Result of EGM

RNS Number : 2397B

Africa Opportunity Fund Limited

28 February 2014

 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR THE UNITED STATES OF AMERICA OR TO US PERSONS.

This announcement is an advertisement and not a prospectus and investors should not subscribe for or purchase any securities except on the basis of information in the prospectus to be published by the Company in due course in connection with the admission of the existing ordinary shares and C shares to trading on the Specialist Fund Market of the London Stock Exchange (the "Prospectus"). Copies of the Prospectus will, following publication, be available from the offices of Lawrence Graham LLP.

28 February 2014

Africa Opportunity Fund Limited

Result of EGM

The Board of Africa Opportunity Fund Limited (the "Company") is pleased to announce that all of the resolutions proposed by the Company in its circular, published 12 February 2014, were today approved by its shareholders ("Shareholders") at the Company's Extraordinary General Meeting ("EGM").

Resolution	In favour		Against		Withheld
	Votes	%*	Votes	%*
Ordinary resolution that the Company continues its operations	27,334,128	100	0	0	197,425
Ordinary resolution that the Company increase its authorised share capital to allow for the issue and conversion of proposed C shares	27,334,128	100	0	0	197,425
Special resolution to approve the adoption of amended and restated memorandum and articles of association of the Company to incorporate new C share rights and certain corporate governance changes	27,334,128	100	0	0	197,425

* Percentage of votes cast excludes withheld votes.

As a result of the above resolutions being passed at the EGM, the Company will continue in existence for a further five years, at which point a further resolution will be put to Shareholders at an extraordinary general meeting in 2019, and every five years thereafter. Following the conclusion of the EGM and in accordance with the new corporate governance policies adopted by the Company, Francis Daniels and Christopher Gradel have stepped down as non-executive directors of the Company and Robert Knapp has stepped down as Chair of the Company. The new Chair of the Company is Myma Belo-Osagie and the Audit Committee (formally chaired by Christopher Gradel) will be chaired by Shingayi Mutasa.

The Company notes that the proposed placing of new C shares and their admission, along with the admission of the Company's existing ordinary shares, to the London Stock Exchange's Specialist Fund Market are subject, inter alia, to market conditions and further details will be announced in due course.

For further information, please contact:

Africa Opportunity Fund Limited
Robert Knapp                                                                                      Tel: [phone]

Edmond de Rothschild Securities (UK) Limited, Broker & Financial Adviser
William Marle                                                                                       Tel: [phone]

Hiroshi Funaki                                                                                      Tel: [phone]

Andrew Davies (Sales)                                                                         Tel: [phone]
[e-mail]

Grant Thornton UK LLP, Nominated Adviser                                 
Philip Secrett                                                                                        Tel: [phone]

David Hignell                                                                                        Tel: [phone]

[e-mail]

This announcement has been prepared by the Company for information purposes only and does not constitute an offer to sell, or the solicitation of an offer to acquire or subscribe for, the C Shares in any jurisdiction. Any offer and/or sale of C Shares will not be registered under the applicable securities laws of the United States, Australia, Canada, South Africa or Japan. Subject to certain exceptions, the C Shares may not be offered or sold within the United States, Australia, Canada, South Africa or Japan or to any national, resident or citizen of the United States, Australia, Canada, South Africa or Japan. This announcement does not constitute any form of financial opinion or recommendation on the part of the Company or any of its affiliates or advisers and is not intended to be an offer, or the solicitation of any offer, to buy or sell any securities in any jurisdiction.

Neither the U.S. Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of the securities referred to in this announcement or passed upon the adequacy or accuracy of this announcement. Any representation to the contrary is a criminal offence in the United States.

 

END

 

 

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