Jamaica Stock Exchange Limited (“JSE”) has advised that at its Extraordinary General Meeting held on November 9, 2021, the shareholders approved the following Special Resolution to amend the Articles of Incorporation of the JSE:
“THAT the Company’s Articles of Incorporation be amended as follows, subject to the laws of Jamaica allowing for such provisions:
1.Insert directly after Article 54, Article 54A which shall read:
Article 54A – Any general meeting of the Company, whether an annual general meeting or extraordinary general meeting may be held as an electronic general meeting or a hybrid general meeting and that directors are authorised to make such arrangements for the holding of an electronic general meeting or a hybrid general meeting in such manner as is permitted by law.
2.Amend Article 55 to read as follows:
No business shall be transacted at any general meeting unless a quorum of members is present at the time when the meeting proceeds to business; save as herein otherwise provided such quorum shall consist of not less than five (5) members present or represented by proxy.
3.Amend Article 60 to read as follows:
At any general meeting a resolution put to the vote of the meeting shall be decided on a show of hands or by poll (before or on the declaration of the result of the show of hands), if so demanded:
a. by the Chairman;
b. by at least three members present in person or by proxy;
c. by any member or members present in person or by proxy and representing not less than one-tenth of the total voting rights of all the members having the right to vote at the meeting; or
d. by a member or members holding shares in the Company conferring a right to vote at the meeting being shares on which an aggregate sum has been paid up equal to not less than one tenth of the total sum paid up on all the shares conferring that right
PROVIDED THAT notwithstanding the foregoing provisions of this Article, in the case the meeting is an electronic or hybrid general meeting, the vote of the meeting shall be decided in accordance with the arrangements for voting at such meeting.”
