Globaltrans announces the adjournment of an extraordinary general meeting of shareholders
30.09.2024
Globaltrans Investment PLC (the “Company” and together with its consolidated subsidiaries “Globaltrans” or the “Group”) today announces that an extraordinary general meeting of shareholders that was duly convened to be held on 30 September 2024 at 1:00 p.m. (UAE time) at Office Unit 3, Floor 6, Al Sila Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, UAE (“Meeting”) could not proceed due to the absence of the necessary quorum.
The necessary quorum was not achieved since, as far as the Company is aware, the depository bank, being the registered holder of the shares underlying the global depositary receipts of the Company (“GDRs”), did not take the required actions to collect the votes of GDR holders and subsequently did not ensure the participation of its representative at the Meeting.
At the Meeting, the holders of 74,541,192 shares, corresponding to 41.8% of the issued and outstanding share capital of the Company, were present or represented and this being less than 50% of the issued share capital of the Company, the necessary quorum in accordance with Regulation 52 of the Articles of Continuance of the Company had not been achieved and the Meeting could not proceed.
In accordance with Regulation 53 of the Articles of Continuance of the Company, the Meeting was adjourned (“Adjourned Meeting”) and such Adjourned Meeting will be held at 1:00 p.m. (UAE time) at Office Unit 3, Floor 6, Al Sila Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, UAE on 7 October 2024. The notice of the EGM and resolutions proposed dated 13 September 2024 (“EGM Notice”), the agenda and accompanying documents, including the proxy form and the statement by directors of the Company, attached as annexes to the EGM Notice, shall remain valid and in full force for such Adjourned Meeting.
Putting a resolution to hold a tender offer for EGM’s approval is the Company’s voluntary decision meant to ensure it follows the best international standards of corporate governance. In light of the ongoing financial infrastructure limitations the Company intends to take all necessary actions to hold the Adjourned Meeting.
The minutes of the Meeting are available for viewing here and at the office of the Company at Office Unit 3, Floor 6, Al Sila Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, UAE. The minutes of the Meeting will be also submitted to the National Storage Mechanism and be available for inspection at data.fca.org.uk following publication.
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LEGAL DISCLAIMER
Information contained in this announcement concerning Globaltrans Investment PLC, a company organised and existing under the laws of the Abu Dhabi Global Market (the “Company” and together with its consolidated subsidiaries “Globaltrans” or the “Group”) is for general information purposes only. The statements and any opinions presented herein are based on general information gathered at the time of writing and are subject to change without notice.
None of the Company nor any of its shareholders, directors, officers or any other person accepts any liability whatsoever for any loss howsoever arising from any use of the contents of this announcement or otherwise arising in connection therewith. This announcement does not constitute an offer or an advertisement of any securities in any jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and any such restrictions should be observed.
This announcement may contain forward-looking statements regarding future events. You can identify forward looking statements by terms such as “expect”, “believe”, “estimate”, “anticipate”, “intend”, “will”, “could”, “may”, or “might”, the negative of such terms or other similar expressions. These forward-looking statements include matters that are not historical facts and statements regarding the Company’s intentions, beliefs or current expectations. By their nature, forward looking statements involve risks and uncertainties, because they relate to events and depend on circumstances that may or may not occur in the future. The Company cautions you that forward-looking statements are not guarantees of future performance and that Globaltrans’ actual results of operations, financial condition, liquidity, prospects, growth, strategies and the development of the industry in which Globaltrans operates may differ materially from those described in or suggested by the forward-looking statements contained in this announcement.
In addition, even if Globaltrans’ results of operations, financial condition, liquidity, prospects, growth strategies and the development of the industry in which the Company operates are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in future periods. Unless otherwise set out herein, the Company does not intend to update this announcement or reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause actual results to differ materially from those contained in forward-looking statements of Globaltrans, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia, market changes in the Russian freight rail market, as well as many of the risks specifically related to Globaltrans and its operations. No reliance may be placed for any purposes whatsoever on the forward-looking statements contained in this announcement.