Source - PRN

BACIT LIMITED
(a closed-ended collective investment scheme  incorporated as a non-cellular company limited by shares under the laws of Guernsey with registration number 55514)
(“the Company”)

RESULT OF ANNUAL GENERAL MEETING
6 SEPTEMBER 2016

At the Annual General Meeting (“AGM”) of the Company held today all Ordinary Resolutions, with the exception of resolution 8, as set out in the AGM Notice dated 12 July 2016 (the “Notice”) and sent to shareholders of the Company, were duly passed.

Details of the proxy voting results which should be read alongside the Notice are noted below:

Ordinary
Resolution
For Against Abstain Discretion
1 115,489,902 1,011,695 0 9,176
2 115,513,816 978,605 9,176 9,176
3 116,501,597 0 0 9,176
4 116,501,597 0 0 9,176
5 105,011,583 11,490,014 0 9,176
6 116,501,597 0 0 9,176
7 105,011,583 11,490,014 0 9,176
8 70,782,001 33,090 45,686,506 9,176
9 116,501,597 0 0 9,176
10 116,498,207 0 3,390 9,176
11 116,489,197 3,224 9,176 9,176

Note - A vote withheld is not a vote in law and has not been counted in the votes for and against a resolution.

Resolution 8, the re-election of Colin Maltby as a director of the Company, was not put to the AGM due to Mr Maltby’s resignation, effective 31 July 2016.  An announcement regarding Mr Maltby’s resignation was released on 1 August 2016.

At the same AGM noted above, the following business by Special Resolution and Extraordinary Resolution was also passed as detailed below:

12. SPECIAL RESOLUTION:
That the Company be and is hereby generally and unconditionally authorised in accordance with section 315 of the Companies (Guernsey) Law, 2008, as amended (the “Companies Law”), to make market acquisitions (as defined in the Companies Law) of its shares (either for the retention as treasury shares for future resale or transfer or cancellation), PROVIDED THAT:
a. the maximum number of shares authorised to be purchased shall be 57,661,307 ordinary shares (being 14.99 per cent. of the shares in issue as at the latest practicable date prior to the date of publication of this document);
b. the minimum price (exclusive of expenses) which may be paid for a share shall be 1 penny;
c. the maximum price which may be paid for a share is an amount equal to the higher of: (a) 105 per cent. of the average of the middle market quotations for a share on the relevant market for the five business days immediately preceding the date on which the share is purchased; and (b) the higher of (i) the price of the last independent trade for a share and (ii) the highest current independent bid for a share at the time of purchase; and
d. the authority hereby conferred shall expire at the annual general meeting of the Company in 2017 unless such authority is varied, revoked or renewed prior to such date by a special resolution of the Company in general meeting.

13. SPECIAL RESOLUTION:
That the Amended and Restated Articles of Incorporation produced to the Annual General Meeting and signed by the Chairman of the Annual General Meeting for the purposes of

identification be and are hereby approved and adopted in substitution for and to the exclusion of the existing Articles on the terms described in the Company’s circular to shareholders dated 12 July 2016.

14. EXTRAORDINARY RESOLUTION:
That, in accordance with Article 6.7 of the Articles, the Directors be empowered to allot and issue (or sell from treasury) 38,466,515 ordinary shares (being 10 per cent. of the shares in issue as at the latest practicable date prior to the date of this notice) for cash as if Article 6.2 of the Articles did not apply to the allotment and issue (or sale from treasury) for the period expiring on the date falling fifteen months after the date of passing of this Resolution 14 or the conclusion of the next annual general meeting of the Company, whichever is the earlier, save that the Company may before such expiry make offers or agreements which would or might require shares to be allotted and issued (or sold) after such expiry and the Directors may allot and issue (or sell) shares in pursuance of any such offer or agreement notwithstanding that the power conferred by this Resolution 14 has expired.

Details of the proxy voting results which should be read alongside the Notice are noted below:

Special
Resolution
For Against Abstain Discretion
12 116,492,421 0 9,176 9,176
13 116,447,496 3,224 50,877 9,176
Extraordinary
Resolution
For Against Abstain Discretion
14 107,410,771 9,081,650 9,176 9,176

Note - A vote withheld is not a vote in law and has not been counted in the votes for and against a resolution.


All Enquiries:

Company website:  www.bacitltd.com

(Company Documents Section)

Northern Trust International Fund Administration Services (Guernsey) Limited
Company Secretary
Tel:       01481 745001

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