Annual report and financial statements - NVM Private Equity Ltd.
Annual report and financial statements - NVM Private Equity Ltd.
Annual report and financial statements - NVM Private Equity Ltd.
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Notice of <strong>Annual</strong> General Meeting<br />
11 To consider <strong>and</strong>, if thought fit, to pass the<br />
following resolution as a special resolution:<br />
“That the company be <strong>and</strong> is hereby generally<br />
<strong>and</strong> unconditionally authorised in accordance<br />
with Section 166 of the Act to make one or more<br />
market purchases (within the meaning of Section<br />
163(3) of the Act) on the London Stock<br />
Exchange of ordinary shares of 5p each in the<br />
capital of the company provided that:<br />
(a) the maximum number of ordinary shares hereby<br />
authorised to be purchased is 2,300,624,<br />
representing approximately 10% of the<br />
company’s issued ordinary share capital;<br />
(b) the minimum price which may be paid for an<br />
ordinary share shall be 5p per share;<br />
(c) the maximum price which may be paid for an<br />
ordinary share shall not be more than the lower<br />
of (i) net asset value per share <strong>and</strong> (ii) the higher<br />
of 105% of the average market value for the<br />
ordinary shares of the company for the five<br />
business days prior to the date on which the<br />
ordinary shares are purchased <strong>and</strong> the price<br />
stipulated by Article 5(1) of the Buy-back <strong>and</strong><br />
Stabilisation Regulation 2003; <strong>and</strong><br />
(d) unless previously renewed, varied or revoked, the<br />
authority hereby conferred shall expire on the<br />
conclusion of the next annual general meeting of<br />
the company or, if earlier, on the expiry of 15<br />
months from the passing of this resolution save<br />
that the company may before such expiry enter<br />
into a contract to purchase ordinary shares<br />
which will or may be completed wholly or partly<br />
after such expiry.”<br />
12 To consider <strong>and</strong>, if thought fit, to pass the<br />
following resolution as a special resolution:<br />
“That the sum registered to the share premium<br />
account of the company be reduced by<br />
£10,000,000.”<br />
By order of the Board<br />
C D MELLOR<br />
Secretary 20 December 2006<br />
Northumberl<strong>and</strong> House<br />
Princess Square<br />
Newcastle upon Tyne NE1 8ER<br />
NOTES<br />
1 A member entitled to attend <strong>and</strong> vote at this meeting is entitled to appoint one or more proxies to attend <strong>and</strong>, on a<br />
poll, to vote in his stead. A proxy need not be a member of the company. The appointment of a proxy does not<br />
preclude a member from attending <strong>and</strong> voting in person at the meeting should he subsequently decide to do so.<br />
2 To be valid, a form of proxy together with, if applicable, the power of attorney or other authority under which it is<br />
signed, or a certified copy thereof, must be received by Lloyds TSB Registrars at The Causeway, Worthing BN99 6DA<br />
not later than 11.30am on Saturday 17 February 2007.<br />
3 The company, pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, specifies that only those<br />
shareholders registered in the register of members of the company as at 6.00pm on Sunday 18 February 2007 shall be<br />
entitled to attend or vote (whether on a show of h<strong>and</strong>s or on a poll) at the meeting in respect of the number of shares<br />
registered in their name at the time. Changes to entries on the register after 6.00pm on Sunday 18 February 2007 (or<br />
after 6.00pm on the day before any adjourned meeting) shall be disregarded in determining the rights of any person<br />
to attend or vote at the meeting.<br />
4 None of the directors has a contract of service with the company. The register of directors' interests will be available<br />
for inspection on the day of the above meeting, at the place of the meeting, from at least 15 minutes prior to the<br />
meeting until its conclusion.<br />
PAGE 42 Northern AIM VCT PLC <strong>Annual</strong> Report <strong>and</strong> Accounts 2006