TIDMCLIG

RNS Number : 4372P

City of London Investment Group PLC

18 October 2021

City of London Investment Group plc

("City of London" or the "Company")

Result of Annual General Meeting

City of London announces that, at the Annual General Meeting ("AGM") of the Company held on 18 October 2021, the resolutions set out in the Notice of AGM dated 9 September 2021 were passed following a poll on each resolution.

Resolutions 1 to 17 were passed as Ordinary Resolutions and resolutions 18 to 22 were passed as Special Resolutions. The table below details votes cast on each resolution.

 
                                  Votes For      %      Votes Against    %     Total Votes   Votes Withheld     % of 
                                                                                (excluding                     Issued 
                                                                                withheld)                       Share 
                                                                                                               Capital 
                                                                                                                Voted 
 Ordinary Resolutions 
 Resolution 1: To receive the 
  Directors' report and 
  accounts                        24,746,884   100.00        540        0.00   24,747,424          0           48.83 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 2: To approve the 
  Directors' Remuneration 
  Report                          22,968,627   92.89      1,757,125     7.11   24,725,752        17,339        48.79 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 3: The declare a 
  final dividend of 22p per 
  Ordinary 
  Share of 1p each in the 
  Company 
  ("Ordinary Shares"), payable 
  on 29 October 2021              24,746,956   100.00        468        0.00   24,747,424          0           48.83 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 4: To appoint Rian 
  Dartnell as a Director          23,933,388   96.73       809,754      3.27   24,743,142        3,426         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 5: To appoint Tazim 
  Essani as a Director            24,737,257   99.98        5,886       0.02   24,743,143        3,425         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 6: To appoint 
  George 
  Karpus as a Director            23,339,838   97.91       498,929      2.09   23,838,767       726,984        47.04 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 7: To appoint 
  Daniel 
  Lippincott as a Director        24,738,268   99.98        4,540       0.02   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 8: To re-appoint 
  Barry Aling as a Director       24,596,573   99.41       146,235      0.59   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 9: To re-appoint 
  Mark Dwyer as a Director        24,737,480   99.98        5,328       0.02   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 10: To re-appoint 
  Thomas Griffith as a Director   24,543,235   99.19       199,573      0.81   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 11: To re-appoint 
  Barry Olliff as a Director      20,858,832   93.52      1,445,035     6.48   22,303,867      1,955,002       44.01 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 12: To re-appoint 
  Peter Roth as a Director        24,426,585   98.72       316,223      1.28   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 13: To re-appoint 
  Jane Stabile as a Director      24,285,678   98.15       457,130      1.85   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 14: To re-appoint 
  Carlos Yuste as a Director      24,543,235   99.19       199,573      0.81   24,742,808        3,693         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 15: To re-appoint 
  RSM UK Audit LLP as auditors 
  of the Company                  24,742,549   99.98        4,540       0.02   24,747,089         268          48.83 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 16: To authorise 
  the Audit & Risk Committee 
  of the Company to fix the 
  remuneration 
  of the auditors                 24,742,549   99.98        4,540       0.02   24,747,089         268          48.83 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 17: To authorise 
  the Directors to allot shares   24,284,748   98.13       462,341      1.87   24,747,089         268          48.83 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Special Resolutions 
 Resolution 18: To authorise 
  the Employee Benefit Trust 
  to hold Ordinary Shares up 
  to a maximum aggregate of 10% 
  of the issued Ordinary Share 
  capital of the Company          24,737,847   99.98        5,024       0.02   24,742,871        3,643         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 19: Authority to 
  disapply rep-emption rights     24,261,839   98.09       473,001      1.91   24,734,840        10,068        48.81 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 20: Additional 
  authority 
  to disapply pre-emption 
  rights                          24,278,507   98.11       468,582      1.89   24,747,089         268          48.83 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 21: To authorise 
  the Company to make market 
  purchases of Ordinary Shares    21,779,161   96.08       887,764      3.92   22,666,925         268          44.73 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 Resolution 22: To authorise 
  the Directors to call a 
  general 
  meeting, other than an AGM, 
  on not less than 14 clear 
  days' 
  notice                          23,968,636   96.88       772,750      3.12   24,741,386        4,431         48.82 
                                 -----------  -------  --------------  -----  ------------  ---------------  --------- 
 

