Allianz Technology Trust PLC Annual Financial Report for the year ended 31 December 2022
Meeting of the Company after the passing of this
resolution or on the expiry of 15 months from the
passing of this resolution, whichever is the earlier, save
that the Company may, before such expiry, make
an offer or agreement which would or might require
equity securities to be allotted after such expiry and
the Directors may allot equity securities in pursuance of
any such offer or agreement as if the power conferred
hereby had not expired; and
(b) shall be limited to the allotment of equity securities or
the sale of treasury shares up to an aggregate nominal
value of £1,071,891 (42,875,668 Ordinary shares)
(representing 10% of the Company’s total issued share
capital as at 10 March 2023).
Resolution 12 – Authority to buy back shares
That, in substitution for any existing authority but without
prejudice to the exercise of any such authority prior to the
date hereof, the Company be and is hereby generally and
unconditionally authorised, pursuant to and in accordance
with Section 701 of the Companies Act 2006 (the ‘Act’), to
make market purchases (within the meaning of Section
693(4) of the Act) of fully paid Ordinary shares of 2.5p each
in the capital of the Company (‘Ordinary Shares’), provided
that:
(a) the maximum aggregate number of Ordinary Shares
hereby authorised to be purchased is 64,270,626 or,
if less, the number representing approximately 14.99
per cent. of the issued Ordinary Share capital of the
Company on the date on which this resolution is passed;
(b) the minimum price (excluding expenses) which may be
paid for an Ordinary Share is 2.5p;
(c) the maximum price (excluding expenses) which may be
paid for each Ordinary Share purchased pursuant to this
authority shall not be more than the higher of:
(i) 5% above the average closing price on the London
Stock Exchange of an Ordinary Share over the five
business days immediately preceding the date of
purchase: and
(ii) the higher of the last independent trade and the
highest current independent bid on the London
Stock Exchange; and
(d) unless previously varied, revoked or renewed by
the Company in a general meeting, the authority
hereby conferred shall expire at the conclusion of the
Company’s next Annual General Meeting or on the
expiry of 15 months from the passing of this resolution,
whichever is the earlier, save that the Company may,
prior to such expiry, enter into a contract to purchase
Ordinary Shares under such authority which will or might
be completed or executed wholly or partly after the
expiration of such authority and may make a purchase
of Ordinary Shares pursuant to any such contract.
Resolution 13 – Allotment of shares – Second authority for
the directors’ to allot new shares of the Company.
THAT, in addition to the authority sought under resolution
10 and in substitution for any existing authority but without
prejudice to the exercise of any such authority prior to the
date hereof, the Directors of the Company be and they
are hereby generally and unconditionally authorised in
accordance with section 551 of the Companies Act 2006
(the ‘Act’) to exercise all the powers of the Company to allot
shares in the Company and to grant rights to subscribe
for, or to convert any security into, shares in the Company
(together being ‘relevant securities’) provided that such
authority shall be limited to the allotment of shares and
the grant of rights in respect of shares with an aggregate
nominal value of up to £1,071,891 (42,875,668 Ordinary
shares) (representing 10% of the Company’s total issued
share capital as at 10 March 2023) such authority to expire
at the conclusion of the next Annual General Meeting of the
Company after the passing of this resolution or on the expiry
of 15 months from the passing of this resolution, whichever is
the earlier, unless previously revoked, varied or extended by
the Company in a general meeting, save that the Company
may at any time prior to the expiry of this authority make
an offer or enter into an agreement which would or might
require relevant securities to be allotted or granted after the
expiry of such authority and the Directors shall be entitled
to allot or grant relevant securities in pursuance of such an
offer or agreement as if such authority had not expired.
Resolution 14 – Disapplication of pre-emption rights –
Second authority for the renewal of the authority to allot
up to 10% of the ordinary shares of the Company for cash
without first offering them to existing shareholders.
That, subject to the passing of resolution 13 above, and in
substitution for any existing power but without prejudice
to the exercise of any such power prior to the date hereof,
the Directors of the Company be and they are hereby
generally empowered, pursuant to sections 570 and 573 of
the Companies Act 2006 (the ‘Act’) to allot equity securities
(within the meaning of section 560(1) of the Act) for cash
either pursuant to the authority given by resolution 13
above or by way of the sale of treasury shares wholly for
cash as if section 561(1) of the Act did not apply to any such
allotment or sale, provided that this power:
(a) expires at the conclusion of the next Annual General
Meeting of the Company after the passing of this
resolution or on the expiry of 15 months from the
passing of this resolution, whichever is the earlier, save
that the Company may, before such expiry, make
an offer or agreement which would or might require
equity securities to be allotted after such expiry and
the Directors may allot equity securities in pursuance of
any such offer or agreement as if the power conferred
hereby had not expired; and
(b) shall be limited to the allotment of equity securities or
the sale of treasury shares up to an aggregate nominal
value of £1,071,891 (42,875,668 Ordinary shares)
(representing 10% of the Company’s total issued share
capital as at 10 March 2023).
By order of the Board
Kelly Nice, Company Secretary
199 Bishopsgate, London, EC2M 3TY
10 March 2023
78