Lemeco: EGM approved issue of shares to Explosal – Cancellation of resolution – Conversion of capital in euros
28/1/2008 13:47
The Board of Directors of Lemeco Silvex Industries Public Company Ltd announces that the Extraordinary General Meeting held 28/1/2008 at 12.00 pm at 1 Andrea Haliou, Engomi, 2408 Nicosia approved unanimously the following special resolutions:
SPECIAL RESOLUTION 1
“Taking into account the evaluation of Explosal Trading Ltd, which as carried out pursuant to the provisions of article 47B of the Companies’ Law Chapter 113, the Board of Directors is authorized to proceed with the issue and allocation of 165,000,000 new shares of nominal value £0.05 (€0.08543) each at the price of £0.117 (€0.20) per new share as an exchange for the acquisition of 100% of the issued share capital of Explosal Trading Ltd.
Pursuant to the provisions of article 60B(5) of the Companies’ Law Chapter 113 and taking into account the Articles of Association, the existing shareholders disclaim their right on the above issue and allocation of shares.
SPECIAL RESOLUTION 2
“The Special Resolution 1, which has been approved by the Extraordinary General Meeting on 2/11/2007 and is mentioned below, is cancelled and is no longer effective.
SPECIAL RESOLUTION 3
That in order to comply with the Law on the Adoption of the Euro 2007
i. The nominal value of the share be redenominated from £0.05 to €0.09.
ii. The nominal capital of the Company be redenominated from £25,000,000.00 divided into 500,000,000 ordinary shares of nominal value £0.05 each to €45,000,000.00 divided into 500,000,000 ordinary shares of nominal value €0.09 each.
iii. The issued share capital of the Company be redenominated and increased from £2,185,000.00 divided into 43,700,000 ordinary shares of nominal value £0.05 each to €3,933,00.00 divided into 43,700,000 ordinary shares of nominal value €0.09 each.
iv. The sum corresponding to the share capital increase, that is, €199,705.85 be paid and/or covered by the Company’s reserves”.
SPECIAL RESOLUTION 1
“Taking into account the evaluation of Explosal Trading Ltd, which as carried out pursuant to the provisions of article 47B of the Companies’ Law Chapter 113, the Board of Directors is authorized to proceed with the issue and allocation of 165,000,000 new shares of nominal value £0.05 (€0.08543) each at the price of £0.117 (€0.20) per new share as an exchange for the acquisition of 100% of the issued share capital of Explosal Trading Ltd.
Pursuant to the provisions of article 60B(5) of the Companies’ Law Chapter 113 and taking into account the Articles of Association, the existing shareholders disclaim their right on the above issue and allocation of shares.
SPECIAL RESOLUTION 2
“The Special Resolution 1, which has been approved by the Extraordinary General Meeting on 2/11/2007 and is mentioned below, is cancelled and is no longer effective.
SPECIAL RESOLUTION 3
That in order to comply with the Law on the Adoption of the Euro 2007
i. The nominal value of the share be redenominated from £0.05 to €0.09.
ii. The nominal capital of the Company be redenominated from £25,000,000.00 divided into 500,000,000 ordinary shares of nominal value £0.05 each to €45,000,000.00 divided into 500,000,000 ordinary shares of nominal value €0.09 each.
iii. The issued share capital of the Company be redenominated and increased from £2,185,000.00 divided into 43,700,000 ordinary shares of nominal value £0.05 each to €3,933,00.00 divided into 43,700,000 ordinary shares of nominal value €0.09 each.
iv. The sum corresponding to the share capital increase, that is, €199,705.85 be paid and/or covered by the Company’s reserves”.
