securities Act. The
company does not intend to register any portion of the offer of such securities
in the United States or to conduct a public offering of such securities in the
United States.
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This communication is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (iii) high net worth
companies, and other persons to whom it may lawfully be communicated, falling
within Article 49(2)(a) to (d) of the Order (all such persons together being
referred to as "relevant persons"). The securities referred to herein are only
available to, and any invitation, offer or agreement to subscribe, purchase or
otherwise acquire such securities will be engaged in only with, relevant
persons. Any person who is not a relevant person should not act or rely on this
document or any of its contents.
Past performance cannot be relied on as a guide to future performance.
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This press release contains statements that are, or may deemed to be, "forward-
looking statements". These forward-looking statements can be identified by the
use of forward-looking terminology, including the terms "believes",
"anticipated", "expects", "intends", "is/are expected", "may", "will" or
"should". They include the statements regarding the level of the dividend, the
current market context and its impact on the long-term return of Volta's
investments. By their nature, forward-looking statements involve risks and
uncertainties and readers are cautioned that any such forward-looking statements
are not guarantees of future performance. Volta Finance's actual results,
portfolio composition and performance may differ materially from the impression
created by the forward-looking statements. Volta Finance does not undertake any
obligation to publicly update or revise forward-looking statements.
Any target information is based on certain assumptions as to future events which
may not prove to be realised. Due to the uncertainty surrounding these future
events, the targets are not intended to be and should not be regarded as profits
or earnings or any other type of forecasts. There can be no assurance that any
of these targets will be achieved. In addition, no assurance can be given that
the investment objective will be achieved.
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This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Volta Finance Limited via GlobeNewswire
[HUG#1876926]
Unternehmensinformation / Kurzprofil:
Datum: 03.12.2014 - 19:02 Uhr
Sprache: Deutsch
News-ID 357084
Anzahl Zeichen: 11804
contact information:
Town:
St Peter Port
Kategorie:
Business News
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