Result of AGM

Acorn Income Fund Limited

(The “Company”)

(a closed-ended investment company incorporated in Guernsey with registration number 34778)

LEI: 213800UAZN7G46AHQM67

ANNUAL GENERAL MEETING STATEMENT

16 August 2019

Further to the Annual General Meeting Notice dated 10 April 2019 (the “Notice”) and sent to Members of the Company on 18 April 2019, the Annual General Meeting was held today and members voted in favour of Resolution 1 to 12. 

Whilst receiving a majority of votes for, Resolution 13 was a Special resolution which required 75% of votes to be passed but achieved 66.29% and was therefore not passed. Resolution 13 was in relation to amending Article 37.2 of the Articles of Incorporation and the Board will be considering the implication of this result.

Details of the proxy voting results which should be read along side the Notice are noted below:

Ordinary Resolution	For	Against	Abstain
1	1,818,470	9,711	0
2	1,789,719	34,848	4,000
3	1,802,907	19,244	6,416
4	1,803,157	17,608	7,416
5	1,803,157	17,608	7,416
6	1,803,157	17,608	7,416
7	1,827,945	0	236
Special Business by Ordinary Resolution
8	1,809,753	14,798	3,630
9	1,799,693	23,891	4,597
Special Business by Special Resolution	For	Against	Abstain
10	1,818,584	7,416	2,181
11	1,828,181	0	0
12	1,823,790	1,975	2,416
13	1,206,019	613,162	9,000

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 10

THAT the Directors be and are hereby empowered (pursuant to Resolution 7 or otherwise) to issue and sell from treasury up to 1,325,972 Ordinary Shares for cash otherwise than pro rata to existing Ordinary Members at:

(i)   a price equal to or greater than the prevailing Net Asset Value per Ordinary Share; or

(ii)  a discount to the prevailing Net Asset Value per Ordinary Share in circumstances where ZDP Shares are issued at the same time at a premium to Net Asset Value such that the combined effect of the issue or sale of Ordinary Shares at a discount to the prevailing Net Asset Value per Ordinary Share and the issue of ZDP Shares at a premium to Net Asset Value is that (i) Net Asset Value per Ordinary Share is thereby increased; and (ii) gearing is not thereby increased, 

PROVIDED THAT the authority hereby conferred shall expire at the conclusion of the annual general meeting of the Company to be held in 2020 unless such authority is renewed, varied or revoked by the Company in general meeting (save that the Company may at any time before such expiry make an offer or agreement which might require Ordinary Shares to be issued or sold after such expiry and the Directors may issue or sell Ordinary Shares after such expiry in pursuance of such offer or agreement as if the authority conferred hereby had not expired).

Special Resolution 11

THAT, the Company be generally and, subject as hereinafter appears, unconditionally authorised in accordance with section 315 of the Companies Law to make market acquisitions (within the meaning of section 316 of the Companies Law) of its issued Ordinary Shares, PROVIDED THAT:

(i)   the maximum aggregate number of Ordinary Shares hereby authorised to be purchased shall be 2,372,503 Ordinary Shares; 

(ii)  the minimum price (exclusive of expenses) payable by the Company for each Ordinary Share shall be £0.01; 

(iii) the maximum price (exclusive of expenses) payable by the Company for each Ordinary Share shall be the higher of (a) an amount equal to 105% of the average value of an Ordinary Share for the five business days prior to the day the purchase is made and (b) the higher of the price of the last independent trade and the highest independent bid at the time of the purchase for any number of Ordinary Shares on the trading venue where the trade is carried out;

(iv) the authority hereby conferred shall expire at the conclusion of the annual general meeting of the Company to be held in 2020 unless such authority is varied, revoked or renewed prior to such time; and

(v)  the Company may make a contract to purchase Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority and may make an acquisition of Ordinary Shares pursuant to any such contract.

Special Resolution 12

THAT, the Company be generally and, subject as hereinafter appears, unconditionally authorised in accordance with section 315 of the Companies Law to make market acquisitions (within the meaning of section 316 of the Companies Law) of its issued ZDP Shares, PROVIDED THAT:

(i)   the maximum aggregate number of ZDP Shares hereby authorised to be purchased shall be 3,184,648 ZDP Shares;

(ii)  the minimum price (exclusive of expenses) payable by the Company for each ZDP Share shall be £0.01; 

(iii) the maximum price (exclusive of expenses) payable by the Company for each ZDP Share shall be the higher of (a) an amount equal to 105% of the average value of a ZDP Share for the five business days prior to the day the purchase is made and (b) the higher of the price of the last independent trade and the highest independent bid at the time of the purchase for any number of ZDP Shares on the trading venue where the trade is carried out;

(iv) the authority hereby conferred shall expire at the conclusion of the annual general meeting of the Company to be held in 2020 unless such authority is varied, revoked or renewed prior to such time; and

(v)  the Company may make a contract to purchase ZDP Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority and may make an acquisition of ZDP Shares pursuant to any such contract.

Enquiries:

Company website: https://www.premierfunds.co.uk/investors/investments/investment-trusts/acorn-income-fund

Northern Trust International Fund Administration Services (Guernsey) Limited

Company Secretary

Tel: [phone]

Email: [e-mail]