Exhibit 99.1
October 17, 2024
Burford Capital Announces Certain Information in Connection with its 2025 Annual General Meeting
Burford Capital Limited (“Burford” or the “Company”), the leading global finance and asset management firm focused on law, today announces certain information in connection with its 2025 annual general meeting (the “2025 AGM”). As previously disclosed in a report on Form 6-K furnished to the US Securities and Exchange Commission (the “SEC”) on August 5, 2024, the Company has determined that, effective as of January 1, 2025, it will no longer qualify as a “foreign private issuer”, as defined under the US Securities Exchange Act of 1934, as amended (the “Exchange Act”), and will be considered a US domestic issuer. The Company expects to hold the 2025 AGM in May 2025. The 2025 AGM will be held at a date, time and location to be specified in the Company’s proxy statement related to the 2025 AGM for which the Company expects to utilize and rely on the notice-and-access method of delivering meeting materials, soliciting proxies and receiving voting instructions from shareholders adopted by the SEC. Because the 2025 AGM will be the Company’s first annual general meeting as a US domestic issuer, the Company is providing the following due dates for the submission of qualified shareholder proposals or qualified shareholder nominations, as applicable, in this announcement.
Shareholder Proposals Under Rule 14a-8
The deadline for submitting a shareholder proposal for inclusion in the Company’s proxy materials for the 2025 AGM pursuant to Rule 14a-8 under the Exchange Act (“Rule 14a-8”) is December 13, 2024, which the Company considers a reasonable time before it begins to print and mail proxy materials. For a shareholder proposal to be considered in accordance with Rule 14a-8, it must be received by the secretary of the Company at the Company’s registered office at Oak House, Hirzel Street, St. Peter Port, Guernsey GY1 2NP by such date and must comply with all other procedures and requirements set forth in Rule 14a-8.
Director Nominations and Other Shareholder Proposals
In accordance with the advance notice requirements set forth in the Company’s articles of incorporation (the “Articles”), for director nominations or other business to be brought before the 2025 AGM by a shareholder, other than proposals under Rule 14a-8 described above, written notice to the secretary of the Company must be received at the Company’s registered office at Oak House, Hirzel Street, St. Peter Port, Guernsey GY1 2NP between the close of business on January 15, 2025 and the close of business on February 14, 2025. However, if the 2025 AGM is held earlier than April 15, 2025 or later than July 14, 2025, a shareholder’s notice must be received not earlier than the close of business on the hundred-and-twentieth (120th) day prior to the date of the 2025 AGM and not later than the close of business on the later of the ninetieth (90th) day prior to the date of the 2025 AGM or, if the first public announcement of the date of such annual meeting is less than one-hundred (100) days prior to the date of the 2025 AGM, the tenth (10th) day following the day on which public announcement of the date of the 2025 AGM is first made by the Company. Furthermore, such shareholder notices must comply with the additional requirements set forth in the Articles and will not be effective otherwise.
In addition to satisfying the requirements under the Articles, to comply with the SEC’s universal proxy rules, shareholders who intend to solicit proxies in support of director nominees other than the Company’s director nominees must provide notice by the same deadline as disclosed above under the advance notice requirements of the Articles and must include the information required by the Articles and Rule 14a-19 under the Exchange Act.