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Thames River ISIS Fd (IRSH)

Thames River ISIS Fd

Circular to Shareholders
RNS Number : 4911Y
Thames River ISIS Fund Limited
22 February 2013
 



 

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.  If you are in any doubt as to the action you should take you should seek advice from your stockbroker, bank manager, legal adviser, tax adviser, accountant or other independent financial adviser.  If you have sold or transferred all of your shares in Thames River Isis Fund Limited please pass this document and accompanying Form of Proxy to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected.

 

 

 

 

______________________________________________________________________________

 

CIRCULAR TO SHAREHOLDERS

 

OF

 

THAMES RIVER ISIS FUND LIMITED

(the "Company")

 

(an open-ended company incorporated and registered with limited liability under the laws of the Cayman Islands with registered number 103920)

 

______________________________________________________________________________

 

 

 

 

A Notice convening an Extraordinary General Meeting of holders of Class A shares, Class B shares, Class C shares, Class D shares and Class E shares of the Company to be held at Kingsway House, Havilland Street, PO Box 393, St Peter Port, Guernsey, GY1 3FN on 12 March 2013 at 3.00 p.m. is set out at Appendix I to this document.

 

The accompanying Form of Proxy for use by Shareholders should be completed and returned in accordance with the instructions printed on it. To be valid, the Form of Proxy duly completed should be returned to Thames River Isis Fund Limited c/o Cannon Secretaries Limited, Kingsway House, Havilland Street, PO Box 393, St Peter Port, Guernsey, GY1 3FN, or sent by fax to fax number +44 (0)1481 726142 (with confirmation that the original has been sent), marked for the attention of Mrs. Ann Spelman and received at such address no later than 48 hours prior to the time for holding the meeting (or if applicable, any adjournment thereof).



Thames River Isis Fund Limited

(the "Company")

Registered Office: Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands

Directors: Trevor Ash, Adrian Cann, James Goodey, Loudon Greenlees, Robert King and Christopher Spencer

 

 15th February 2013

 

To: holders of Class A, Class B, Class C, Class D and Class E Shares of the Company (the "Shareholders")

 

Dear Shareholder,

 

Extraordinary General Meeting of Shareholders in the Company

 

The Directors wish to inform you of a proposed change of name of the Company which the Directors consider to be in the interests of the Company and the Shareholders. 

 

This circular contains a Notice of an Extraordinary General Meeting of the Company convened for 3.00 p.m. on 12 March 2013. Shareholders will be asked to consider and vote on the proposed change of name of the Company at the Meeting.

 

Change of the Company's Name

 

The Directors propose that the name of the Company be changed from "Thames River Isis Fund Limited" to "F&C Directional Opportunities Fund Limited" with effect on and from 5 April 2013. In order to implement this change a special resolution of Shareholders of the Company approving the change of name will need to be passed at an Extraordinary General Meeting of the Company. The proposals described in this circular are, in the opinion of the Directors, in the best interests of the Shareholders as a whole.

 

The Directors recommend that Shareholders vote in favour of the change of name resolution set out in the Notice of the Extraordinary General Meeting at Appendix I and are asked to return the Form of Proxy at Appendix II of this document to the Company in accordance with the instructions printed on it. 

 

The Directors hope that the proposals outlined above will be welcomed by the Shareholders.

 

Yours faithfully,

For and on behalf of

THAMES RIVER ISIS FUND LIMITED

 

 

 

Robert Paul King

Director

 



APPENDIX I

 

Notice of an Extraordinary General Meeting of Thames River Isis Fund Limited (the "Company")

 

NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting of the Shareholders of the Company will be held at Kingsway House, Havilland Street, PO Box 393, St Peter Port, Guernsey, GY1 3FN on 12 March 2013 at 3.00 p.m. for the purpose of considering and, if thought fit, passing the resolution set out below as a special resolution (the "Special Resolution"). The Special Resolution must be passed by not less than a two thirds majority vote of Shareholders entitled to vote and present in person or by proxy at the meeting (or any adjournment thereof).

