F&C Com Pty Tst Ltd Result of AGM
June 06 2018 - 10:30AM
UK Regulatory
TIDMFCPT
F&C Commercial Property Trust Limited
(a closed-ended collective investment scheme established as a company with
limited liability
under the laws of Guernsey with registered number 50402)
LEI Number: 213800A2B1H4ULF3K397
(The "Company")
6 June 2018
RESULT OF ANNUAL GENERAL MEETING
At the Annual General Meeting of the Company held on, all Ordinary Resolutions
set out in the Annual General Meeting Notice sent to Shareholders dated 16
April 2018 were duly passed.
Details of the proxy voting results which should be read along side the Notice
are noted below:
Ordinary For Discretion Against Abstain
Resolution (voted in favour)
1 360,036,847 122,024 31,923 14,991
2 359,637,001 122,024 251,096 195,664
3 354,484,617 122,024 5,567,348 31,796
4 357,462,390 125,590 2,529,654 88,150
5 357,448,715 125,590 2,551,410 80,070
6 357,479,711 125,590 2,511,898 88,586
7 357,487,748 125,590 2,510,577 81,870
8 341,582,326 125,590 16,020,741 2,477,127
9 357,475,680 125,590 2,540,987 63,528
10 359,533,327 122,024 378,966 171,469
11 359,666,269 122,024 112,236 305,256
12 354,129,509 122,024 5,671,139 283,113
Special For Discretion Against Abstain
Resolution (voted in favour)
13 354,018,655 122,024 202,603 5,862,503
14 359,855,503 122,024 125,569 102,688
15 339,851,129 122,024 119,526 20,113,107
Note - A vote withheld is not a vote in law and has not been counted in the
votes for and against a resolution.
The Special Resolutions were as follows:
Special Resolution 13
That the Directors of the Company be and they are hereby generally empowered,
to allot ordinary shares in the Company or grant rights to subscribe for, or to
convert securities into, ordinary shares in the Company ("equity securities")
for cash, including by way of a sale of ordinary shares held by the Company as
treasury shares, as if any pre-emption rights in relation to the issue of
shares as set out in the listing rules made by the Financial Conduct Authority
under Part VI of the Financial Services and Markets Act 2000 (as amended) did
not apply to any such allotment of equity securities, provided that this power:
(a) expires at the conclusion of the next Annual General Meeting of the Company
after the passing of this resolution or on the expiry of 15 months from the
passing of this resolution, whichever is the earlier, save that the Company
may, before such expiry, make an offer or agreement which would or might
require equity securities to be allotted after such expiry and the Directors
may allot equity securities in pursuance of any such offer or agreement as if
the power conferred hereby had not expired; and
(b) shall be limited to the allotment of equity securities up to an aggregate
nominal value of GBP799,366 being approximately 10 per cent of the nominal value
of the issued share capital of the Company, as at 16 April 2018.
Special Resolution 14
That the Company be authorised, in accordance with section 315 of The Companies
(Guernsey) Law, 2008 (as amended), to make market acquisitions (within the
meaning of section 316(1) of The Companies (Guernsey) Law, 2008 (as amended))
of ordinary shares of 1p each ("Ordinary Shares") (either for retention as
treasury shares for future resale or transfer, or cancellation), provided that:
(a) the maximum number of Ordinary Shares hereby authorised to be purchased
shall be 14.99 per cent of the issued Ordinary Shares on the date on which this
resolution is passed;
(b) the minimum price which may be paid for an Ordinary Share shall be 1p
(exclusive of expenses);
(c) the maximum price (exclusive of expenses) which may be paid for an Ordinary
Share shall be the higher of (i) 105 per cent of the average of the middle
market quotations (as derived from the Daily Official List) for the Ordinary
Shares for the five business days immediately preceding the date of purchase;
and (ii) the higher of the last independent trade and the highest current
independent bid on the trading venue which the purchase is carried out; and
(d) unless previously varied, revoked or renewed, the authority hereby
conferred shall expire at the conclusion of the next Annual General Meeting of
the Company after the passing of this resolution, or on 30 November 2019,
whichever is the earlier, save that the Company may, prior to such expiry,
enter into a contract to purchase Ordinary Shares under such authority which
will or may be executed wholly or partly after the expiration of such authority
and may make a purchase of Ordinary Shares pursuant to any such contract.
Special Resolution 15
That, the articles of incorporation presented at the meeting and initialled by
the Chairman of the meeting for the purpose of identification be adopted as the
articles of incorporation of the Company in substitution for, and to the
exclusion of, the existing articles of incorporation.
Enquiries:
Northern Trust International Fund Administration Services (Guernsey) Limited
The Company Secretary
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
Tel: 01481 745001
END
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