Notice of Annual General Meeting
BLUE DIAMOND LIMITED ("Company") Registered No. 12307
NOTICE IS HEREBY GIVEN that an Annual General Meeting of the Company will be held in the Fred Bell Lecture Theatre at Le Friquet Garden Centre, Rue du Friquet, Castel, Guernsey GY1 3XA at 10:30 a.m. on 15 June 2017 for the following purposes:
To consider, and if thought fit, adopt the following ordinary resolutions.
- That, pursuant to Article 55 of the Articles of Incorporation of the Company (the "Articles") and section 287(1)(b) of the Companies (Guernsey) Law, 2008 (as amended) (the "Companies Law") the Memorandum of Incorporation of the Company be and is hereby altered so that:
(1) each share of 10 pence in the authorised but unissued share capital of the Company be split into 5 new shares of 2 pence each;
(2) each share of 10 pence in the issued share capital of the Company be split into 5 new shares of 2 pence each;
(3) each new share resulting from the share splits referred to in resolution 1(1) above, confer the rights and are subject to the restrictions attaching to an unclassified share in the Company's Memorandum of Incorporation;
(4) each new share resulting from the share splits referred to in resolution 1(2) above, confer the rights and are subject to the restrictions attaching to an ordinary share in the Company's Articles of Incorporation; and
(5) the share splits referred to in resolutions 1(1) and 1(2) shall, if passed, take effect on the date on which this ordinary resolution is passed.
- To re-elect Sir John Collins who retires as a director and, being eligible, offers himself for re-election as a director of the Company.
- To reappoint BDO Limited as Auditor of the Company from the end of this Annual General Meeting until the end of the next Annual General Meeting of the Company in accordance with section 257(4) of the Companies Law.
- To authorise the Directors of the Company to determine the remuneration of the Auditor in accordance with section 259(a)(ii) of the Companies Law.
If this meeting should be adjourned on the basis that there is not a quorum of Shareholders of the Company, in person or by proxy, the adjourned meeting will stand adjourned for fourteen days at the same time and place.