HAMILTON, Bermuda, May 29, 2020 (GLOBE NEWSWIRE) — Blue Capital Reinsurance Holdings Ltd. (OTC:BCRHF) (the “Company”), a Bermuda holding company, today announced a Special General Meeting of Shareholders will be held at the Company’s principal executive office at Waterloo House, 100 Pitts Bay Road, Pembroke HM08, Bermuda on July 28, 2020, at 10:00 a.m. Atlantic Daylight Time. June 8, 2020 has been fixed as the record date for determining the Shareholders entitled to notice of, and to vote at, the Special General Meeting or any adjournments thereof.
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 and Mark Allitt of KPMG 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, dated May 18, 2020, by and between the Company and KPMG, 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 June 23, 2020. Materials will also be available on the Company’s website at www.bcrh.bm.About the CompanyBlue Capital Reinsurance Holdings Ltd. is currently winding down its operations. The Company, through its operating subsidiaries, previously offered collateralized reinsurance in the property catastrophe market, leveraging underwriting expertise and infrastructure from established resources. Underwriting decisions, operations and other management services are provided to the Company by Blue Capital Management Ltd., a subsidiary of Sompo International Holdings Ltd. (a wholly owned subsidiary of Sompo Holdings, Inc.), a recognized global specialty provider of property and casualty insurance and reinsurance and a leading property catastrophe and short tail reinsurer since 2001. Additional information can be found at www.bcapre.bm.Contacts
Investor Relations
Phone: +1 441 278 0988
Email: investorrelations@Sompo-Intl.com
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