CROP Ceres Agricul.

 

TIDMCROP 
 
RNS Number : 6921J 
Ceres Agriculture Fund Limited 
01 April 2010 
 

The following amendment has been made to the 'Invalid Requisition' announcement 
released on 1 April 2010 at 17:05 under RNS No 6892J - 1 April 2009 to 1 April 
2010 
 
1 April 2010 
Ceres Agriculture Fund Limited (the "Company") 
Invalid Requisition - 
The Company announces that it has today received a purported requisition which 
it has been advised is invalid under Guernsey law.  The requisition, if valid, 
would have required the Directors to convene an extraordinary general meeting of 
the Company to consider the following resolutions to be proposed as an ordinary 
and two special resolutions at an extraordinary general meeting: 
 
Ordinary Resolution 
 
1)   That, unless special resolution 3 below is passed, the Directors are hereby 
instructed forthwith to make a tender offer (the "Tender Offer") on behalf of 
the Company for no less than 50 per cent. of the ordinary shares in issue at the 
date of the tender, at a price equivalent to no less than a three per cent. 
discount to net asset value, as calculated at the close of business on the 
business day immediately preceding the date of the tender. 
 
Special Resolutions 
 
2)   That the Company is hereby authorised to make the Tender Offer and to buy 
back its shares in accordance with the terms described in the foregoing 
resolution, such authorization to expire after 90 days from the date of the 
Tender Offer. 
 
3)   That the Company be forthwith wound up voluntarily. 
 
The Company will notify the requisitioning shareholders of the reasons for the 
invalidity of the purported requisition and invite them to reconsider the form 
and content of the requisition. 
 
As announced on 29 March 2010, the Directors have decided to make a tender offer 
for 24.99 per cent. of the ordinary shares of the Company currently in issue at 
a tender price equal to 95.5 per cent. of the latest published estimated 
unaudited net asset value per ordinary share as at the close of business on the 
closing date of the tender, which is expected to be 30 April 2010. A circular in 
relation to this tender is expected to be posted to shareholders on or around 9 
April 2010. 
 
 
Further enquiries: 
 
FourWinds Capital Management, Investment Manager 
Kimberly Tara 
legal@fourwindscm.com 
 
Cenkos Securities plc, Corporate Broker 
Will Rogers +44 (0)20 7397 1920 
Peter Hindmarsh +44 (0)20 7397 1983 
 
HSBC Securities Services (Guernsey) Limited, Administrator 
Tel: +44 (0) 1481 707 000 
 
Citigate Dewe Rogerson, PR Advisor 
Kevin Smith /Lindsay Noton +44 207 638 9571 
 
The Company is a Guernsey domiciled Authorised Closed-ended investment scheme 
pursuant to section 8 of the Protection of Investors (Bailiwick of Guernsey) Law 
1987, as amended and rule 6.02 of the Authorised Closed-ended Investment Schemes 
Rules 2008. 
 
The ordinary shares of the Company ("Shares") have not been and will not be 
registered under the US Securities Act of 1933, as amended ("Securities Act") or 
the US Investment Company Act of 1940, or with any securities regulatory body or 
any state or other jurisdiction in the United States and, subject to certain 
exceptions, may not be offered or sold in the United States or to or for the 
account or benefit of US persons (as such term is defined in Regulation S under 
the Securities Act) absent registration under the Securities Act or an 
applicable exemption from such registration. No public offering of any shares in 
the Company is being, or has been, made in the United States. 
 
FUTURES AND OPTIONS TRADING HAS LARGE POTENTIAL REWARDS, BUT ALSO LARGE 
POTENTIAL RISKS. YOU MUST BE AWARE OF THE RISKS AND BE WILLING TO ACCEPT THEM IN 
ORDER TO INVEST IN THE FUTURES AND OPTIONS MARKETS AND IN ORDER TO INVEST IN THE 
COMPANY. DO NOT TRADE OR INVEST WITH MONEY YOU CAN'T AFFORD TO LOSE. THIS 
ANNOUNCEMENT AND ITS CONTENTS ARE NEITHER A SOLICITATION NOR AN OFFER TO BUY OR 
SELL FUTURES, STOCKS OR OPTIONS ON THE FUTURES OR OPTIONS MARKETS. NO 
REPRESENTATION IS BEING MADE THAT ANY ACCOUNT OR INVESTMENT WILL OR IS LIKELY TO 
ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE DISCUSSED IN THIS ANNOUNCEMENT (IF 
ANY). THE PAST PERFORMANCE OF ANY TRADING SYSTEM OR METHODOLOGY IS NOT 
NECESSARILY INDICATIVE OF FUTURE RESULTS. 
 
PURSUANT TO AN EXEMPTION FROM THE COMMODITY FUTURES TRADING COMMISSION IN 
CONNECTION WITH POOLS WHOSE PARTICIPANTS ARE LIMITED TO QUALIFIED ELIGIBLE 
PERSONS, AN OFFERING MEMORANDUM FOR THE COMPANY IS NOT REQUIRED TO BE, AND HAS 
NOT BEEN FILED WITH THE COMMISSION. THE COMMODITY FUTURES TRADING COMMISSION 
DOES NOT PASS UPON THE MERITS OF PARTICIPATING IN A POOL OR UPON THE ADEQUACY OR 
ACCURACY OF AN OFFERING MEMORANDUM. CONSEQUENTLY, THE COMMODITY FUTURES TRADING 
COMMISSION HAS NOT REVIEWED OR APPROVED ANY OFFERING BY THE COMPANY OR ANY 
OFFERING MEMORANDUM FOR THE COMPANY. 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 MSCIBMFTMBBMBRM 
 

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