Result of AGM
01 Diciembre 2010 - 10:40AM
UK Regulatory
TIDMGMF
Gartmore Fledgling Trust plc
Result of Annual General Meeting
The Directors of Gartmore Fledgling Trust plc are pleased to announce that all
the resolutions proposed at the Annual General Meeting held earlier today were
passed by shareholders on a show of hands.
Proxy votes lodged in respect of each resolution were received by 11.30 a.m. on
29 November 2010 as follows:
For Against Withheld
Ordinary Business: Number of % of Number of % of Total
votes total votes total proxy
votes cast
Resolution 1 11,818,270 100.00 0 0 11,818,270 335,360
Resolution 2 12,153,630 100.00 0 0 12,153,630 0
Resolution 3 12,145,717 99.95 6,452 0.05 12,152,169 1,459
Resolution 4 12,145,067 99.94 7,079 0.06 12,152,146 1,483
Resolution 5 11,807,650 97.17 344,495 2.83 12,152,145 1,483
Resolution 6 11,807,848 97.17 344,298 2.83 12,152,146 1,483
Resolution 7 11,804,700 97.14 347,446 2.86 12,152,146 1,483
Resolution 8 12,148,232 99.96 4,246 0.04 12,152,478 1,151
Special Business:
Resolution 9 9,785,825 80.52 2,367,805 19.48 12,153,630 0
Resolution 10 (Special 12,140,352 99.96 4,919 0.04 12,145,271 8,358
resolution)
Resolution 11 (Special 12,136,209 99.95 6,350 0.05 12,142,559 11,071
resolution)
Resolution 12 (Special 12,102,129 99.65 42,240 0.35 12,144,369 9,260
resolution)
Notes:
1. Where shareholders appointed the Chairman of the Meeting as their proxy,
with discretion as to voting, those votes were cast in favour of all
resolutions.
2. A `vote withheld' is not a vote in law and is not counted in the calculation
of the proportion of the votes `for' or `against' a resolution.
3. Mr James Kerr-Muir retired as a Director of the Company at the conclusion of
the Annual General Meeting.
4. The final dividend of 4.0 pence per Ordinary share will be paid on 8
December 2010 to shareholders on the register on 12 November 2010.
ORDINARY BUSINESS
1. to receive the Report of the Directors and the Accounts for the period ended
31 August 2010, together with the Report of the Auditor;
2. to approve a final dividend of 4.0p per Ordinary share;
3. to approve the Directors' Remuneration Report for the period ended 31 August
2010;
4. to appoint Mr Robert Jeens as a Director;
5. to re-elect Mr Peter Dicks as a Director;
6. to re-elect Mr John Hancox as a Director;
7. to re-elect Mr Jimmy West as a Director;
8. to re-appoint Ernst & Young LLP as Auditor and to authorise the Directors to
fix the Auditor's remuneration.
SPECIAL BUSINESS
9. that the Company shall continue to operate as an investment trust company.
10. that the Company be and is hereby generally and unconditionally authorised,
in accordance with Section 701 of the Companies Act 2006 (the "Act"), to make
one or more market purchases (within the meaning of Section 693 of the Act) of
Ordinary shares of 25 pence each in the capital of the Company provided that:
(a) the maximum number of Ordinary shares hereby authorised to be purchased
shall be 14.99% of the Company's issued Ordinary share capital at 1 December
2010, the date of the Annual General Meeting (equivalent to approximately
2,689,000 Ordinary shares at 27 October 2010);
(b) the minimum price which may be paid for one Ordinary share shall be 25
pence;
(c) the maximum price which may be paid for one Ordinary share shall be an
amount equal to the highest of (i) 105% of the average of the middle market
quotations for an Ordinary share as derived from the Stock Exchange Daily
Official List for the five business days immediately preceding the date on
which the Ordinary share is purchased; or (ii) the price of the last
independent trade; or (iii) the highest current independent bid;
(d) unless previously renewed, varied or revoked, the authority hereby
conferred shall expire on the earlier of the date falling 15 months after the
passing of this resolution and the conclusion of the next Annual General
Meeting of the Company; and
(e) the Company may make a contract to purchase Ordinary shares under the
authority hereby conferred 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 Ordinary shares pursuant to any such contract.
11. (a) that the Articles of Association of the Company be amended by deleting
all the provisions of
the Company's Memorandum of Association which, by virtue of section 28
Companies Act 2006, are to be treated as provisions of the Company's Articles
of Association; and
(b) that the Articles of Association produced to the meeting and initialed by
the Chairman of the meeting for the purpose of identification be adopted as the
Articles of Association of the Company in substitution for, and to the
exclusion of, the existing Articles of Association.
12. that the period of notice required for calling general meetings of the
Company, other than annual general meetings, shall be not less than 14 clear
days.
A copy of the resolutions concerning special business passed at the meeting and
a copy of the new Articles of Association of the Company adopted at the meeting
have been submitted to the National Storage Mechanism and will shortly be
available for inspection www.hemscott.com/nsm.do
Gartmore Investment Limited
Company Secretary
1 December 2010
END
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