Tiziana Life Sciences Plc (the "Company") - Result of General Meeting

Rhea-AI Summary

Tiziana Life Sciences (TLSA) announced that all resolutions were passed at the General Meeting on October 2, 2020. Key dates regarding the demerger of Accustem Sciences Limited, which will re-register as Accustem Sciences Plc, are outlined, including a court hearing on October 14 and completion of the demerger on October 30. The company received clearance from HMRC confirming that the demerger is for bona fide commercial reasons, ensuring shareholders will not face capital gains tax liabilities from receiving Accustem shares. Full voting results will be available on the company’s website.

Positive

• All resolutions passed at the General Meeting.
• Clearance received from HMRC for the demerger, confirming it is for commercial reasons.

Negative

• None.

LONDON, Oct. 02, 2020 (GLOBE NEWSWIRE) -- At the General Meeting of the Company (Nasdaq: TLSA / AIM: TILS) held at 11.00 a.m. on 2 October 2020, both of the resolutions were duly passed.

The anticipated timetable for the demerger of Accustem Sciences Limited (to be re-registered as Accustem Sciences Plc) is as follows:
14 October 2020 – Court Hearing for Directions
27 October 2020 – Final Court Hearing to approve Reduction of Capital
29 October 2020 –Reduction of Capital becomes effective
7:00 a.m. on 30 October 2020 – Demerger Record Time
30 October 2020 – Completion of Demerger
2 November 2020 – Ex-entitlement date for Accustem Shares

The Company confirms that it has now received clearance from HMRC under section 138(1) of the Taxation of Chargeable Gains Act 1992 that HMRC is satisfied that the Demerger is being effected for bona fide commercial reasons and does not form part of a scheme or arrangements of which the main purpose, or one of the main purposes, is avoidance of a liability to capital gains tax or corporation tax. Accordingly, Shareholders should not be treated, by virtue of the receipt of Accustem Shares under the Demerger, as making a disposal of their Tiziana Shares for the purposes of taxation of chargeable gains.

Capitalised terms used in this announcement have the meanings given to them in the circular to shareholders dated 16 September 2020.

The results of the poll, including the proxy voting, will be available shortly on the Company's website at https://www.tizianalifesciences.com/

The person who arranged for the release of this announcement was Gabriele Cerrone, Chairman.

THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 596/2014.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

For further enquiries:

United Kingdom Investors:
Tiziana Life Sciences Plc	+44 (0)20 7495 2379
Gabriele Cerrone, Chairman and Founder
Cairn Financial Advisers LLP (Nominated Adviser)	+44 (0)20 7213 0880
Liam Murray/Jo Turner
Optiva Securities Limited (Broker)	+ 44 (0)20 3981 4173
Robert Emmet
United States Investors:	Office 1 800 RED CHIP (733 2447)
	Cell 407-491-4498 (USA)
Dave Gentry	dave@redchip.com
RedChip Companies Inc.

FAQ

What happened at Tiziana Life Sciences' General Meeting on October 2, 2020?

All resolutions were passed at the General Meeting held on October 2, 2020.

What are the key dates for the Tiziana Life Sciences demerger?

The key dates include: Court Hearing for Directions on October 14, Final Court Hearing on October 27, Reduction of Capital effective on October 29, and completion of the demerger on October 30, 2020.

Will Tiziana Life Sciences shareholders face capital gains tax after the demerger?

No, HMRC confirmed that the demerger is for bona fide commercial reasons, so shareholders should not be treated as making a disposal of their Tiziana shares.