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Notice of General Meeting and Proposed Return of Capital to Shareholders

26 October, 2020

Following the announcement of the Group’s interim results on 14 October 2020, the Board of Randall & Quilter Investment Holdings Ltd. (AIM:RQIH) (“Company”), the non-life global specialty insurance company focusing on the Program Management and Legacy Insurance businesses, is pleased to confirm that a circular incorporating a notice of general meeting which sets out details in relation to a proposed return of capital to the Company’s shareholders (“Return of Capital”) and an amendment to the borrowing powers of the Company, and convening the general meeting of the Company to be held at 15:00 p.m. on 19 November 2020 at 71 Fenchurch Street, Ground Floor, London EC3M 4BS (“General Meeting”), has been posted to the Company’s shareholders today (“Circular”).

The Return of Capital involves the creation and capitalization of the AD Shares from monies standing to the credit of the Company’s share premium account and the Reduction of Capital.

To effect the Return of Capital:

  • Shareholders will be issued one AD Share for each Ordinary Share held by them at 6.00 p.m. on 19 November 2020, being the Record Time.
  • On or around 20 November 2020, the AD Shares will be cancelled pursuant to the Reduction of Capital and holders of the AD Shares will be paid the capital paid up on the AD Shares (being 3.8 pence per AD Share).
  • Payments in respect of the Return of Capital are expected to be made on or around 27 November 2020.

The Return of Capital (including the creation and capitalization of the AD Shares and the Reduction of Capital) is subject to the approval of the Shareholders at the General Meeting.

A copy of the Circular, containing more information in relation to the Return of Capital, and the Company’s interim results, are available here.

Terms defined in the Circular have the same meaning when used in this announcement.

Click here for the full press release.

 

Coronavirus (COVID-19) Update

The Company is committed to ensuring the safety of all its stakeholders during these unprecedented and uncertain times. In the lead up to the General Meeting, we are closely monitoring the impact of the Covid-19 virus in the United Kingdom. Currently, Shareholders are discouraged from attending the General Meeting given the measures currently in force to limit the spread of Covid-19.

We are planning to conduct the meeting with the minimum number of Shareholders present so as to enable the General Meeting to be quorate. This is expected to mean that only one Director and a single further Shareholder will be physically present at the meeting and social distancing measures will be in place.

Shareholders are therefore encouraged to submit a Form of Proxy (preferably electronically by going to the following website www.investorcentre.co.uk/eproxy) or Form of Instruction in advance of the General Meeting. Shareholders are specifically requested not to appoint a named individual as their proxy but instead to appoint the Chairman of the Meeting.

Notice of General Meeting and Proposed Return of Capital to Shareholders

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