Form 6-K RYANAIR HOLDINGS PLC For: Nov 24
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the
month of November 2020
RYANAIR HOLDINGS PLC
(Translation
of registrant's name into English)
c/o Ryanair Ltd Corporate Head Office
Dublin
Airport
County Dublin Ireland
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file
annual
reports
under cover Form 20-F or Form 40-F.
Form
20-F..X.. Form 40-F
Indicate
by check mark whether the registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities
Exchange
Act of
1934.
Yes
No ..X..
If
"Yes" is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b): 82- ________
Ryanair Holdings plc
November 24, 2020
Ryanair Holdings plc
(the "Company")
NOTICE OF EXTRAORDINARY GENERAL MEETING
An Extraordinary General Meeting of the Company will be held at
Ryanair Dublin Office, Airside Business Park, Swords, Co. Dublin,
K67 NY94, Ireland on Thursday 17 December 2020 at 9.00 a.m.
("EGM").
The business of the EGM will be to consider and, if thought fit,
approve certain resolutions relating to the replacement of CREST
with a system operated by Euroclear Bank SA/NV for the electronic
settlement of trading in the Company's ordinary shares
("Resolutions").
Approval of the Resolutions is necessary to ensure the Company's
shares can continue to be settled electronically when they are
traded on Euronext Dublin and the London
Stock Exchange
and remain eligible
for continued admission to trading and listing on those exchanges,
which is crucial to the interests of the Company and its
shareholders as a whole.
The circular which includes the notice of the EGM (the
"Circular") and a Form of Proxy have been posted to
shareholders today. The Board strongly urges shareholders to
review the contents of the Circular in their entirety, including
the documents referred to therein, and consider the Board's
recommendation to vote in favour of the
Resolutions.
The Circular, the Form of Proxy and copies of the documents
referred to in the Circular are available to view on the Company's
website, https://investor.ryanair.com/,
and will be available for inspection during normal business hours
on any business day from the date of this letter until the EGM at
the registered office of the Company.
Public Health Guidelines and the EGM
The well-being of shareholders and employees is a primary concern
for the Directors. We are closely monitoring the COVID-19 situation
and will take all recommendations and applicable law into account
in the conduct of the EGM. There will likely be very limited
ability to attend the EGM in person and the Board therefore
strongly encourages shareholders to appoint the chairman of the EGM
as a proxy by submitting a proxy form not less than 48 hours before
the time appointed for the EGM or any adjournment thereof, in order
to ensure they can exercise their vote and be represented at the
EGM without attending in person.
Proxy forms can be submitted in advance of the EGM by availing of
one of the options set out in the notice of the EGM:
●
by post to the Company's registrar, Link Registrars Limited, PO Box
1110, Maynooth, Co. Kildare, Ireland or by hand to Link Registrars
Limited, Level 2, Block C, Maynooth Business Campus, Maynooth, Co.
Kildare, W23 F854, Ireland;
●
by fax to +353 (1) 2240700, provided it is received in legible
form;
●
electronically by accessing www.signalshares.com;
●
via the CREST System, where shares are held in CREST.
Any relevant updates regarding the EGM, including any changes to
the arrangements outlined in the Circular, will be announced via a
Regulatory Information Service and will be available
on https://investor.ryanair.com/.
In the event that it is not possible to hold the EGM either in
compliance with public health guidelines or applicable law or where
it is otherwise considered that proceeding with the EGM as planned
poses an unacceptable health and safety risk, the EGM may be
adjourned or postponed or relocated to a different time and/or
venue, in which case notification of such adjournment or
postponement or relocation will be given in accordance with
applicable law.
Further information in relation to the EGM
In accordance with Irish Listing Rule 6.1.59 and UK Listing Rule
14.3.6, the Circular and the Articles of Association of the Company
in the proposed amended form will be submitted to the Irish Stock
Exchange t/a Euronext Dublin and the UK's National Storage
Mechanism and will be available for inspection at the following
locations:
Companies Announcement Office
Euronext Dublin
28 Anglesea Street
Dublin 2
Tel. no: + 353 1 617 4200
and at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information, please contact:
Ryanair Holdings plc, Peter Larkin, Head of Investor Relations, Tel:
+353 (0) 1 945 1212
Important Note
Announcements relating to the EGM contain (or may contain) certain
forward-looking statements with respect to certain of the Company's
current expectations and projections about future events, including
Migration, and the Company's future financial condition and
performance. These statements, which sometimes use words such
as "aim", "anticipate", "believe", "may", "will", "should",
"intend", "plan", "assume", "estimate", "expect" (or the negative
thereof) and words of similar meaning, reflect the directors'
current beliefs and expectations and involve known and unknown
risks, uncertainties and assumptions, many of which are outside the
Company's control and difficult to predict (certain of which are
set out in the Circular with respect to Migration).
Due to such uncertainties and risks, readers are cautioned not to
place undue reliance on such forward-looking statements, which
speak only as of the date hereof. In light of these risks,
uncertainties and assumptions, the events described in the
forward-looking statements in this announcement may not
occur. The information contained in this announcement,
including the forward-looking statements, speaks only as of the
date of this announcement and is subject to change without notice
and the Company does not assume any responsibility or obligation
to, and does not intend to, update or revise publicly or review any
of the information contained herein save where indicated in the
Circular, whether as a result of new information, future events or
otherwise, except to the extent required by Euronext Dublin, the
Central Bank of Ireland, the UK Financial Conduct Authority, the
London Stock Exchange, the NASDAQ Stock Market, the U.S. Securities
and Exchange Commission or by applicable law.
The defined terms set out in Part 9 of the Circular have the same
meaning herein.
END
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
|
|
RYANAIR
HOLDINGS PLC
|
Date: 24
November, 2020
|
|
By:___/s/
Juliusz Komorek____
|
|
|
|
|
|
Juliusz
Komorek
|
|
|
Company
Secretary
|
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