24.12.2014, 18:29
Cielo shall convene General Mtg of ARC
OREANDA-NEWS. Cielo Overseas Limited ("Cielo"), has today lodged a requisition notice at the registered office of ARC Capital Holdings Limited ("ARC" or the "Company") to convene a general meeting of ARC so that resolutions to remove ARC's three current Directors and appoint three new Directors (the "Proposed Board") can be considered. In accordance with ARC's articles of association, the current Board is now required to convene a general meeting of the Company so that the ordinary resolutions proposed can be considered by Shareholders and, if thought fit, approved.
As stated in the TR-1 Notification dated 16 December 2014, and as acknowledged in the Company's announcement on that same date, Cielo and its affiliates currently hold an interest in 114,272,413 Shares (representing approximately 50.09 per cent. of the issued share capital of the Company).
Holding, with its affiliates, sufficient votes to pass the resolutions, Cielo believes that it would be appropriate for the current Directors to:
1. invite Cielo's proposed directors to join the ARC Board immediately; and
2. resign from the ARC Board forthwith following the appointment of Cielo's proposed directors.
Cielo further considers that the current Directors should not embark on an unnecessary and expensive defence of their untenable position at the cost of the Company and its Shareholders. Any attempt by the Directors to resist this requisition will be futile, and a waste of Shareholders' assets. If the current Directors were to attempt such action, Cielo may take action to hold the current Directors personally accountable for the waste of Shareholders' assets.
As stated in the TR-1 Notification dated 16 December 2014, and as acknowledged in the Company's announcement on that same date, Cielo and its affiliates currently hold an interest in 114,272,413 Shares (representing approximately 50.09 per cent. of the issued share capital of the Company).
Holding, with its affiliates, sufficient votes to pass the resolutions, Cielo believes that it would be appropriate for the current Directors to:
1. invite Cielo's proposed directors to join the ARC Board immediately; and
2. resign from the ARC Board forthwith following the appointment of Cielo's proposed directors.
Cielo further considers that the current Directors should not embark on an unnecessary and expensive defence of their untenable position at the cost of the Company and its Shareholders. Any attempt by the Directors to resist this requisition will be futile, and a waste of Shareholders' assets. If the current Directors were to attempt such action, Cielo may take action to hold the current Directors personally accountable for the waste of Shareholders' assets.
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