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NB Private Equity Partners Announces Results of Annual General Meeting
The details of each resolution are as follows:
ORDINARY RESOLUTIONS
Resolution 1
THAT the Audited Financial Statements, the Directors’ report, and the auditors’ report for the financial year ended
For (including discretionary) | 19,221,717 votes |
Against | 0 votes |
Withheld | 1,105 votes |
Resolution 2
THAT the Directors’ remuneration for the financial year ended
For (including discretionary) | 19,219,540 votes |
Against | 2,177 votes |
Withheld | 1,105 votes |
Resolution 3
THAT
For (including discretionary) | 19,220,965 votes |
Against | 752 votes |
Withheld | 1,105 votes |
Resolution 4
THAT
For (including discretionary) | 18,451,187 votes |
Against | 27,206 votes |
Withheld | 744,429 votes |
Resolution 5
THAT
For (including discretionary) | 19,143,525 votes |
Against | 78,192 votes |
Withheld | 1,105 votes |
Resolution 6
THAT
For (including discretionary) | 19,221,124 votes |
Against | 593 votes |
Withheld | 1,105 votes |
Resolution 7
THAT
For (including discretionary) | 19,221,717 votes |
Against | 0 votes |
Withheld | 1,105 votes |
Resolution 8
THAT
For (including discretionary) | 17,982,097 votes |
Against | 1,239,938 votes |
Withheld | 787 votes |
Resolution 9
THAT the Directors be authorised to determine the remuneration of
For (including discretionary) | 19,221,558 votes |
Against | 159 votes |
Withheld | 1,105 votes |
Resolution 10
THAT the interim dividend of
For (including discretionary) | 19,179,154 votes |
Against | 42,881 votes |
Withheld | 787 votes |
In accordance with LR 9.6.18, details of those resolutions passed, which were not ordinary business of the AGM, follow:-
Resolution Type | Votes For (including discretionary) | Votes Against | Votes Withheld* |
11 - Special | 19,221,283 | 752 | 787 |
12 - Special 13 - Special | 19,018,240 18,082,346 | 203,477 1,139,370 | 1,105 1,106 |
*A vote withheld is not a vote in law and is therefore not counted towards the proportion of votes “for” or “against” the Resolution.
The full wording of these resolutions can be found below:
SPECIAL RESOLUTIONS
Resolution 11
THAT the Company be and is hereby authorised, in accordance with section 315 of the Companies (Guernsey) Act 2008, as amended (the “Companies Law”), subject to the Listing Rules made by the
(i) The maximum number of Class A Shares authorised to be purchased under this authority shall be 7,009,473 Class A Shares (being 14.99 per cent. of the Class A Shares in issue (excluding Class A Shares held in treasury) as at the latest practicable date;
(ii) The minimum price (exclusive of expenses) which may be paid for a Class A Share is
(iii) the maximum price (exclusive of expenses) which may be paid for a Class A Share shall be not more than an amount equal to the higher of
- 5 per cent. above the average mid-market value of the Class A Shares on the regulated market where the repurchase is carried out for the five business days prior to the day the purchase is made; and
- the higher of (i) the price of the last independent trade; and (ii) the highest current independent bid price, in each case on the regulated market where the purchase is carried out, and
such authority to expire on the date which is 15 months from the date of passing of this resolution or, if earlier, at the end of the Annual General Meeting of the Company to be held in 2022 (unless previously renewed, revoked or varied by the Company by special resolution) save that the Company may make a contract to acquire Class A Shares under this authority before its expiry which will or may be executed wholly or partly after its expiration and the Company may make an acquisition of Class A Shares pursuant to such a contract.
Resolution 12
THAT the Directors be and are hereby authorised, pursuant to Article 5.7 of the Articles, to allot and issue or make offers or agreements to allot and issue, grant rights to subscribe for, or to convert any securities into, Class A Shares (including by way of sale of Class A Shares from treasury) (“Relevant Securities”) for cash in to the aggregate number of Class A Shares equal to 4,671,426 (being 9.99 per cent. of the Class A Shares in issue as at the Latest Practicable Date) (excluding any Class A Shares held in treasury and after giving effect to the exercise of any warrants, options or other convertible securities outstanding as at such date) as if Article 5.2 of the Articles did not apply to any such allotment and issue, such authority to expire on the date which is 15 months from the date of the passing of this resolution or, if earlier, at the end of the Annual General Meeting of the Company to held in 2022 (unless previously renewed, revoked or varied by the Company by a special resolution) save that the Company may, before such expiry, make an offer or agreement which would or might require
Resolution 13
THAT in accordance with Section 42 of the Law, the new articles of the Company (as produced to the meeting and signed by the Chairman of the Meeting for the purposes of identification) be and are hereby approved and adopted as the new articles of incorporation of the Company in substitution for and to the exclusion of the existing articles of incorporation of the Company.
For further information, please contact:
NBPE Investor Relations +1 214 647 9593
Charles Gorman nbpe@kl-communications.com
About
NBPE invests in direct private equity investments alongside market leading private equity firms globally.
LEI number: 213800UJH93NH8IOFQ77
About Neuberger Berman
This press release appears as a matter of record only and does not constitute an offer to sell or a solicitation of an offer to purchase any security.
NBPE is established as a closed-end investment company domiciled in Guernsey. NBPE has received the necessary consent of the
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