JANUS HENDERSON FUND MANAGEMENT UK LIMITED
HENDERSON EUROPEAN FOCUS TRUST PLC
LEGAL ENTITY IDENTIFIER: 213800GS89AL1DK3IN50
26 January 2023
HENDERSON EUROPEAN FOCUS TRUST PLC
Annual General Meeting of the Company
held on Thursday, 26 January 2023
Henderson European Focus Trust plc (the 'Company') announces that at the Annual General Meeting held earlier today all resolutions proposed were duly passed on a poll. This included n:
As an ordinary resolution:
§ Resolution 12: to authorise the directors to allot ordinary shares up to 10% of the issued ordinary share capital;
As special resolutions:
§ Resolution 13: to authorise the directors to allot or sell from treasury up to 10% of the issued ordinary share capital without first offering them to existing shareholders in accordance with statutory pre-emption rights;
§ Resolution 14: to authorise the Company to make market purchases of up to 14.99% of the Company's issued ordinary share capital; and
§ Resolution 15: to hold general meetings other than an annual general meeting on not less than 14 clear days' notice.
The full text of the resolutions can be found in the circular to shareholders dated 7 December 2022 which can be viewed on the Company's website at: www.hendersoneuropeanfocus.com.
The poll results were as follows:
| Resolutions | Votes for | % | Votes against | % | Total votes cast | % Issued Share Capital | Votes withheld |
| 1 Annual Report and financial statements | 111,728,646 | 100 | 0 | 0.00 | 111,728,646 | 52.51 | 22,222 |
| 2 Directors' Remuneration Report | 111,548,110 | 99.86 | 159,828 | 0.14 | 111,707,938 | 52.50 | 42,930 |
| 3 Approval of final dividend | 111,564,058 | 99.84 | 176,300 | 0.16 | 111,740,358 | 52.52 | 10,510 |
| 4 Approval of special dividend | 111,560,028 | 99.84 | 180,330 | 0.16 | 111,740,358 | 52.52 | 10,510 |
| 5 Re-election of Mrs Vicky Hastings | 110,387,519 | 99.18 | 917,860 | 0.82 | 111,305,379 | 52.31 | 445,489 |
| 6 Re-election of Ms Eliza Dungworth | 110,975,459 | 99.35 | 726,138 | 0.65 | 111,701,597 | 52.50 | 49,271 |
| 7 Re-election of Mr Robin Archibald | 110,992,110 | 99.34 | 731,888 | 0.66 | 111,723,998 | 52.51 | 26,870 |
| 8 Re-election of Mr Stephen-Macklow Smith | 110,951,721 | 99.32 | 763,377 | 0.68 | 111,715,098 | 52.51 | 35,770 |
| 9 Election of Mr Marco Bianconi | 95,423,592 | 85.42 | 16,290,406 | 14.58 | 111,713,998 | 52.51 | 36,870 |
| 10 Re-appointment of Ernst & Young LLP as auditor | 111,661,420 | 99.93 | 77,838 | 0.07 | 11,739,258 | 52.52 | 11,610 |
| 11 Directors to determine the auditor's remuneration | 111,692,689 | 99.97 | 38,569 | 0.03 | 111,699,748 | 52.51 | 19,610 |
| 12 Authority to allot ordinary shares | 111,708,941 | 99.97 | 30,757 | 0.03 | 111,728,358 | 52.52 | 11,170 |
| 13 Authority to disapply pre-emption rights on allotment or sale of ordinary shares* | 111,565,353 | 99.88 | 134,395 | 0.12 | 111,729,139 | 52.50 | 51,120 |
| 14 Authority to make market purchases of ordinary shares* | 111,685,599 | 99.96 | 42,759 | 0.04 | 111,728,358 | 52.51 | 22,510 |
| 15 Authority to call a general meeting on 14 clear days' notice* | 111,097,035 | 99.43 | 632,104 | 0.57 | 111,729,139 | 52.51 | 21,729 |
* Special resolution.
For the purposes of section 341 of the Companies Act 2006, the votes validly cast are expressed in the table above as a percentage of the Company's total voting rights as at the close of business on 24 January 2023 (212,768,122), being the time at which a shareholder had to be registered in the register of members in order to vote at the annual general meeting. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" a resolution.
The number of ordinary shares in issue at the date of this announcement is 216,389,910. On a poll the voting rights are one vote for every one share held. The number of voting rights is therefore 212,768,122 (3,621,788 shares being held in Treasury).
The poll results will shortly be available on the Company's website at: www.hendersoneuropeanfocus.com.
The special business resolutions will be submitted to the National Storage Mechanism ("NSM") and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For further information please contact:
| Dan Howe Head of Investment Trusts Janus Henderson Investors Tel: 020 7818 4458 | Harriet Hall Investment Trust PR Manager Janus Henderson Investors Tel: 020 7818 2919 |
| Johana Woodruff For and on behalf of Janus Henderson Secretarial Services UK Limited Henderson European Focus Trust plc Tel: 020 7818 2220 |
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