Notes:

 
      1) Following the completion of the merger with Karpus Management, Inc. on 1 October 2020, 
       the Company has a "Controlling Shareholder Group", which has agreed to limit their voting 
       rights to the lower of: (i) the number of shares held by them; and (ii) 24.99 per cent. 
       of the votes cast on any resolution by all shareholders. The Controlling Shareholder Group 
       cast votes in excess of 24.99 per cent. of the votes cast on the resolutions by all shareholders 
       and, accordingly, the number of votes stated above as being cast "in favour", "against" 
       and those "withheld" have been reduced accordingly. 
      2) The total number of Ordinary Shares of 1p each in the Company in issue at close of 
       business on 14 October 2021 and the number used for the percentage of issued share capital 
       voted was 50,679,095. 
      3) The percentage of issued share capital voted calculation uses total votes cast (including 
       votes withheld) as adjusted per the Controlling Shareholder Group calculation detailed 
       in point 1, above. 
      4) The votes "for" include those giving the Chair of the AGM discretion. 
      5) Votes "for" and "against" are expressed as a percentage of the total votes cast (excluding 
       votes withheld). 
      6) The percentages above are rounded to two decimal places. 
      7) A vote withheld is not a vote in law and is not counted in the calculation of votes 
       "for" or "against" a resolution. 
 

Resolutions 4, 5, 8, 12 and 13 related to the re-election of the Independent Directors. Under the Listing Rules, because the Controlling Shareholder Group together control in concert more than 30 per cent. of the voting rights of the Company (even though they have agreed to limit their voting rights as stated above), the re-election of an Independent Director by shareholders must be approved by a majority of both: (i) the shareholders of the Company; and (ii) the independent shareholders of the Company (that is, the shareholders of the Company entitled to vote on the election of Independent Directors who are not part of the Controlling Shareholder Group). The Company has separately counted the number of votes cast by the independent shareholders in favour of resolutions 4, 5, 8, 12 and 13 and has determined that, in each case, the second threshold referred to in (ii) above has also been met. Notes 4 to 7 above also apply to the following table.

 
 Resolution                        Votes For      %     Votes Against    %     Votes Total   Votes Withheld 
                                                                                (excluding 
                                                                                withheld) 
 Resolution 4: To appoint Rian 
  Dartnell as a Director           15,158,526   94.93      809,754      5.07   15,968,280        3,426 
                                  -----------  ------  --------------  -----  ------------  --------------- 
 Resolution 5: To appoint Tazim 
  Essani as a Director             15,962,395   99.96       5,886       0.04   15,968,281        3,425 
                                  -----------  ------  --------------  -----  ------------  --------------- 
 Resolution 8: To re-appoint 
  Barry Aling as a Director        15,821,778   99.08      146,235      0.92   15,968,013        3,693 
                                  -----------  ------  --------------  -----  ------------  --------------- 
 Resolution 12: To re-appoint 
  Peter Roth as a Director         15,651,790   98.02      316,223      1.98   15,968,013        3,693 
                                  -----------  ------  --------------  -----  ------------  --------------- 
 Resolution 13: To re-appoint 
  Jane Stabile as a Director       15,510,883   97.14      457,130      2.86   15,968,013        3,693 
                                  -----------  ------  --------------  -----  ------------  --------------- 
 

In accordance with Listing Rule 9.6.2R, copies of the resolutions comprising special business have been made available for inspection on the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information, please visit www.clig.com or contact:

Tom Griffith (CEO)

City of London Investment Group PLC

Tel: 001 610 380 0435

Martin Green/Pippa Hamnett

Zeus Capital Limited

Financial Adviser & Broker

Tel: +44 (0)20 3829 5000

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October 18, 2021 12:04 ET (16:04 GMT)

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