Foresight VCT PLC Publication Of A Circular
18 Mayo 2023 - 7:29AM
UK Regulatory
TIDMFTV
RNS ANNOUNCEMENT
FORESIGHT VCT PLC (Company)
Legal Entity Identity number: 213800GNTY699WHACF46
Publication of a Circular
The Company has issued a circular to shareholders (Circular)
convening a general meeting be held at 2.30 p.m. (or as soon
thereafter following the conclusion of the annual general meeting
of the Company convened for 2.00 p.m.) on 15 June 2023 (General
Meeting).
The General Meeting is in connection with proposals by the board
of directors of the Company (Board) to replace the current
performance incentive arrangements with Foresight Group LLP
(Manager) with new arrangements (Proposals).
Despite recent strong performance, the Company's current
performance incentive arrangements with the Manager have not
crystallised into performance related payments. The current
arrangements were introduced during a period of low interest rates
and low inflation in the UK. In light of recent economic
conditions, in particular significant rises in inflation, the
hurdles under the current arrangements have become extremely
difficult to achieve (due to the hurdle's direct linkage to RPI)
even where there is exceptional investment performance. In
addition, the arrangements are complex and require continual
assessment and monitoring with any payment being made long after
the relevant investment exit.
The Board has, therefore, been reviewing and considering changes
to the Company's current performance incentive arrangement with the
Manager with the aim of implementing simpler arrangements that
better incentivise and appropriately reward the Manager's
performance, whilst continuing to align with the interests of
Shareholders.
In summary, it is proposed to replace the current arrangements,
which provide for performance fees in respect of returns on
individual investments against various growth and NAV total return
hurdles, with new arrangements, which would provide for annual
performance fees based on an average annual NAV total return
growth, over a rolling five year period, in excess of an average
annual growth hurdle. Any fees payable will be subject to an annual
cap of an amount equal to 1% of the Company's net assets at the end
of the relevant year. Further details of the Proposals are set out
in the Circular.
The Manager is a related party of the Company for the purposes
of the Listing Rules. The Proposals therefore constitute a 'related
party transaction' for the purposes of the Listing Rules and
require the approval of the shareholders. Such approval is being
sought at the General Meeting pursuant to the resolution set out in
the Circular.
The Circular has been approved by the Financial Conduct
Authority and shall shortly be available for download from the
Company's website (https://www.foresightvct.com) and the National
Storage Mechanism (
https://www.globenewswire.com/Tracker?data=yfXPHWhyD9_Wikhfpc5AqqQ27AU3wU_SfQWYrX7eS_2demu8m-QQA5awwGrsyfCXALfAFWFh5ImzJYUNcndXbm_Fxu7Uyf1RrAktOUAnLn49t-IqTtCsMtBq_B8UPHGOH7kYIqLl2jaz1GEjr5AYhwLAG-jhia8TONnCYHBnyr2dLTBMGPQrRYb-m0Sn3jYn
https://data.fca.org.uk/#/nsm/nationalstoragemechanism).
For further information, please contact:
Company Secretary
Foresight Group LLP
Contact: Gary Fraser Tel: 0203 667 8100
Investor Relations
Foresight Group LLP
Contact: Ellie Kakoulli Tel: 0203 667 8181
(END) Dow Jones Newswires
May 18, 2023 08:29 ET (12:29 GMT)
Copyright (c) 2023 Dow Jones & Company, Inc.
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