| | NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OR TO US PERSONS
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014. *****
***** 24 March 2023
SME Credit Realisation Fund Limited (the "Company") RESULTS OF EXTRAORDINARY GENERAL MEETING The Company confirms that the Extraordinary General Meeting of shareholders was held at 11:00 a.m. on 24 March 2023 at the Company's registered office, 1 Royal Plaza, Royal Avenue, St Peter Port, Guernsey, GY1 2HL. The following special resolutions were passed: THAT: 1) with effect from the conclusion of this Extraordinary General Meeting: a. the Company be and is hereby placed into Members' Voluntary Winding Up; b. the Joint Liquidators be given sanction in accordance with the Articles to divide amongst the Shareholders in specie any part of the assets of the Company, and may with the like sanction vest any part of the assets of the Company in trustees upon such trust for the benefit of the Shareholders as the Joint Liquidators with the like sanction shall think fit. The following ordinary resolutions were passed: THAT: 2) Andrea Frances Alice Harris and Benjamin Alexander Rhodes of Grant Thornton Limited, St James Place, St James Street, St Peter Port, Guernsey, GY1 2NZ be hereby appointed as Joint Liquidators. 3) Any one of the Joint Liquidators is hereby empowered to transact on behalf of the Company. 4) The remuneration of the Joint Liquidators be drawn in accordance with the letter of engagement with the Company. 5) The Joint Liquidators be authorised to destroy any of the Company's records in their possession as they think fit. Save where the context requires otherwise, the definitions contained in the Circular shall have the same meanings where used in the Resolutions. The listing and trading of the Company's ordinary shares were suspended at 7.30 a.m. on 24 March 2023. Application has been made to the FCA for the cancellation of the listing of Shares on the premium segment of the Official List and to the London Stock Exchange for cancellation of their admission to trading on the Main Market for listed securities at 8:00am on 27 March 2023
CONTACTS Frédéric Hervouet, Chairman +44 (0)77 81 159 007
Secretary and Administrator Apex Group (Guernsey) Limited +44 (0) 1481 739810 smecreditrealisation@sannegroup.com
Corporate Broker Numis Securities Nathan Brown +44 (0) 207 260 1000 n.brown@numis.com
Investor Relations
Website
The ISIN number of the Ordinary Shares is GG00BKQN9M74, the SEDOL code is BKQN9M7and the TIDM is SCRF. The LEI number of the Company is 549300ZQIYQVNIZGOW60.
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TOTAL VOTING
Notes: 1. Votes "For" and "Against" are expressed as a percentage of votes received. 2. A vote "withheld" is not a vote in law and is not counted in the calculation of the % of shares voted "For" or "Against" a resolution. 3. Total number of ordinary shares in issue at 18:30pm on 23 March 2023 was 5,705,913. 4. In accordance with Listing Rule 9.6.2R, copies of special resolution numbered 1 will be made available for inspection from the National Storage Mechanism, situated at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
***** ABOUT SME Credit Realisation Fund Limited The Company is a registered closed-ended collective investment scheme registered pursuant to the Protection of Investors (Bailiwick of Guernsey) Law, 2020, as amended and the Registered Collective Investment Scheme Rules 2021 issued by the Guernsey Financial Services Commission (''GFSC'').
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IMPORTANT NOTICES This announcement contains "forward-looking" statements, beliefs or opinions. These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the control of the Company and all of which are based on its directors' current beliefs and expectations about future events. Forward-looking statements are sometimes identified by the use of forward-looking terminology such as "believes", "expects", "may", "will", "could", "should", "shall", "risk", "intends", "estimates", "aims", "plans", "predicts", "projects", "continues", "assumes", "positioned" or "anticipates" or the negative thereof, other variations thereon or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events, assumptions or intentions. These forward-looking statements include all matters that are not historical facts. Forward-looking statements may and often do differ materially from actual results. They appear in a number of places throughout this announcement and include statements regarding the intentions, beliefs or current expectations of the Board or the Company with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business concerning, amongst other things, the financial performance, liquidity, prospects, growth and strategies of the Company. These forward-looking statements and other statements contained in this announcement regarding matters that are not historical facts involve predictions. No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing the Company. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward-looking statements. The forward-looking statements contained in this announcement speak only as of the date of this announcement. Nothing in this announcement is, or should be relied on as, a promise or representation as to the future. The Company disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in its expectations or any change in events, conditions or circumstances on which such statements are based unless required to do so by applicable law, the Prospectus Rules, the Listing Rules or the Disclosure Rules and Transparency Rules of the FCA. No statement in this announcement is intended as a forecast or profit estimate.
Neither this announcement nor any copy of it may be made or transmitted into the United States of America (including its territories or possessions, any state of the United States of America and the District of Columbia) (the "United States"), or distributed, directly or indirectly, in the United States or to US Persons (as such term is defined in Regulation S under the US Securities Act of 1933, as amended (the "Securities Act"). Neither this announcement nor any copy of it may be taken or transmitted directly or indirectly into Australia, Canada, Japan or South Africa or to any persons in any of those jurisdictions, except in compliance with applicable securities laws. Any failure to comply with this restriction may constitute a violation of United States, Australian, Canadian, Japanese or South African securities laws. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for securities in the United States, Australia, Canada, Japan or South Africa or in any jurisdiction to whom or in which such offer or solicitation is unlawful. | | ||||||||||||||||||||||||||||||||||||
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