Source - RNS
RNS Number : 5396J
Amati VCT PLC
29 June 2017
 

Amati VCT plc

Results of Annual General Meeting

 

At the Annual General Meeting of the Company held on Wednesday 28 June 2017 at 1.30pm, the following resolutions were duly passed.

 

Ordinary Resolutions

 

1.         To receive and adopt the Directors' Report and financial statements of the Company for the

financial year ended 28 February 2017 together with the Independent Auditor's Report thereon.

 

2.         To approve the Directors' Remuneration policy.

 

3.         To approve the Directors' Remuneration Report for the financial year ended 28 February 2017.

 

4.         To approve a final dividend of 2.5p per share payable on 11 August 2017 to shareholders on the register at 7 July 2017.

 

5.         To re-appoint KPMG LLP of Saltire Court, 20 Castle Terrace, Edinburgh, EH1 2EG as auditor of the Company from the conclusion of the Meeting until the conclusion of the next annual general meeting of the Company to be held in 2018 at which financial statements are laid before the Company.

 

6.         To authorise the directors to fix the remuneration of the auditor.

 

7.         To re-elect Peter Lawrence as a director of the Company.

 

8.         To re-elect Charles Pinney as a director of the Company.

 

9.         To re-elect Brian Scouler as a director of the Company.

 

10.        To re-elect Julia Henderson as a director of the Company.

 

11.        To approve the renewal of the Investment Management and Administration Agreement

between the Company and Amati Global Investors.

 

12.        That, in substitution for any existing authorities, but without prejudice to the exercise of any such authority prior to the date of the passing of this resolution, the Directors be and hereby are authorised in accordance with section 551 of the Companies Act 2006 (the "2006 Act"), as amended, to exercise all powers of the Company to allot shares of 10p each in the capital of the Company and to grant rights to subscribe for or to convert any security into shares up to an aggregate nominal amount of £3,500,000, provided that the authority conferred by this resolution shall expire on the fifth anniversary of the date of the passing of this resolution unless renewed, varied or revoked by the Company in general meeting, save that the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the board may allot relevant securities in pursuance of such an offer or agreement as if the authority conferred hereby had not expired.

 

13.        That the proposed amendments to the Company's Investment Policy be approved and the revised Investment Policy as detailed in the Annual Report and Financial Statements, a copy of which is initialled for the purpose of identification by the Chairman of the Annual General Meeting and produced to the Annual General Meeting, be and is hereby approved and adopted with effect from 28 June 2017 as the Company's Investment Policy in place of its existing Investment Policy.

 

Special Resolutions

 

14.        THAT in substitution for any existing authorities, the directors be and hereby are empowered pursuant to sections 570 and 573 of the 2006 Act to allot or make offers or agreements to allot equity securities (which expression shall have the meaning subscribed to it in section 560 of the 2006 Act) for cash pursuant to the authority given in accordance with section 551 of the 2006 Act by resolution 11 above as if section 561(1) of the 2006 Act did not apply to any such allotment, up to an aggregate nominal amount of £3,500,000. The authority hereby conferred (unless previously renewed or revoked) by this resolution shall expire on the earlier

of the date of the annual general meeting of the Company to be held in 2018 and the date which is 15 months after the date on which this resolution is passed.

 

15.        THAT, in substitution for existing authorities, the Company be and is hereby empowered to make one or more market purchases within the meaning of Section 701 of CA 2006, of the Ordinary Shares (either for cancellation or for the retention of treasury shares for future re-issue or transfer) provided that:

(i)         the maximum aggregate number of Ordinary Shares authorised to be purchased is such number thereof being 14.99% of the issued ordinary share capital of the Company as at the date of this resolution;

(ii)        the minimum price which may be paid per Ordinary Share is 10p per share, the nominal amount thereof;

(iii)       the maximum price (exclusive of expenses) which may be paid per Ordinary Share is an amount equal to 105% of the average of the middle market quotation of such Ordinary Share taken from the London Stock Exchange daily official list for the five business days immediately preceding the day on which such Ordinary Share is purchased;

(iv)       the authority hereby conferred shall expire on the earlier of the annual general meeting of the Company to be held in 2018 and the date which is 15 months after the date on which this Resolution is passed; and

(v)        the Company may make a contract or contracts to purchase its own Ordinary Shares

under the authority conferred by this resolution prior to the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority, and may make a purchase of such Ordinary Shares pursuant to any such contract.

 

 

Proxy votes cast were as follows:


Resolution

For & Discretionary

 

Against

 

Withheld

1.

Directors' Report and Financial statements and Auditor's Report

 

2,477,726

 

0

 

3,090

2.

Directors' Remuneration Policy

2,258,329

128,530

91,129

3.

Directors' Remuneration Report

2,196,457

193,230

91,129

4.

Final dividend 2.5p per share

2,468,570

12,246

0

5.

Re-appoint KPMG LLP as auditor

2,293,608

118,521

68,687

6.

Remuneration of auditor

2,410,332

33,596

36,888

7.

Re-elect Peter Lawrence

2,388,884

59,192

32,740

8.

Re-elect Charles Pinney

2,384,011

60,026

32,740

9.

Re-elect Brian Scouler

2,386,613

57,569

36,634

10.

Re-elect Julia Henderson

2,392,616

51,566

36,634

11.

Investment Management agreement

2,405,483

27,494

47,839

12.

Allot shares

2,435,927

32,880

12,009

13.

Amendments to Investment Policy

2,401,936

20,010

58,870

14.

Disapply pre-emption rights

2,308,258

145,445

27,113

15.

Buy back shares

2,381,437

89,790

9,589

 

For further information, please contact Doreen Nic on 0131 5107465 or email

[email protected].

 

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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