4th Aug 2015 15:41
LONDON (Alliance News) - Petroceltic International PLC said Tuesday that proposals from activist investor Worldview Capital Management Ltd will not be put forward at an upcoming extraordinary general meeting in September, as they do not comply with Irish company law.
Worldview requisitioned an extraordinary general meeting to discuss Petroceltic's proposed bond issue, which was subsequently postponed, and a separate meeting to table a resolution that proposed Petroceltic should seek approval from shareholders for any material asset disposals which represent 25% or more of the company's revenues, profits or oil and gas reserves.
Worldview, which has a 19% interest in Petroceltic, claimed Petroceltic had "run out of money" and therefore was placing the key Ain Tsila gas condensate field in Algeria as security for the proposed bond issue, which Worldview described as "perilous to shareholders".
On Monday, Petroceltic said it had suspended formal marketing of the bond issue due to volatile market conditions.
Dublin-based Petroceltic said Tuesday that, having taken legal advice on Worldview's first requisition letter, it confirmed that the resolutions proposed by Worldview do not comply with Irish company law and will not be put forward at the meeting in September.
It believes the other questions and issues raised by Worldview already have been answered by the company insofar as is possible under the circumstances, and shareholders have already been given a proper opportunity at its annual general meeting in July to discuss these matters.
However, the company is required to convene the meeting despite believing that the meeting is "unnecessary and a waste" of both the company's and shareholders' time.
As the meeting must go ahead, it has opted instead to put forward a proposal to limit the borrowing powers delegated to directors by placing a monetary limit on the amount that can be borrowed by the company without further shareholder approval. Petroceltic said its board recommends that shareholders vote in favour of this proposal.
Shares in Petroceltic closed down 1.3% at 56.00 pence.
By Hana Stewart-Smith; [email protected]; @HanaSSAllNews
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