Notice of AGM and Proposed Cancellation

RNS Number : 2192B

Trans Balkan Investments Ltd

15 February 2011

 



Trans Balkan Investments Limited

Trans Balkan Investments Limited

Notice of AGM

Trans Balkan Investments Limited

15 February 2011

Trans Balkan Investments Limited (the "Company" or "TBIL")

Notice of AGM and proposed cancellation of admission to trading on AIM

Trans Balkan Investments Limited will shortly post a circular to shareholders setting out the Notice of the Annual General Meeting to be held on Tuesday 15 March 2011 at 11.00 a.m. at First Floor, 19 Victoria Street, Douglas, Isle of Man, IM1 2LW (the "Notice").

Amongst the resolutions that make up the normal business of the Annual General Meeting, the Notice includes a resolution for shareholders to approve the cancellation of the admission of the Company's Ordinary Shares to trading on the Alternative Investment Market ("AIM") (the 'Resolution').

Background to the proposed cancellation of admission to trading on AIM

Having carefully considered the matter for some time and having consulted with the Company's major shareholders, the Board has concluded that it is no longer appropriate for the Company's Ordinary Shares ("Ordinary Shares") to continue to be admitted to trading on AIM.  The Board believes that the cancellation of the admission of the Ordinary Shares to trading on AIM would create the following potential benefits to the Company and all its Shareholders:

·      It will allow the management team to increase its focus on the business with a reduction in the regulatory, reporting and filing requirements;

·      It will decrease the high administrative costs, management time and regulatory compliance associated with 
maintaining an AIM listing;

·      It will reduce the risk that sensitive information of potential value to the Company's competitors will have to be disclosed in accordance with the AIM Rules. 

In addition, a disproportionate amount of senior management time is spent on meeting AIM requirements considering the extremely low level of trading activity in the shares of TBIL. Following cancellation of the admission to trading on AIM, senior management will be better able to focus on the orderly rationalisation of its existing business activities including the intended sale of its holding in TMD.

Although the Board believes that the proposed cancellation is in the Shareholders' best interests overall, it recognises that cancelling admission to trading on AIM will make it more difficult for Shareholders to sell or buy Ordinary Shares should they so wish. Accordingly, while there can be no guarantee that Shareholders or Depositary Interest Holders will be able to sell any Shares or Depositary Interests, any Shareholder or Depositary Interest Holder seeking to do so following the cancellation of admission to trading on AIM becoming effective should contact the Company's Secretariat in writing at c/o Investment Services EOOD, 361 Tsarigradsko shousse, Sofia 1138, Bulgaria. The Company's Secretariat will then be able to advise as to whether the Board is aware of any prospective buyers for any Ordinary Shares or Depositary Interests which the holder thereof wishes to sell at that time.

The Board also intends that, following the cancellation of admission to trading on AIM, the Company will continue to comply with all accounting and regulatory requirements expected of a company of this status and the Board will continue to update shareholders as appropriate but at least quarterly on the Company's progress and trading performance.

Subject to changes in legislation, there is no requirement to alter or amend the Company's current memorandum and articles of association in order to achieve cancellation of admission to trading on AIM.

The Resolution to cancel admission to trading on AIM requires the approval of 75 per cent. of those present and entitled to vote at the meeting or voting by proxy. If approved, it is anticipated that trading in the Ordinary Shares on AIM will cease at close of business on 22 March 2011, with cancellation on AIM taking effect at 7.00 a.m. on 23 March 2011.

Recommendation

The Board consider that the proposal to cancel the Company's shares from admission to AIM is in the best interests of the Company and its shareholders as a whole and unanimously recommends shareholders to vote in favour of the Resolution to be proposed at the Annual General Meeting.

Copies of the Notice of Annual General Meeting will shortly be available on the Company's website at 
www.transbalkaninvestmentslimited.com

For further information please contact:    

Trans Balkan Investments Limited	Ian Schmiegelow Natalie Weedon	Tel: + 44 20 7630 3350
Collins Stewart - Nomad	Stewart Wallace	Tel: [phone]
Peel Hunt LLP	Capel Irwin	Tel: [phone]
Financial Dynamics - PR adviser	Ed Gascoigne-Pees David Cranmer Nick Henderson	Tel: [phone]

 

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