Requisition of General Meeting


 

TIDMZRX 
 
RNS Number : 4528F 
Zirax PLC 
13 January 2010 
 

 
 
Zirax plc 
("Zirax" or the "Company") 
 
 
Requisition of General Meeting 
 
 
The Board of the Company announces that on Tuesday 12 January 2009 it received a 
written requisition notice from its largest shareholder, Erith Group Limited 
("Erith") (the "Requisition Notice") to convene a general meeting of the Company 
(the "GM"). 
 
Erith is the holder of 102,531,250 Ordinary Shares representing approximately 
59.5 per cent of the Company's issued share capital.  Mikhail Baranov, a 
non-executive director of the Company, is a connected person of Erith by virtue 
of Erith being a body corporate with which he is connected pursuant to section 
254 of the Companies Act 2006. Through his association with, and shareholding 
in, Erith, Mr Baranov is deemed to control 59.5 per cent of the Company's issued 
share capital.  In addition, through his interest in 000 Yugo Vostok 
Promkapital, Mr Baranov is interested in a further 13,333,333 Ordinary Shares in 
the Company, representing a further 7.7 per cent of the Company's issued share 
capital. Erith has requested that the following resolutions be put to 
shareholders at the GM: 
 
 
 
 
  1.  the cancellation of the admission of the Company's shares to AIM;. 
  2.  subject to Resolution 1 being passed, the re-registration of the Company as a 
  private limited company; and 
  3.  the adoption of New Articles of Association of the Company. 
 
 
 
The directors of the Company are seeking an urgent meeting with Erith to discuss 
the Requisition and its implications for shareholders and the directors 
themselves.  After which, the directors will respond to the Requisition 
Notice in a circular which will be made available to all shareholders and will 
set out further information relating to and arising from the Requisition Notice. 
 In accordance with the Companies Act 2006 the directors are required to post 
the notice of the GM within 21 days from receipt of the written requisition. 
 
 
 Enquiries: 
 
 
+--------------------------+--------------------------+-------------------------+ 
| Zirax                    | Fenlon Dunphy, CEO       |  T: +44 (0)20 7930 0777 | 
+--------------------------+--------------------------+-------------------------+ 
|                          |                          |                         | 
+--------------------------+--------------------------+-------------------------+ 
| Westhouse Securities     | Tim Metcalfe             |  T: +44 (0)20 7601 6100 | 
+--------------------------+--------------------------+-------------------------+ 
|                          | Martin Davison           |                         | 
+--------------------------+--------------------------+-------------------------+ 
|                          |                          |                         | 
+--------------------------+--------------------------+-------------------------+ 
| Cardew Group             | Tim Robertson            |  T: +44 (0)20 7930 0777 | 
+--------------------------+--------------------------+-------------------------+ 
|                          | David Roach              |                         | 
+--------------------------+--------------------------+-------------------------+ 
|                          | Daniela Cormano          |                         | 
+--------------------------+--------------------------+-------------------------+ 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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