Blue Capital Reinsurance Holdings Ltd. Announces Special General Meeting of Shareholders
At this Special General Meeting, Shareholders will be asked to consider and vote on the following proposals:
- To approve that the Company be wound up voluntarily pursuant to the provisions of the Companies Act 1981, as amended (the “Companies Act”) and that (a)
Mike Morrison andMark Allitt ofKPMG Advisory Limited (“KPMG”), Crown House,4 Par-la-Ville Road , Hamilton HM08,Bermuda be and hereby are appointed as “Joint Liquidators” of the Company with the power to act jointly or severally for the purpose of such winding up with all powers conferred on them by the Companies Act, the Bye-Laws or by the “Winding Up Resolution”, such appointment becoming effective on the passing of the Winding Up Resolution; and (b) the Joint Liquidators be remunerated, such remuneration being drawn in accordance with the letter of engagement, datedMay 18, 2020 , by and between the Company andKPMG , together with the reimbursement of all reasonable out-of-pocket expenses and disbursements properly incurred in connection with the winding up of the Company out of the assets of the Company, and
- To approve that, conditional on the approval of the Winding Up Resolution, the Joint Liquidators are hereby authorized to: (a) divide among the Shareholders in specie or in kind the whole or any part of the assets of the Company; and (b) vest the whole or any part of the assets of the Company in trust for the benefit of the Shareholders, in each case in accordance with the Bye-Laws and as the Joint Liquidators determine; provided that, in each case, such authorization shall be exercised in accordance with the Companies Act and any other
Bermuda statute or law which applies to the Winding Up of the Company (“Bermuda Winding-Up Law”) and provided further that, in the event of conflict between the authorization provided under this Resolution and the Bermuda Winding-Up Law, the requirements under the Bermuda Winding-Up Law shall prevail.
Notice of the Special General Meeting of Shareholders and the accompanying proxy statement and form of proxy will be mailed to Shareholders on or about
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Phone: +1 441 278 0988
Email: investorrelations@Sompo-Intl.com
Source: Blue Capital Reinsurance Holdings