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09.09.2011
ALF Group Holdings AG - Results of AGM and Board Meeting
ALF Group Holdings AG - Results of AGM and Board Meeting
Zurich – 8th September 2011 – The 2010 Annual General Meeting (AGM) of ALF Group Holdings AG (ALF) was held today.
The meeting was attended by shareholders and directors and the floor was open for shareholders to ask questions about the company's future. To assist this, a German representative was on hand to translate both questions from shareholders and ALF’s answers.
Questions were asked about ALF’s PR and IR and it was discussed that a lot of time that would otherwise have been spent promoting the company had been wasted on questions and questions that in many cases could have been answered by reading ALF’s press releases and could also be found on information posted on our web page regarding bonus shares.
ALL resolutions were passed unopposed.
Immediately after finalising the AGM, the Board held a meeting, together with the Board of ALF Finance and Investments Pty Ltd (ALF LTD) and passed the following resolutions:
1. That ALF LTD agree to accept share transfers from all subsidiary companies of ALF, allowing ALF LTD to become the full beneficial owner of all the equity in all the subsidiary companies of ALF.
2. That ALF LTD be able to issue new pre IPO shares to investors at not less than .10c and not more than .25c to raise an amount up to AUD $1m in cash for ALF LTD’s day-to-day activities and meet the initial costs associated with three hostile takeovers of Mortgage funds and the establishment of a REIT in conjunction with JV partners.
3. For ALF LTD to produce an Information Memorandum and to comply with all ASIC obligations in raising funds of up to AUD$1M in Pre IPO funds and comply with resolution 2.
4. That ALF Finance and Investments Pty Ltd forward an offer to acquire 100% of the issued capital in ALF Group Holdings AG. The payment for the issued capital is to be at Euro 20c cash and 1 ALF Finance and Investments Pty Ltd share for each 5 ALF Group Holdings AG shares OR 3 only ALF Group Holdings AG shares for 1 only ALF Finance and Investments Pty Ltd shares (with an issue price of $1-00 being the par value).
Noting the maximum acceptances in option 1 equal 50% of the outstanding capital
5. That ALF LTD prepares or causes to be prepared, issued and approved a prospectus with the intention of raising funds and listing on the ASX.
6. That in further consideration for acquiring the equity in the subsidiary companies of ALF, ALF Finance and Investments Pty Ltd will issue shares to James Byrnes, Kingsley Finance, BFT Custodians and other Byrnes entities and Michael Pakula and associated entities for payment of all monetary loans, fees, costs and share loans.
Loans are to be repaid dollar for dollar, fees are to be repaid dollar for dollar, and share loans are to be repaid at 1 AUD share for 1 CHF share loaned.
7. That ALF Finance and investments Pty Ltd replace its constitution with a relevant constitution for a public company and thereafter file the relevant notices with the appropriate authorities recording the change in the company’s status.
8. That ALF Finance and Investments Limited (as the public company will be named) immediately after lodgment of the company’s prospectus complete and file the required notice with the Australian Stock Exchange for official quotation.
9. That ALF Finance and Investments Limited complete, file and serve takeover offers for 100% of the issued units in each of:
- SHAKESPEARE AND HANEY SECURITIES LIMITED
- EQUITITRUST CAPITAL LIMITED
- PREMIUM INCOME FUND
10. That ALF Finance and Investments Limited enter into the loan facility required to meet the cash component of the company’s hostile takeover of the above mortgage trusts.
11. That ALF Finance and Investments Limited agrees to be bound by the confidential terms of the heads of agreement for the establishment of a special purpose REIT.
The CEO of ALF, Mr James Byrnes said that ‘today we have reached a milestone in the life of our company. We believe that localizing our operations, our businesses, our fundraising and our public listing in our core market of Australia will allow us to be able to finally maximize the value of our assets and future opportunities’.
For further information please contact:
ALF Group Holdings AG, Level 29, Chifley Tower, 2 Chifley Square, Sydney, NSW 2000, Australia
Telephone +61-2-9293-2500
Fax +61-2-9293-2930
Website: www.alfgroupag.com
Email: info@alfgroupag.com
Legal Disclaimer
This press release contains forward-looking statements based on beliefs of ALF management. When used in this press release, words such as "anticipate", "believe", "estimate", "expect", "intend", "plan" and "project" are intended to identify forward-looking statements. Such statements reflect the views of ALF Group Holdings AG as of the date made with respect to future events and are subject to risks and uncertainties. Many factors could cause actual results to be materially different from those projected here, including, among others, changes in general economic and business conditions, changes in currency exchange rates and interest rates, introduction of competing products, lack of acceptance of new products or services and changes in business strategy. ALF disclaims any intention or obligation to update these forward-looking statements.
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Zurich – 8th September 2011 – The 2010 Annual General Meeting (AGM) of ALF Group Holdings AG (ALF) was held today.
