Cenkos Securities PLC Result of AGM; appt. of Ben Procter as CFO and COO (9855Y)
10 Mai 2023 - 2:26PM
UK Regulatory
TIDMCNKS
RNS Number : 9855Y
Cenkos Securities PLC
10 May 2023
10 May 2023
Cenkos Securities plc
("Cenkos" or the "Company")
Result of AGM; appointment of Ben Procter as CFO and COO
At Cenkos' annual general meeting held earlier today (the
"AGM"), all resolutions proposed were duly passed.
Further to previous announcements on 24 March 2023 and 5
December 2022, with effect from the conclusion of today's AGM, Ben
Procter has joined the Board as Chief Financial Officer, Chief
Operating Officer and as an executive director of the Company.
Disclosure requirements pursuant to the Takeover Code
The disclosures below are being made pursuant to the
requirements of the Takeover Code and defined terms in this
announcement shall have the meanings set out in the scheme document
published by Cenkos dated 20 April 2023.
Under the terms of an executive service agreement dated 9 May
2023, Ben Procter is paid an annual base salary of GBP250,000. He
is eligible to receive an additional discretionary bonus. He is
also entitled to a pension contribution on a statutory minimum
basis based on qualifying earnings and will receive life assurance
and private medical insurance. He is also eligible for cover under
any director or officer insurance that Cenkos maintains from time
to time.
Under his service agreement, his employment may be terminated by
either party providing written notice to the other of not less than
six months. Cenkos has the ability to make a payment in lieu of
notice equal to the base salary and benefits element of his
remuneration for any unexpired portion of the notice period. Cenkos
also reserves the right to place him on garden leave during his
notice period (for all or an element of the notice period). Cenkos
is also entitled to dismiss him without notice in certain
circumstances such as serious misconduct or following a serious
breach of his duties. The service agreement also contains six-month
non-competition and six-month non-solicitation post-termination
restrictive covenants.
As at the date of this announcement, none of Ben nor any close
relative, related trust or connected person of Ben has borrowed or
lent, or has a Note 11 arrangement with any other person, or has
any interest in, right to subscribe in respect of, or short
position in relation to, relevant Cenkos securities other than a
contractual right pursuant to his offer letter dated 14 October
2022 to be awarded 317,461 Cenkos Shares in lieu of unvested cash
and share awards from his previous employer to vest equally in
April 2024, 2025 and 2026. It is intended that this award will be
made prior to the Effective Date of the Scheme.
As at the date of this announcement, none of Ben nor any close
relative, related trust or connected person of Ben has dealt in any
relevant Cenkos securities during the Offer Period.
As at the date of this announcement, none of Ben nor any close
relative, related trust or connected person of Ben has borrowed or
lent, or has a Note 11 arrangement with any other person, or has
any interest in, right to subscribe in respect of, or short
position in relation to, relevant finnCap securities, and no such
person has dealt in any relevant finnCap securities during the
Offer Period.
Save as disclosed above:
(i) Ben is not entitled to any commission or profit-sharing arrangements;
(ii) other than statutory compensation and payment in lieu of
notice, no compensation is payable to Ben upon early termination of
his contract or appointment;
(iii) there are no service contracts or letters of appointment
between Ben and any member of the Cenkos Group and no such contract
has been entered into or amended within the six months preceding
the date of this announcement; and
(iv) the effect of the Scheme on the interests of Ben Procter
does not differ from its effect on the like interests of any other
holder of Scheme Shares.
For further information, please contact:
Cenkos Securities plc
Julian Morse, Chief Executive Officer Tel: 020 7397 8900
SPARK Advisory Partners Limited
Matt Davis, Nominated Adviser Tel: 020 3368 3552
Additional information
In accordance with AIM Rule 17 and Schedule 2 paragraph (g) of
the AIM Rules, further information required to be disclosed in
relation to Ben Procter is set out here:
Full name and age:
Ben Procter aged 51
Current Directorships/Partnerships:
None
Previous Directorships/Partnerships over the past five
years:
None
Current shareholding in the Company:
None
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END
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