Requisitioned General Meeting


 

TIDMDOO 
 
RNS Number : 5725P 
D1 Oils Plc 
19 July 2010 
 

19 July 2010 
FOR IMMEDIATE RELEASE 
Requisitioned General Meeting 
 
D1 Oils plc ("D1 Oils" or the "Company"), today held a General Meeting convened 
pursuant to section 303 of the Companies Act 2006 (the "Meeting"). 
 
 In 
accordance with the Board's recommendation, Resolutions 1 to 7, which were 
proposed on behalf of Principle Capital, were rejected by a substantial majority 
and Resolutions 8 and 9 to re-appoint two existing directors were passed by a 
substantial majority. 
 
 The Board notes that the Meeting was previously 
adjourned on 14 June 2010 with the consent of shareholders. This was so that 
discussions with potential offerors could continue. However, the uncertainty 
that the requisition inevitably created was not conducive to those discussions 
and the Board is pleased that this uncertainty has now been resolved. 
 
 The 
Board also notes that, had the vote taken place on 14 June as originally 
scheduled, based on proxies delivered by that time the Board would also have won 
the vote by a substantial majority. 
 
 Barclay Forrest, Chairman 
said: 
 "The Board would like to thank independent shareholders for their 
continuing support. We will continue to focus our energies on the running of the 
business while we continue discussions with potential offerors and conclude our 
strategic review." 
 
 
 
For further information please contact: 
 
+-------------------------------+-----------------------+ 
| D1 Oils plc                   | + 44 (0) 20 7367 5600 | 
|                               |                       | 
+-------------------------------+-----------------------+ 
| Barclay Forrest, Chairman     |                       | 
+-------------------------------+-----------------------+ 
|                               | 
+-------------------------------+ 
|                               | 
+-------------------------------+ 
| Piper Jaffray Ltd.            | + 44 (0) 20 3142 8700 | 
|                               |                       | 
+-------------------------------+-----------------------+ 
| Charlie Lilford               |                       | 
+-------------------------------+-----------------------+ 
| Rupert Winckler (Qualified    |                       | 
| Executive)                    |                       | 
+-------------------------------+-----------------------+ 
|                               |                       | 
+-------------------------------+-----------------------+ 
| Brunswick Group               | + 44 (0) 20 7404 5959 | 
|                               |                       | 
+-------------------------------+-----------------------+ 
| Kevin Byram                   |                       | 
+-------------------------------+-----------------------+ 
| Claire Gore                   |                       | 
+-------------------------------+-----------------------+ 
 
Piper Jaffray Ltd., which is authorised and regulated by the Financial Services 
Authority, is acting exclusively for D1 Oils and for no-one else in connection 
with the matters referred to in this announcement and will not be responsible to 
anyone other than D1 Oils for providing the protections afforded to customers of 
Piper Jaffray Ltd. nor for giving advice in relation to the matters referred to 
in this announcement. 
Responsibility 
The Directors of D1 Oils accept responsibility for all of the information 
contained in this announcement.  To the best of their knowledge and belief 
(having taken all reasonable care to ensure that such is the case), the 
information contained in this announcement is accurate and does not omit 
anything likely to affect the import of such information. 
 
Disclosure requirements of the Takeover Code (the "Code") 
Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any 
class of relevant securities of D1 Oils or of any paper offeror (being any 
offeror other than an offeror in respect of which it has been announced that its 
offer is, or is likely to be, solely in cash) must make an Opening Position 
Disclosure following the commencement of the offer period and, if later, 
following the announcement in which any paper offeror is first identified. 
An Opening Position Disclosure must contain details of the person's interests 
and short positions in, and rights to subscribe for, any relevant securities of 
each of (i) D1 Oils and (ii) any paper offeror(s). An Opening Position 
Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 
3.30 pm (London time) on the 10th business day following the commencement of the 
offer period and, if appropriate, by no later than 3.30 pm (London time) on the 
10th business day following the announcement in which any paper offeror is first 
identified. Relevant persons who deal in the relevant securities of the offeree 
company or of a paper offeror prior to the deadline for making an Opening 
Position Disclosure must instead make a Dealing Disclosure. 
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% 
or more ofany class of relevant securities of the offeree company or of any 
paper offeror must make a Dealing Disclosure if the person deals in any relevant 
securities of the offeree company or of any paper offeror. A Dealing Disclosure 
must contain details of the dealing concerned and of the person's interests and 
short positions in, and rights to subscribe for, any relevant securities of each 
of (i) the offeree company and (ii) any paper offeror, save to the extent that 
these details have previously been disclosed under Rule 8. A Dealing Disclosure 
by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm 
(London time) on the business day following the date of the relevant dealing. 
If two or more persons act together pursuant to an agreement or understanding, 
whether formal or informal, to acquire or control an interest in relevant 
securities of an offeree company or a paper offeror, they will be deemed to be a 
single person for the purpose of Rule 8.3. 
Opening Position Disclosures must also be made by the offeree company and by any 
offeror and Dealing Disclosures must also be made by the offeree company, by any 
offeror and by any persons acting in concert with any of them (see Rules 8.1, 
8.2 and 8.4). Details of the offeree and offeror companies in respect of whose 
relevant securities Opening Position Disclosures and Dealing Disclosures must be 
made can be found in the Disclosure Table on the Takeover Panel's website at 
www.thetakeoverpanel.org.uk, including details of the number of relevant 
securities in issue, when the offer period commenced and when any offeror was 
first identified. If you are in any doubt as to whether you are required to make 
an Opening Position Disclosure or a Dealing Disclosure, you should contact the 
Panel's Market Surveillance Unit on +44 (0)20 7638 0129. 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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