The meeting was attended by shareholders and directors and the floor was open for shareholders to ask questions about the company's future. To assist this, a German representative was on hand to translate both questions from shareholders and ALF’s answers.
Questions were asked about ALF’s PR and IR and it was discussed that a lot of time that would otherwise have been spent promoting the company had been wasted on questions and questions that in many cases could have been answered by reading ALF’s press releases and could also be found on information posted on our web page regarding bonus shares.
ALL resolutions were passed unopposed.
Immediately after finalising the AGM, the Board held a meeting, together with the Board of ALF Finance and Investments Pty Ltd (ALF LTD) and passed the following resolutions:
1. That ALF LTD agree to accept share transfers from all subsidiary companies of ALF, allowing ALF LTD to become the full beneficial owner of all the equity in all the subsidiary companies of ALF.
2. That ALF LTD be able to issue new pre IPO shares to investors at not less than .10c and not more than .25c to raise an amount up to AUD $1m in cash for ALF LTD’s day-to-day activities and meet the initial costs associated with three hostile takeovers of Mortgage funds and the establishment of a REIT in conjunction with JV partners.
3. For ALF LTD to produce an Information Memorandum and to comply with all ASIC obligations in raising funds of up to AUD$1M in Pre IPO funds and comply with resolution 2.
4. That ALF Finance and Investments Pty Ltd forward an offer to acquire 100% of the issued capital in ALF Group Holdings AG. The payment for the issued capital is to be at Euro 20c cash and 1 ALF Finance and Investments Pty Ltd share for each 5 ALF Group Holdings AG shares OR 3 only ALF Group Holdings AG shares for 1 only ALF Finance and Investments Pty Ltd shares (with an issue price of $1-00 being the par value).
Noting the maximum acceptances in option 1 equal 50% of the outstanding capital
5. That ALF LTD prepares or causes to be prepared, issued and approved a prospectus with the intention of raising funds and listing on the ASX.
6. That in further consideration for acquiring the equity in the subsidiary companies of ALF, ALF Finance and Investments Pty Ltd will issue shares to James Byrnes, Kingsley Finance, BFT Custodians and other Byrnes entities and Michael Pakula and associated entities for payment of all monetary loans, fees, costs and share loans.
Loans are to be repaid dollar for dollar, fees are to be repaid dollar for dollar, and share loans are to be repaid at 1 AUD share for 1 CHF share loaned.
7. That ALF Finance and investments Pty Ltd replace its constitution with a relevant constitution for a public company and thereafter file the relevant notices with the appropriate authorities recording the change in the company’s status.
8. That ALF Finance and Investments Limited (as the public company will be named) immediately after lodgment of the company’s prospectus complete and file the required notice with the Australian Stock Exchange for official quotation.
9. That ALF Finance and Investments Limited complete, file and serve takeover offers for 100% of the issued units in each of:
- SHAKESPEARE AND HANEY SECURITIES LIMITED
- EQUITITRUST CAPITAL LIMITED
- PREMIUM INCOME FUND
10. That ALF Finance and Investments Limited enter into the loan facility required to meet the cash component of the company’s hostile takeover of the above mortgage trusts.
11. That ALF Finance and Investments Limited agrees to be bound by the confidential terms of the heads of agreement for the establishment of a special purpose REIT.
The CEO of ALF, Mr James Byrnes said that ‘today we have reached a milestone in the life of our company. We believe that localizing our operations, our businesses, our fundraising and our public listing in our core market of Australia will allow us to be able to finally maximize the value of our assets and future opportunities’.
For further information please contact:
ALF Group Holdings AG, Level 29, Chifley Tower, 2 Chifley Square, Sydney, NSW 2000, Australia
Telephone +61-2-9293-2500
Fax +61-2-9293-2930
Website: www.alfgroupag.com
Email: info@alfgroupag.com
Legal Disclaimer
This press release contains forward-looking statements based on beliefs of ALF management. When used in this press release, words such as "anticipate", "believe", "estimate", "expect", "intend", "plan" and "project" are intended to identify forward-looking statements. Such statements reflect the views of ALF Group Holdings AG as of the date made with respect to future events and are subject to risks and uncertainties. Many factors could cause actual results to be materially different from those projected here, including, among others, changes in general economic and business conditions, changes in currency exchange rates and interest rates, introduction of competing products, lack of acceptance of new products or services and changes in business strategy. ALF disclaims any intention or obligation to update these forward-looking statements.
NEWSLETTER REGISTRIERUNG:
Aktuelle Pressemeldungen dieses Unternehmens direkt in Ihr Postfach:
<a href="http://www.irw-press.com/alert_subscription.php?lang=en&isin=CH0121325671">http://www.irw-press.com/alert_subscription.php?lang=en&isin=CH0121325671</a>
Mitteilung übermittelt durch IRW-Press.com. Für den Inhalt ist der Aussender
verantwortlich.
Kostenloser Abdruck mit Quellenangabe erlaubt.