Source - LSE Regulatory
RNS Number : 3862U
BSF Enterprise PLC
01 April 2021
 

BOARD MINUTES

BSF ENTERPRISE PLC (the "Company")
(company number 11554014)

 

Minutes of a meeting of the board of directors of the Company (the "Board" or the "Directors") held by telephone conference on 1 April 2021 at 10am.

 

 

 

 

PRESENT:                    Geoff Baker (Director)
Min Yang (Director)

 

 

1.          CHAIRMAN AND QUORUM

 

Geoff Baker was appointed Chairman of the meeting. The Chairman declared the meeting open and noted that a quorum was present.

 

2.          PURPOSE OF THE MEETING

 

It was reported that the meeting had been convened to record the results of the Company's annual general meeting, which took place on 31 March 2021 at 45 Clay Farm Drive, Cambridge, CB2 9BX (the "AGM").

 

3.          DECLARATION OF INTERESTS

 

Pursuant to sections 177 and 182 of the Companies Act 2006 (the "Act") and the Company's articles of association (the "Articles"), it was noted that each of the Directors were required to declare any interests they have in the business to be transacted at the meeting. It was further noted that pursuant to Article 125 of the Articles, such interests were not of a nature that would prevent any Director from voting and being counted in the quorum in respect of any matter being addressed at this meeting.

 

4.          DOCUMENTS PRODUCED TO THE MEETING

 

The draft announcement ("Announcement") relating to the results of the AGM was tabled at the meeting. It was noted that the Announcement would be issued by the Company via a regulatory information service (RIS) and on the Company's website.

 

5.          ANNUAL GENERAL MEETING RESULTS

 

5.1.        The meeting noted that Hai Hua Zhang and Geoff Baker were both physically present at the AGM and Geoff Baker was Chairman. At least two members were therefore present (in person or by proxy) and the AGM was quorate pursuant to article 63 of the Articles. Miao He observed the AGM proceedings by video link.

 

5.2.        It was noted that completed and signed forms of proxy had been received by the Company's registrars, Share Registrars, by the cut-off date of 29 March 2021, to appoint the chairman of the AGM as the proxy for various shareholders. It was reported that the resolutions specified in the notice of AGM were all passed unanimously on a show of hands.

 

5.3.        The meeting agreed that the Announcement would be made by RIS publicising the outcome of the AGM.

6.          RESOLUTIONS

 

6.1.        After careful consideration, including having regard to the factors set out in section 172(1) of the Act, the Board was of the unanimous opinion that the aforementioned proposals would promote the success of the Company and are in the best interests of the Company as a whole, accordingly, IT WAS RESOLVED:

 

(a)            to approve the form and contents of the Announcement, and to issue the Announcement via a RIS and on the Company's website as soon as practicable;

 

(b)            to arrange for the necessary filings to be made at Companies House; and

 

(c)            that any director is authorised to complete, sign, deliver any document and/or to take any step or action as is necessary or desirable to give effect to the foregoing resolutions or in connection therewith.

 

7.          CLOSE

 

The Chairman confirmed that, there being no further business, the meeting closed.

 

 

 

……………………………………………………… Chairman

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