Business
Notice of General Meeting
Notice of General Meeting.
About this update from Tern Plc
[{"type":"text","content":"\n\n31 August 2023\nTern Plc\n(\"Tern\" or the \"Company\")\nNotice of General Meeting\nConfirmation of Board and Management Changes\nTern Plc (AIM: TERN), the company focused on value creation from Internet of Things (\"IoT\") technology businesses, announces that it will today send a circular to the Company's shareholders containing a notice convening a general meeting of the Company which is to be held at 9.00 a.m. on 26 September 2023 at the offices of Reed Smith, The Broadgate Tower, 20 Primrose Street, London EC2A 2RS (the \"General Meeting\"). The circular will be available shortly on the Company's website at https://www.ternplc.com/aim-rule-26.\nThe resolutions to be proposed at the General Meeting (the \"Resolutions\") are to grant authority to the directors of the Company (the \"Directors\") to issue new ordinary shares of 0.02p in the capital of the Company (\"Ordinary Shares\") and the disapplication of pre-emption rights in relation to such an issue of new Ordinary Shares. Following consultation with a number of the Company's larger shareholders and feedback kindly submitted by others, the resolutions have been revised to permit a lower number of new Ordinary Shares to be authorised for potential issue by the Directors than was sought in the resolutions which were proposed at the Company's Annual General Meeting held on 29 June 2023 (the \"2023 AGM\").\nBackground and reasons for the Resolutions\nAt the 2023 AGM, resolutions to grant the Directors the authority to allot securities and to grant the Directors the authority to issue new Ordinary Shares for cash did not achieve the requisite number of votes to be passed. Following the failure to pass these resolutions at the 2023 AGM, the Directors do not currently have the authority to issue any new Ordinary Shares for cash or generally.\nThe Directors believe that having the authority to issue new Ordinary Shares is important for an investment company such as Tern as it:\n· provides the Company with the flexibility to raise, or have access to, funding to support its portfolio companies, as required, where such funding:\no gives the Company negotiating leverage when dealing with potential third-party investors in discussions regarding the funding of Tern's portfolio companies; and\no enables the Company to participate, potentially at short notice, in ...