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Montanaro European Smaller Companies Trust PLC
("the Company")
LEI: 213800CWSC5B8BG3RS21
Results of Annual General Meeting
Following the Annual General Meeting (the "AGM") which was held today, 7 September 2023, the Company is pleased to announce that all resolutions put to shareholders were duly passed on a vote taken by poll.
Valid proxy votes received were as follows:
|
ORDINARY RESOLUTIONS |
For |
% |
Against |
% |
% Of ISC# Voted
|
Votes |
|
Resolution 1: To receive the annual report and audited financial statements for the year ended 31 March 2023.
|
46,844,812 |
99.95 |
13,859 |
0.03 |
24.75 |
25,252 |
|
Resolution 2: To approve the Directors' Remuneration Policy.
|
46,396,462 |
99.25 |
343,155 |
0.73 |
24.75 |
144,306 |
|
Resolution 3: To approve the Directors' Remuneration Report.
|
46,455,300 |
99.27 |
334,159 |
0.71 |
24.75 |
94,464 |
|
Resolution 4: To approve the final dividend.
|
46,744,115 |
99.68 |
132,258 |
0.28 |
24.75 |
350 |
|
Resolution 5: To re-elect Richard Curling as a Director of the Company.
|
45,756,720 |
97.87 |
987,558 |
2.11 |
24.75 |
139,645 |
|
Resolution 6: To re-elect Caroline Roxburgh as a Director of the Company.
|
40,741,487 |
87.15 |
6,000,791 |
12.84 |
24.75 |
141,645 |
|
Resolution 7: To re-elect Gordon Neilly as a Director of the Company.
|
45,770,181 |
97.90 |
972,097 |
2.08 |
24.75 |
141,645 |
|
Resolution 8: To re-appoint PWC LLP as Auditor to the Company.
|
41,732,751 |
89.02 |
5,140,342 |
10.96 |
24.75 |
10,830 |
|
Resolution 9: To authorise the Directors to determine the Auditor's remuneration.
|
46,670,559 |
99.53 |
211,820 |
0.45 |
24.75 |
1,544 |
|
Resolution 10: To authorise the Directors to allot ordinary shares. |
46,713,518 |
99.69 |
136,095 |
0.29 |
24.75 |
34,310 |
|
|
|
|
|
|
|
|
|
SPECIAL RESOLUTIONS |
|
|
|
|
|
|
|
Resolution 11 To disapply statutory pre-emption rights.
|
46,577,250 |
99.41 |
267,403 |
0.57 |
24.75 |
39,270 |
|
Resolution 12 To authorise the Company to purchase its own ordinary shares. |
41,804,365 |
89.21 |
5,047,092 |
10.77 |
24.75 |
32,466 |
|
|
|
|
|
|
|
|
# issued share capital
Notes:
|
1. |
All resolutions were passed.
|
|
2. |
Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.
|
|
3. |
Votes "For" and "Against" any resolution are expressed as a percentage of votes validly cast for that resolution.
|
|
4. |
A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution, nor in the calculation of the proportion of "ISC voted" for any resolution.
|
|
5. |
The number of shares in issue at close of business on 6 September 2023 was 189,427,600 ordinary shares, carrying one vote each. The Company did not hold any shares in treasury and therefore the number of total voting rights as at the date of the AGM was 189,427,600.
|
|
6. |
The proportion of "ISC voted" for any resolution is the total of votes validly cast for that resolution (i.e. the total votes "For" and "Against" that resolution) expressed as a percentage of the Issued Share Capital.
|
|
7. |
The full text of the resolutions passed at the AGM can be found in the Notice of Annual General Meeting which is available on the Company's website at https://montanaro.co.uk/trust/montanaro-european-smaller-companies-trust/.
|
|
8. |
In accordance with listing rule 9.6.2R, a copy of resolutions 10 - 12 passed at the AGM will shortly be submitted to the National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
|
Juniper Partners Limited
Company Secretary
7 September 2023
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