TIDMHSL
RNS Number : 8785O
Henderson Smaller Cos Inv Tst PLC
05 October 2023
JANUS HERSON FUND MANAGEMENT UK LIMITED
THE HERSON SMALLER COMPANIES INVESTMENT TRUST PLC
LEGAL ENTITY IDENITIFIER: 213800NE2NCQ67M2M998
5 October 2023
THE HERSON SMALLER COMPANIES INVESTMENT TRUST PLC
Annual General Meeting held on Thursday 5 October 2023
The Henderson Smaller Companies Investment Trust plc announces
that at the Annual General Meeting held earlier today all
resolutions proposed were duly passed on a poll. This included the
following resolutions authorising:
Ordinary resolution:
-- the allotment of up to 10% of issued share capital;
Special resolutions:
-- the allotment or sale from treasury of ordinary shares for
cash on a non-pre-emptive basis up to a nominal value of
GBP1,867,544 (equivalent to 10% of the issued ordinary share
capital at today's date);
-- market purchases of the preference stock units of the
Company;
-- market purchases of the Company's ordinary shares up to a
maximum of 14.99% of the issued ordinary share capital (equivalent
to 11,197,799 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
-- a general meeting other than an Annual General Meeting may be
called on not less than 14 clear days' notice.
The full text of all the resolutions can be found in the Notice
of 2023 Annual General Meeting in the Company's Annual Report,
which is available for viewing at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
The poll results will shortly be available on the Company's
website at:
www.hendersonsmallercompanies.com
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 .
The poll results received in relation to each resolution were as
follows:
Poll Results for the Annual General Meeting held at 11.30 am on
Thursday 5 October 2023
7
Total
votes cast
(excluding
Total votes
votes cast withheld)
Number Number (excluding as % of Number
of votes % of votes of votes % of votes votes total voting of votes
Resolution FOR FOR AGAINST AGAINST withheld) rights withheld
To receive the
Annual Report
and audited
financial
statements for
the year ended
1 31 May 2023 20,301,364 86.83% 3,079,348 13.17% 23,380,712 31.30% 23,136
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To approve the
Directors'
Remuneration
Report for the
year ended 31
2 May 2023 23,223,290 99.56% 102,825 0.44% 23,326,115 31.23% 77,733
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To approve the
Directors'
Remuneration
3 Policy 23,215,998 99.54% 106,236 0.46% 23,322,234 31.22% 79,823
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To approve the
final dividend
of 19.0p
4 per share 23,370,086 99.96% 10,007 0.04% 23,380,093 31.30% 23,755
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To appoint Yen
Mei Lim as a
5 director 23,313,322 99.80% 47,376 0.20% 23,360,698 31.27% 43,150
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To re-appoint
Penny Freer as
6 a director 23,127,031 98.99% 236,523 1.01% 23,363,554 31.28% 40,294
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
7 To re-appoint 23,124,882 98.98% 237,350 1.02% 23,362,232 31.27% 41,616
Kevin Carter
as a director
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To re-appoint
Alexandra
Mackesy as
8 a director 23,124,927 98.98% 238,430 1.02% 23,363,357 31.28% 40,491
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
9 To re-appoint 23,126,892 98.99% 236,662 1.01% 23,363,554 31.28% 40,294
Victoria Sant
as a director
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
10 To re-appoint 23,130,687 98.99% 236,903 1.01% 23,367,590 31.28% 36,258
Michael Warren
as a director
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To re-appoint
Mazars LLP as
statutory
auditor to the
11 Company 23,329,478 99.83% 40,853 0.17% 23,370,331 31.28% 33,517
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
12 To authorise 23,355,750 99.93% 15,906 0.07% 23,371,656 31.29% 32,192
the Audit and
Risk Committee
to determine
the auditor's
remuneration
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To authorise
the directors
to allot
new ordinary
shares in an
amount of
up to 10% of
the issued
13 share capital 23,322,063 99.80% 45,951 0.20% 23,368,014 31.28% 35,834
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
14 To authorise 23,264,242 99.59% 96,690 0.41% 23,360,932 31.27% 42,916
the directors
to disapply
pre-emption
rights in
respect of
shares
issued under
resolution 13*
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To authorise
the Company to
repurchase
for
cancellation
all the
Company's
outstanding
preference
15 stock* 23,341,876 99.88% 27,157 0.12% 23,369,033 31.28% 34,815
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
16 To authorise 23,007,398 98.44% 365,420 1.56% 23,372,818 31.29% 31,030
the directors
to repurchase
ordinary
shares in an
amount of up
to 14.99% of
the issued
share capital*
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
To authorise
the calling of
a general
meeting other
than an AGM on
not less
than 14 clear
17 days' notice* 23,305,815 99.69% 72,261 0.31% 23,378,076 31.30% 25,772
--------------- ----------- ----------- ---------- ----------- --------------- --------------- ----------
* 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 3
October 2023 (74,701,796), being the time at which a shareholder
had to be registered in the register of members in order to attend
and vote at the AGM. A vote 'withheld' is not a vote in law and has
therefore not been counted as a vote 'for' or 'against' any
resolutions. The number of ordinary shares in issue at the date of
this announcement is 74,701,796. No shares are held in treasury.
Each ordinary share carries one vote.
For further information please contact:
Johana Woodruff
Janus Henderson Secretarial Services UK Ltd
Corporate Secretary to The Henderson Smaller Companies
Investment Trust plc
Telephone: 020 7818 2220
Neil Hermon
Fund Manager
The Henderson Smaller Companies Investment Trust plc
Telephone: 020 7818 4351
Harriet Hall
Investment Trust PR Manager
Janus Henderson Investors
Tel: 020 7818 2919
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END
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