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NewsNotice of Annual General Meeting26 May 2010 GB00B2R2Z520/GBP/PLUS-exn 27/05/2010 ZETA COMPLIANCE GROUP PLC (“Zeta” or the “Company”) Zeta Compliance Group plc, the provider of products and services to enable organisations with large estates to ensure that they systematically meet their Environmental, Health and Safety obligations, announces the Company is convening its Annual General Meeting to be held at Dashwood Hotel, South Green, Heyford Road, Kirtlington, Oxon OX5 3HJ on 18 June 2010 on 18 June 2010 at 09.30a.m. This notice of the Annual General Meeting was posted to shareholders on 26 May 2010. Ordinary Resolutions 1. To receive the accounts of the Company for the year ended to 31 January 2010 together with the reports thereon of the directors and the auditors of the Company. 2. To reappoint John Michael Caines retiring as a director in accordance with the Company’s articles of association and, being eligible, offering himself for reappointment as a director of the Company. 3. To appoint Graham Daniel Brown, offering himself for appointment as a director of the Company. 4. To appoint James Cowper LLP as auditors of the Company in accordance with Section 489 of the 2006 Act, until the conclusion of the next general meeting of the Company at which audited accounts are laid before members and to authorise the Directors to determine their remuneration. 5. That, in accordance with section 551 of Companies Act 2006 ("2006 Act"), the Directors be generally and unconditionally authorised to allot shares in the Company or grant rights to subscribe for or to convert any security into shares in the Company ("Rights") up to an aggregate nominal amount of £112,267.64 provided that this authority shall, unless renewed, varied or revoked by the Company, expire on the day falling fifteen months after the passing of this resolution or at the conclusion of the annual general meeting of the Company to be held in calendar year 2011 (whichever is later) save that the Company may, before such expiry, make an offer or agreement which would or might require shares to be allotted or Rights to be granted and the Directors may allot shares or grant Rights in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. This authority is in substitution for all previous authorities conferred on the Directors in accordance with section 80 of the Companies Act 1985 or section 551 of the 2006 Act. Special Resolution 6. That, subject to the passing of the resolution 5 in accordance with section 570 of the 2006 Act, the Directors be generally empowered to allot equity securities (as defined in section 560 of the 2006 Act) pursuant to the authority conferred by resolution 5 as if section 561(1) of the 2006 Act did not apply to any such allotment, provided that this power shall: 6.1 Be limited to the allotment of equity securities up to an aggregate nominal amount of £112,267.64; and 6.2 Expire on the day falling fifteen months after the passing of this resolution or at the conclusion of the annual general meeting of the Company to be held in calendar year 2011 (whichever is earlier) (unless renewed, varied or revoked by the Company prior to or on that date) 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 notwithstanding that the power conferred by this resolution has expired. The Directors of Zeta are responsible for the contents of this announcement.Contact Details:Zeta Compliance Group Plc Graham Brown - Company Secretary Tel: 01869 238056 Corporate Adviser:St Helens Capital Partners LLPDuncan Vasey or Mark Anwyl Tel: 020 7368 6959 |
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