Business
Posting of AGM Notice & Proposed Rule 9 Wavier
Posting of AGM Notice & Proposed Rule 9 Wavier.
About this update from Pphe Hotel Group Limited
[{"type":"text","content":"\n\n\n13 March 2024\n \nPPHE Hotel Group Limited\n(\"PPHE Hotel Group\", the \"Company\" or the \"Group\")\n \nAnnouncement of Posting of AGM Notice and Proposed Rule 9 Waiver\n \nPPHE Hotel Group, the international hospitality real estate group which develops, owns and operates hotels and resorts, announces today that the circular including notice of its Annual General Meeting (\"AGM\") (the \"AGM Notice\") will be published and posted to Shareholders today. The AGM will take place on 22 May 2024 at 12 noon at The Farmhouse Hotel, Route des Bas Courtils, St Saviours, Guernsey, GY7 9YF.\n \nThe AGM Notice will also be available today on the Company's website at www.pphe.com. In accordance with UK Listing Rules 9.6.1 and 9.6.3, the AGM Notice will today be submitted to the Financial Conduct Authority via the National ​Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism\n \nProposed Rule 9 Waiver\n \nOne resolution to be proposed at the AGM (Resolution 18 of the AGM Notice, the \"Rule 9 Waiver Resolution\") seeks approval of a waiver of the mandatory offer provisions set out in Rule 9 of the Takeover Code to be put to Independent Shareholders (being Shareholders other than those who are members of the concert party comprising the Company's Non-Executive Chairman, Eli Papouchado, and President and Chief Executive Officer, Boris Ivesha, and parties acting in concert with them (the \"Concert Party\")) via a poll.\n \nThis resolution is required in order to give the Board the flexibility to act on Resolution 17 of the AGM Notice should it be approved at the AGM, which proposes to authorise the Company to make market purchases of up to 2,118,165 Ordinary Shares of nil par value (the \"Share Buy-Back Authority\"). Should Resolution 17 of the AGM Notice be approved, the Directors will only exercise the power of purchase after careful consideration and in circumstances where they are satisfied, that to do so would result in an increase in earnings per share and would be in the best interests of the Company and of its Shareholders generally. The Directors intend to keep under review the potential to purchase Ordinary Shares.\n \nThe Share Buy-Back Authority (subject to prevailing conditions at such time) would offer the ...