Result of Annual General Meeting

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)

Result of Annual General Meeting
31 May 2017

At the Annual General Meeting of the Company held on 31 May 2017, all ordinary resolutions set out in the Annual General Meeting Notice sent to Shareholders dated 3 April 2017 were duly passed.

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

Ordinary Resolution	For	Discretion (voted in favour)	Against	Abstain
1	382,206,733	85,534	307,445	20,495
2	382,001,107	85,534	301,403	232,163
3	382,001,451	85,534	297,936	235,287
4	358,233,460	85,534	24,205,154	96,058
5	382,326,670	85,534	112,917	95,086
6	382,354,870	87,534	82,678	95,125
7	382,382,626	85,534	57,053	94,993
8	366,945,207	85,534	15,498,845	90,621
9	382,318,388	85,534	91,598	124,687
10	381,989,280	85,534	450,536	94,857
11	382,041,073	85,534	118,317	375,283
12	376,616,637	85,534	187,288	5,730,748
Special Resolution	For	Discretion (voted in favour)	Against	Abstain
13	362,276,686	87,534	114,026	5,753,291
14	367,968,205	85,534	131,895	45,903

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 was passed; 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 £799,366 being approximately 10 per cent of the nominal value of the issued share capital of the Company, as at 3 April 2017.

Special Resolution 14 was passed, 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) 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 Annual General Meeting of the Company to be held in 2018, or on 30 November 2018, 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.


A copy of the proxy voting for each resolution is available of the Company’s website, www.fccpt.co.uk.

All Enquiries:

The Company Secretary
Northern Trust International Fund Administration Services (Guernsey) Limited
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
 
Tel:      [phone]

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