TIDMATI
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
GBP3,500,000, 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 GBP3,500,000. 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
Directors' Report and Financial
statements and Auditor's
1. Report 2,477,726 0 3,090
-------------------------------- --------------- ---------- -----------
Directors' Remuneration
2. Policy 2,258,329 128,530 91,129
-------------------------------- --------------- ---------- -----------
Directors' Remuneration
3. Report 2,196,457 193,230 91,129
-------------------------------- --------------- ---------- -----------
Final dividend 2.5p per
4. 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
-------------------------------- --------------- ---------- -----------
Amendments to Investment
13. 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
vct-enquiries@amatiglobal.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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