JAC Jap.Acc.Rtn.Ii

TIDMJAC

RNS Number : 4550U

Close Fund Mngmt Portfolios II PCC

21 December 2011

CLOSE FUND MANAGEMENT PORTFOLIOS II PCC (THE "COMPANY")

JAPANESE ACCELERATED RETURN FUND (THE "CELL")

RESULTS OF CLASS MEETING OF THE HOLDERS OF PARTICIPATING CELL SHARES ("CLASS MEETING") AND GENERAL MEETING

In accordance with the provisions of E.2.2 of the UK Corporate Governance Code the Company advises that for the Class Meeting held on 21 December 2011 valid proxy appointments were made in respect of 6,010,193 voting shares and voting was as follows:

IT WAS RESOLVED that the Special Resolution set out in the Notice of the General Meeting of the Company to be held on Wednesday 21 December 2011 (or at any adjournment of such meeting) and any and every variation of the rights attached to the Cell Shares in the Company involved in or affected by the passing or implementation of such resolution be and are hereby approved and sanctioned. (6,010,193 votes cast, all cast in favour, none cast against and none withheld.)

In accordance with the provisions of E.2.2 of the UK Corporate Governance Code the Company advises that for the General Meeting held on 21 December 2011 valid proxy appointments were made in respect of 7,610,195 voting shares and voting was as follows:

IT WAS RESOLVED to receive the Annual Financial Report for the year ended 30 June 2011. (7,610,195 votes cast, all cast in favour, none cast against and none withheld.)

IT WAS RESOLVED to re-appoint Mr Christopher Hill as a Director. (7,610,195 votes cast, all in favour, none votes cast against and none withheld.)

IT WAS RESOLVED to re-elect Mr John Le Prevost as a director. (7,610,195 votes case, 6,360,195 votes cast in favour, 1,250,000 votes cast against and none withheld.)

IT WAS RESOLVED that:

(i) the Proposal, including the proposed transfer of the Claims to the Trustee as set out in the Circular, be and is hereby approved and that the Directors be and are hereby authorised to do all acts and take all steps as they may consider necessary and/or desirable for the purposes of giving effect to the Proposal; and

   (ii)   the Articles of Association of the Company be and are hereby amended as follows: 

(a) by inserting in Article 20 (1) after "Subject to the provisions of the Company Laws," the following:

"and subject to Article 20 (6),"

   (b)             by inserting a new Article 20(6) as follows: 

"(6) If and to the extent that the realisation and/or disposal of any asset of the Company held on account of the Cell prior to the Redemption Date is not, in the Directors' opinion, practicable, possible and/or in the best interests of the Cell, the Directors may take such steps as they consider necessary and/or desirable to procure that the relevant asset, or benefit of any claim in relation to such asset, is transferred to, and held on trust by, one or more third parties. Any such asset or claim shall, until the Redemption Date, be held on trust for the benefit of the Company on account of the Cell and, thereafter, for the benefit of those persons holding Cell Shares on or immediately prior to the Redemption Date and/or such charitable purposes as the trustee(s) may from time to time determine. The terms of any transfer of assets or claims made pursuant to this Article 20(6), and of any trust relating thereto, shall be determined by the Directors on or before the relevant day of transfer. To the extent that the Directors determine to make such a transfer, in calculating the final Net Asset Value per Cell Share on the Redemption Date, there shall be excluded from the assets any value attributed to any asset or claim so transferred and such amount shall be expressed in pence and rounded down to the nearest whole pence."

7,610,195 votes cast, all cast in favour, none votes cast against and none withheld.

For the purpose of this resolution, capitalised terms have the same meaning as set out in the Circular issued by the Company on 1 December 2011.

A copy of these resolutions has been submitted to the National Storage Mechanism and will shortly be available for viewing online at the following web-address: http://www.hemscott.com/nsm.do

For further information contact:

Anson Fund Managers Limited

Secretary

Tel: 01481 722260

21 December 2011

END OF ANNOUNCEMENT

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