HENDERSON INVESTMENT FUNDS LIMITED
LOWLAND INVESTMENT COMPANY PLC
LEGAL ENTITY IDENTIFIER: 2138008RHG5363FEHV19
26 January 2022
LOWLAND INVESTMENT COMPANY PLC
Annual General Meeting held on 26 January 2022
Lowland Investment Company plc announces that at the Annual General Meeting held earlier today all resolutions proposed were duly passed on a show of hands. This included four Special Resolutions authorising:
- up to 10% of the share capital to be issued or sold out of treasury without first
offering them to existing shareholders in accordance with statutory
pre-emption procedures;
- market purchases of the Company's ordinary shares up to a maximum of 14.99% of the issued ordinary share capital (equivalent to £1,012,520 nominal value of ordinary shares as at today's date) at the maximum price per share (exclusive of expenses) not exceeding the higher of:
i) 105% of the average middle market quotations for the five business days preceding the date of purchase; and
ii) the higher of the last independent bid and the highest current independent bid on the London Stock Exchange; and
- that a General Meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice; and
- that the Board be permitted to convene a General Meeting via electronic or hybrid means.
The full text of all the resolutions can be found in the Notice of Meeting, copies of which are available for viewing at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Proxy votes submitted were as follows:
| Resolutions | Votes for (including at Chairman's discretion) | % | Votes against | % | Total votes cast | Votes cast (excluding votes withheld) as a percentage of total voting rights | Votes withheld |
| 1. Annual Report and audited financial statements | 7,405,990 | 99.76 | 10,397 | 0.14 | 7,423,463 | 27.48 | 13,906 |
| 2. Directors' Remuneration Report | 7,355,099 | 99.32 | 42,921 | 0.58 | 7,405,096 | 27.41 | 32,273 |
| 3. Approve a final dividend of 15.25p per share | 7,405,035 | 99.69 | 16,092 | 0.22 | 7,428,203 | 27.49 | 9,166 |
| 4. To re-elect Robert Robertson as a Director | 7,386,666 | 99.60 | 22,249 | 0.30 | 7,415,991 | 27.45 | 21,378 |
| 5. To re-elect Duncan Budge as a Director | 7,387,572 | 99.63 | 20,637 | 0.28 | 7,415,285 | 27.45 | 22,084 |
| 6. To re-elect Susan Gaynor Coley as a Director | 7,382,257 | 99.64 | 19,443 | 0.26 | 7,408,776 | 27.42 | 28,593 |
| 7. To re-elect Thomas Walker as a Director | 7,378,580 | 99.58 | 23,716 | 0.32 | 7,409,372 | 27.42 | 27,997 |
| 8. To elect Helena Vinnicombe as a Director | 7,382,860 | 99.64 | 19,906 | 0.27 | 7,409,842 | 27.43 | 27,527 |
| 9. Re-appoint Ernst & Young LLP as statutory auditor | 7,344,106 | 99.28 | 46,306 | 0.63 | 7,397,488 | 27.38 | 39,881 |
| 10. Authorise Directors to determine the remuneration of the statutory auditor | 7,392,060 | 99.61 | 22,062 | 0.30 | 7,421,198 | 27.47 | 16,171 |
| 11. To sub-divide each existing ordinary share into ten | 7,342,264 | 99.25 | 48,246 | 0.65 | 7,397,586 | 27.38 | 39,783 |
| 12. Authority to allot relevant securities | 7,367,684 | 99.43 | 34,996 | 0.47 | 7,409,756 | 27.42 | 27,613 |
| 13. Authority to disapply pre-emption rights* | 7,315,646 | 98.86 | 77,528 | 1.05 | 7,400,250 | 27.39 | 37,119 |
| 14. Authority to repurchase ordinary shares* | 7,376,227 | 99.40 | 37,459 | 0.50 | 7,420,762 | 27.47 | 16,607 |
| 15. 14 days' notice for a General Meeting* | 7,332,214 | 98.77 | 83,945 | 1.13 | 7,423,235 | 27.47 | 14,134 |
| 16. Convene a General Meeting via electronic or hybrid means* | 7,312,815 | 98.65 | 93,328 | 1.26 | 7,413,219 | 27.44 | 24,150 |
* 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 close of business on 24 January 2022 (27,018,565), 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 27,018,565, and no shares are held in treasury. As at the date of this announcement the Company's total voting rights therefore comprises 27,018,565 shares with one vote each.
A copy of the proxy results will shortly be available on the Company's website at:
A copy of the special business resolutions will be submitted to the National Storage Mechanism ("NSM") and will shortly be available for inspection on the NSM's website at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For further information please contact:
Harriet Hall
PR Manager, Janus Henderson Investors
Telephone: 020 7818 2919
Helena Harvey
For and on behalf of Henderson Secretarial Services Limited
Lowland Investment Company plc
Tel: 020 7818 2025
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