 

Special Resolution

 

1.   THAT the name of the Company be changed from "Thames River Isis Fund Limited" to "F&C Directional Opportunities Fund Limited" with effect on and from 5 April 2013.

 

Note: A Shareholder entitled to attend and vote at the above meeting (or at any adjournment thereof) is entitled to appoint one or more proxies to attend and vote instead of him.  A proxy need not be a Shareholder.



APPENDIX II

 

FORM OF PROXY

THAMES RIVER ISIS FUND LIMITED

(the "Company")

 

I/We     _______________________________________________________________________

 

of         ________________________________________________________________________

 

being a Shareholder/Shareholders of the above named Company hereby appoint

 

the Chairman of the Meeting[*]

 

or         _______________________________________________________________________

 

of         _______________________________________________________________________

 

as my/our proxy to vote for me/us on my/our behalf in the manner indicated below at the Extraordinary General Meeting of the Company at which I/we are entitled to vote to be held at Kingsway House, Havilland Street, PO Box 393, St Peter Port, Guernsey, GY1 3FN on 12 March 2013 at 3.00 p.m. and at any adjournment thereof.

 

Signed:  _____________________________________________

 

Date:    _____________________________________________

 

Note: A holder of shares of the Company entitled to attend and vote at the Extraordinary General Meeting of the Company is entitled to appoint one or more proxies to attend and vote instead of him.  A proxy need not be a holder of shares.

 

Resolution

 

Special Resolution of an Extraordinary General Meeting of the Company

 

Please indicate how you wish your votes to be cast at the Extraordinary General Meeting of the Company at which you are entitled to vote to be held at Kingsway House, Havilland Street, PO Box 393, St Peter Port, Guernsey, GY1 3FN on 12 March 2013 at 3.00 p.m. and at any adjournment thereof by crossing (X) in one of the boxes marked "For" or "Against".

 

1.   IT IS HEREBY RESOLVED AS A SPECIAL RESOLUTION THAT the name of the Company be changed from "Thames River Isis Fund Limited" to "F&C Directional Opportunities Fund Limited" with effect on and from 5 April 2013.

FOR:                □    Against:           



Notes to Form of Proxy

 

1.   A Shareholder may appoint a proxy of his own choice.  If the appointment is made, delete the words "the Chairman of the Meeting" and insert the name of the person appointed as proxy in the space provided.  A person appointed to act as a proxy need not be a Shareholder.

 

2.   If the appointer is a corporation, this Form must be under the hand of an officer or attorney duly authorised on its behalf.

 

3.   In the case of joint Shareholders, the signature of any one Shareholder will be sufficient, but the names of all the joint Shareholders should be stated.

 

4.   If this Form is returned without any indication as to how the person appointed proxy shall vote (including as to any other matter coming before the meeting) he or she will exercise his or her discretion as to how he or she votes or whether he or she abstains from voting.  If the Shareholder returns this Form appointing the chairman of the meeting to act for them without any further indication as to how the chairman should vote, it shall be assumed that they wish to vote in favour of the resolution at each Extraordinary General Meeting at which they are entitled to vote.

 

5.   To be valid, this Form must be completed and returned to Thames River Isis Fund Limited c/o Cannon Secretaries Limited, Kingsway House, Havilland Street, PO Box 393, St Peter Port, Guernsey, GY1 3FN or sent by fax to fax number +44 (0)1481 726142 (with confirmation that the original has been sent),  marked for the attention of Mrs. Ann Spelman and received at such address 48 hours prior to the time for holding the meeting (or, if applicable, any adjournment thereof).

 

 

 

 

This announcement has been issued through the Companies Announcement Service of

the Irish Stock Exchange.

 

 



[*] Delete if you wish to appoint a different person or persons as your proxy.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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