Notice of AGM, Investing policy and Annual Report


 

TIDMCIG 
 
RNS Number : 9806U 
Critical Information Group 
26 October 2010 
 
 
            Critical Information Group plc ("CIG" or the "Company") 
 
 
  NOTICE OF AGM, LETTER FROM CHAIRMAN RE INVESTING POLICY AND ANNUAL REPORT AND 
                                    ACCOUNTS 
 
 
Critical Information Group plc (AIM:CIG) announces that it has today posted the 
Notice of Annual General Meeting ("AGM") and a Letter from the Chairman of CIG 
regarding a change to the Company's investing policy, together with the 
Company's Annual Report and Accounts for the period ended 30 June 2010.  The 
full text of the Letter from the Chairman is set out below. 
 
The AGM is to be held at the offices of Singer Capital Markets Limited, One 
Hanover Street, London, W1S 1YZ, at 11.00 a.m. on 18 November 2010. 
 
Copies of the Notice of AGM, Letter from the Chairman and Annual Report and 
Accounts are available on the Company's website at 
http://www.criticalinformationgroup.com. 
 
 
Enquiries: 
 
+--------------------------------------------+----------------+ 
| Critical Information Group plc             | +44 (0)20 8906 | 
| David Smith / Tony Foye                    |           6707 | 
+--------------------------------------------+----------------+ 
| Singer Capital Markets Limited             | +44 (0)20 3205 | 
| James Maxwell / Jenny Wyllie               |           7500 | 
+--------------------------------------------+----------------+ 
 
Letter from the Chairman 
 
"Dear Shareholder, 
 
"I write to recommend that you approve a change to the Company's ("CIG") 
investing policy which is explained further below. The change essentially 
involves a realization of your investment in CIG through either a liquidation or 
sale of the Company. The Board recommends that you vote in favour of the 
Resolutions at the AGM to be held at 11 a.m. on 18 November 2010 in accordance 
with the instructions set out in the Notice of AGM. Your properly executed proxy 
must be received by the registrar no later than 48 hours before the time 
appointed for the AGM. 
 
1.    Background 
 
"The Company was established by the Directors on 18 May 2009 and admitted to 
trading on AIM on 25 June 2009 with the objective of acquiring media companies 
and businesses which, in the opinion of the Directors, have the potential for 
operational improvement and would benefit from consolidation. 
 
The Company released its results for the period ended on 30 June 2010 on 24 
September 2010 and announced, among other things, that although the Company has 
been very active over the period and continues to be active, the projects that 
the Directors are currently working on remain at an early stage and there can be 
no certainty that these may lead to formal acceptable offers or indeed 
successful outcomes. It was also announced at the time of CIG's admission to AIM 
that the Directors undertook with shareholders to seek their consent to continue 
with the Company's investing policy if it had not invested in a business or had 
not substantially implemented that investing policy within 18 months of 
admission. A full review of CIG's operations over the period are set out within 
the Chairman's Statement in the 2010 Annual Report & Accounts. 
 
As CIG had not implemented its stated investing policy at the time of its final 
results it commenced a consultation process with shareholders with the objective 
of tabling a suitable ordinary resolution at the AGM to be held on 18 November 
2010. 
 
This consultation process has now concluded and the proposed change to our 
investing policy is set out below. We would also like to express our 
appreciation for the input and support of our shareholders during this process 
and over the past 18 months. 
 
2.    Proposed Change to the Investing Policy 
 
The investing policy of the Company was written in connection with its admission 
to AIM in the Company's admission document and can only to be varied by way of 
ordinary resolution of shareholders. 
 
Accordingly, unless one of the Company's current projects progresses to a stage 
where the Board believes there is a reasonable likelihood of a successful 
outcome before the AGM, shareholders are being asked to approve by ordinary 
resolution (resolution no.6) at the AGM a change in the investing policy such 
that the new policy is as follows: 
 
"The Company seeks to realise its assets in a managed way through either a 
liquidation, sale or alternative value realization strategy of the Company." 
 
The Board is of the view that the new investing policy is in the best interests 
of shareholders. 
 
If an announcement is made before the AGM that the Board believes there is a 
reasonable likelihood of a successful outcome of one of the Company's current 
projects, the Board will also announce any change to their recommendation below. 
 
 
3.    Recommendation 
 
The Directors consider the proposed change to the investing policy to be in the 
best interests of the Company and its Shareholders as a whole and, accordingly, 
unanimously recommend that you vote in favour of the Resolution no.6 to be 
proposed 
at the AGM. 
 
Yours faithfully 
 
David Smith 
Executive Chairman" 
 
 
                                    - Ends - 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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