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DJ Netalogue Technologies Plc Notice of AGM 25 September 2013

 
TIDMNTLP 
 
Netalogue Technologies plc 
 
 
Notice of Annual General Meeting 
 
Notice is hereby given that the Annual General Meeting of Netalogue 
Technologies plc ("the Company") will be held at 14:00 on Wednesday 25th 
September 2013 at Baglan Bay Innovation Centre, Central Avenue, Baglan Bay, 
West Glamorgan, SA12 7AX for the following purposes: 
 
Ordinary Business 
 
1. To receive the Directors' Report and audited accounts of the Company for the 
year ended 31st March 2013. 
 
2. To re-elect R Condon as a director of the Company. 
 
3. To re-elect P Shepherd as a director of the Company. 
 
4. To re-elect C Williams as a director of the Company. 
 
5. To re-appoint Price Waterhouse Coopers LLP as Auditors of the Company and to 
authorise the Directors to fix their remuneration. 
 
6. To consider and, if thought fit, to pass the following resolution which will 
be proposed as an ordinary resolution: 
 
THAT the directors be and they are hereby generally and unconditionally 
authorised pursuant to section 80 of the Companies Act 1985 to exercise all the 
powers of the Company to allot relevant securities as defined in section 80(2) 
of the Companies Act 1985 on and subject to such terms as the directors may 
determine. The aggregate nominal amount of relevant securities, which may be 
allotted pursuant to this authority shall be GBP400,000.00. The authority hereby 
conferred shall expire at the earlier of the conclusion of the next annual 
general meeting or 15 months from the date of passing of this resolution unless 
renewed, varied or revoked by the Company in general meeting. The directors 
shall be entitled, under this authority, to make at any time prior to the 
expiry of this authority any offer or agreement which would or might require 
relevant securities to be allotted after the expiry of this authority. 
 
Special Business 
 
7. To consider and, if thought fit, to pass the following resolution which will 
be proposed as a special resolution: 
 
THAT, subject to the passing of resolution 5, the directors be and they are 
hereby authorised and empowered pursuant to section 95(1) of the Act, to allot 
equity securities (as defined in section 94(2) of the Companies Act 1985) 
pursuant to the general authority conferred by resolution 5 contained in the 
notice of annual general meeting of which this resolution forms part, as if 
section 89(1) of the Companies Act 1985 did not apply to such allotment, save 
that the directors shall be entitled to make at any time prior to the expiry of 
the power hereby conferred any offer or agreement which would or might require 
equity securities to be allotted after the expiry, provided such power be 
limited to: 
 
(a) the allotment of equity securities in connection with a rights issue or 
other issue in favour of the holders of ordinary shares where the equity 
securities respectively attributable to the interests of the ordinary 
shareholders are proportionate (as nearly as may be) to the respective numbers 
of ordinary shares held or deemed to be held by them, subject only to such 
exclusions or other arrangements as the directors may deem necessary or 
expedient to deal with fractional entitlements, legal or practical problems 
arising in any overseas territory or by virtue of shares being represented by 
depository receipts, the requirements of any regulatory body or stock exchange 
or any other matter whatsoever; 
 
 b. the allotment of equity securities for the purpose of any option, incentive 
    or profit sharing scheme (whether or not an employees' share scheme as 
    defined in the Companies Act 1985) being a scheme approved by shareholders 
    in general meeting, and; 
 
 c. the allotment (otherwise than pursuant to sub-paragraphs (a) and (b) above) 
    of securities for cash up to an aggregate nominal value of GBP400,000.00 
 
And shall expire on the date which is 15 months after the date on which the 
resolution is passed or, if earlier, at the conclusion of the next annual 
general meeting of the Company. 
 
By Order of the Board 
 
Secretary 
 
Bevan and Buckland 
 
Dated: 21st August 2013 
 
 
Registered Office: 
 
Netalogue Technologies plc 
 
Langdon House 
 
Langdon Road 
 
Swansea Waterfront 
 
Swansea 
 
SA1 8QY 
 
Notes: 
 
1. A Member entitled to attend and vote at the above meeting is entitled to 
appoint one or more proxies to attend and vote on his/her behalf. 
 
2. A form of proxy is enclosed with this notice. To be valid, the form of 
proxy, together with the power of attorney or other authority under which it is 
executed or a notarially certified copy of such power or authority, must be 
lodged at the registered office of the Company not later than 48 hours before 
the time of the meeting or any adjournment thereof. 
 
3. The completion and return of a form of proxy will not prevent a member from 
attending and voting in person at the meeting if so desired. 
 
4. The following documents will be available for inspection during normal 
business hours on any weekday (Saturdays and public holidays excepted) at the 
registered office of the Company from the date of this notice until the date of 
the meeting, and at the Meeting from 15 minutes prior to its commencement until 
it ends: 
 
(a) copies of the Directors' service agreements with the Company; and 
 
(b) the Register of Directors' Interests in the share capital of the Company. 
 
 
 
END 
 

(END) Dow Jones Newswires

August 21, 2013 02:00 ET (06:00 GMT)