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NEW EUROPE PROPERTY INVESTMENTS PLC - Results Of Annual General Meeting

Release Date: 12/06/2014 13:00
Code(s): NEP
 
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Results Of Annual General Meeting

NEW EUROPE PROPERTY INVESTMENTS PLC
(Incorporated and registered in the Isle of Man with registered number 001211V)
(Registered as an external company with limited liability under the laws of
South Africa, registration number 2009/000025/10)
AIM share code: NEPI JSE share code: NEP BVB share code: NEP
ISIN: IM00B23XCH02
(“NEPI” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING


The Company announces that its annual general meeting was held at 10:00 am British Summer Time, on, Wednesday,
11 June 2014, at the Company's registered office at 2nd Floor, Anglo International House, Lord Street, Douglas, Isle
of Man.

All resolutions proposed were passed by the requisite majorities of NEPI shareholders.

In accordance with Article 113 par.(1) let. A, of the Romanian National Securities Commission Regulation no. 1/2006,
the resolutions are listed below:

ORDINARY BUSINESS

1       To receive and adopt the reports of the Directors and Auditor of the Company and the financial statements for
        the year ended 31 December 2013.

2       To re-elect those Directors of the Company who will retire by rotation at the Company’s Annual General
        Meeting, in accordance with article 86 of the Articles of Association of the Company, and being eligible, have
        offered themselves for re-election.

        2.1 Dan Pascariu, and

        2.2 Dewald Joubert

3       To re-elect those Directors of the Company who had been appointed by the Company’s Board of Directors
        since the last Annual General Meeting of the Company, who will retire at the Company’s Annual General
        Meeting, in accordance with article 81 of the Articles of Association of the Company, and being eligible, have
        offered themselves for re-election:

        3.1 Alexandru Morar, and

        3.2 Tiberiu Smaranda

4       To authorise the Directors of the Company to fix their remuneration in accordance with article 95 of the
        Articles of Association of the Company.

SPECIAL BUSINESS

5       To appoint the Auditor of the Group and Company from Ernst & Young, KPMG or PricewaterhouseCoopers
        and to authorise the Company’s Directors to fix their remuneration.

6       So as to maintain the maximum ‘headroom’ available to the Directors for expanding the Company’s business
        by allotting equity securities of the Company for cash on a non pre-emptive basis, the shareholders are to
        consider and, if thought fit, pass the following resolution:

        Resolved as a special resolution that, subject to the restrictions set out below and subject to the provisions of
        article 5.3, the Listings Requirements of the JSE Ltd, the AIM Rules for Companies issued by the London
        Stock Exchange plc and the rules of the Bucharest Stock Exchange, the Directors of the Company be and are
        hereby authorised until this authority lapses at the next Annual General Meeting of the Company, provided
        that this authority shall not extend beyond 15 months, to allot and issue shares of the Company (including the
        grant or issue of options or convertible securities that are convertible into an existing class of shares) for cash
        (or for the extinction or payment of any liability, obligation or commitment, restraint or settlement of
        expenses) on the following basis:

6.1     the shares which are the subject of the issue for cash must be of a class already in issue or, where this is not
        the case, must be limited to such shares or rights as are convertible into a class already in issue;

6.2     the allotment and issue of shares for cash shall be made only to persons qualifying as ‘public shareholders’, as
        defined in the Listings Requirements of the JSE Ltd, and not to ‘related parties’;

6.3     the total aggregate number of shares which may be issued for cash in terms of this authority may not exceed
        30 681 635 shares, being 15% of the Company’s issued shares as at the date of notice of the annual general
        meeting. Accordingly, any shares issued under this authority prior to this authority lapsing shall be deducted
        from the 30 681 635 shares the Company is authorised to issue in terms of this authority for the purpose of
        determining the remaining number of shares that may be issued in terms of this authority;

6.4     in the event of a sub-division or consolidation of shares prior to this authority lapsing, the existing authority
        shall be adjusted accordingly to represent the same allocation ratio;

6.5     the maximum discount at which shares may be issued is 10% of the weighted average traded price of such
        shares measured over the 30 business days prior to the date that the price of the issue is agreed between the
        Company and the party subscribing for the shares;

6.6     after the Company has issued shares in terms of this general authority to issue shares for cash representing on
        a cumulative basis within a financial year, 5% or more of the number of shares in issue prior to that issue, the
        Company shall publish an announcement containing full details of that issue, including:

        6.6.1   the number of shares issued;

        6.6.2   the average discount to the weighted average traded price of the shares over the 30 business days prior
                to the date that the issue is agreed in writing between the Company and the party/ies subscribing for
                the shares; and

        6.6.3   the effects of the issue on the net asset value per share, net tangible asset value per share, earnings per
                share, headline earnings per share, and if applicable diluted earnings and diluted headline earnings per
                share.

For further information please contact:

New Europe Property Investments plc
Martin Slabbert                                                         +40 74 432 8882

Nominated Adviser and Broker
Smith & Williamson Corporate Finance Limited
Azhic Basirov                                                           +44 20 7131 4000

JSE sponsor
Java Capital                                                            +27 11 283 0042

Romanian advisor
SSIF Intercapital Invest SA
Razvan Pasol                                                            +40 21 222 8731

12 June 2014

JSE Sponsor

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