1st Jun 2012 07:00
TAU CAPITAL PLC
("Tau" or "the Company")
Receipt of EGM Requisition
Tau announces that on 31 May 2012 it received a requisition from HSBC Global Custody Nominee (UK) Limited acting as nominee for LIM Asia Multi-Strategy Fund Inc (the "Requisitioning Shareholder"), a holder of in excess of 10 per cent. of the share capital of the Company, to call an extraordinary general meeting of the Company ("EGM").
The purpose of the EGM is to consider resolutions (the "Requisitioned Resolutions"), as follows:
1. to be proposed as ordinary resolutions, the appointment of Nicholas Paris and Terence Mahony as directors of the Company and for the removal of Michael Sauer as a director of the Company.
2. to be proposed as special resolutions that the investment policy of the Company be changed as follows:
a) other than pursuant to existing commitments or as may be necessary to protect or enhance the value of any existing investments and with the prior approval of Shareholders given by way of an Ordinary Resolution, no new investments shall be made by the Company; and
b) the Company's portfolio of listed or quoted equities should be realised as soon as possible; and
c) the Company's portfolio of unquoted and/or private equity investments should be realised in a timely and orderly manner; and
d) the surplus cash within the Company together with the net cash proceeds generated from the realisations referred to in 2(b) and 2(c) above should be promptly returned to shareholders in the most efficient manner possible and thereafter, the Directors of the Company should take steps to reduce the operating costs of the Company to a level appropriate to its revised size including reducing the number of Directors.
e) that in the light of the previous investment performance of the Company, the Directors of the Company shall undertake a review of the investment management arrangements between the Company and its existing investment manager in order to determine whether these arrangements should continue, be varied or be terminated and, if considered appropriate and necessary, a new investment manager should be appointed.
As required under the Company's Articles of Association, notification of a general meeting, together with the recommendation of the Board, will be posted to shareholders within 21 days.
In immediate response to the Requisitioned Resolutions the Board wishes to make the following points:
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The board has been actively formulating proposed resolutions for consideration by shareholders at the upcoming AGM designed to respond to both the issues raised by LIM and other shareholders with differing views, as gathered by the board following the recent meetings with shareholders.Further details will be made available once the board has had an opportunity to properly consider the requisition.
The Board proposes to delay the holding of the AGM, by no more than 30 days, in order to further consider such requisition and, as appropriate, include the relevant resolutions in the AGM itself to the extent discussions with the requisitioning shareholder do not result in the withdrawal or modification of the requisition.
--ENDS--
Further information, please contact:
IOMA Fund & Investment Management Ltd Cynthia Edwards | Tel: +44 (0) 1624 681381 |
Numis Securities Ltd Nominated Adviser: Nick Westlake / Hugh Jonathan Corporate Broking: Alex Ham | Tel: +44 (0) 20 7260 1000
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Related Shares:
TAU.L