Gartmore Distribution Trust PLC ('GDT') (formerly Gartmore Monthly Income Trust
PLC) and GDT Securities PLC ('GDT Securities') (formerly GMIT Securities PLC)
(together the 'Group')
As previously announced by the Board of GDT Securities on 13 May 2002,
redemption proceeds have been distributed to all ZDP Shareholders on the
register of members as at 5.30 p.m. on 13 May 2002. Each ZDP Shareholder will
have received 109.37p per ZDP Share, being the full pre-determined capital
entitlement of such ZDP Shares as at 30 April 2002, in respect of 80.0 per
cent. of their holding.
However, after consultation with the Company's registrars, Lloyds TSB
Registrars ('Lloyds TSB') and a ZDP shareholder, it has come to the attention
of the Board of GDT Securities that certain proxy votes in respect of the
extraordinary general meeting of GDT Securities and separate general meeting of
ZDP shareholders of GDT Securities held on 13 May 2002 (the 'Meetings') were
not included in the proxy count by Lloyds TSB due to administrative errors.
This has led the Board of GDT Securities, following consultation with its legal
advisers, to conclude that it would not be proper for GDT Securities to proceed
further with the controlled realisation proposal. Accordingly, save for the
redemption of ZDP Shares as referred to above, the Directors propose to proceed
with their controlled realisation proposals only if the sanctioning resolutions
referred to below are passed.
The existing articles of association of GDT Securities provide that if the
Company has not redeemed those ZDP Shares elected for redemption in 2002 by 14
May 2002 the Board of GDT Securities is required to convene an extraordinary
general meeting to be held as soon as practicable thereafter at which a special
resolution would be proposed for GDT Securities to be wound-up. Weighted voting
rights will, unless the sanctioning resolutions referred to below are passed,
operate to ensure that if any ZDP Shareholder votes in favour of that
resolution the Company will indeed be wound up.
However, the Board of GDT Securities firmly believe that their proposals for a
controlled realisation of the Group's remaining income portfolio is still in
the best interests of all Shareholders as a winding-up of GDT Securities in
current circumstances could result in a lower realisation value being achieved
for the remaining income portfolio. The Board will therefore put forward, at
the extraordinary general meeting referred to above to wind up the Company,
further resolutions enabling ZDP shareholders to sanction the controlled
realisation proposals. These resolutions will also contain a provision negating
the effect of the weighted voting rights noted above so as to avoid placing GDT
Securities into liquidation should they be passed. A separate general meeting
of ZDP Shareholders will also be required at which their approval will be
sought to sanction the controlled realisation proposals.
The Board of GDT Securities will seek to recover from Lloyds TSB the costs
incurred in respect of issuing a circular and putting such resolutions to ZDP
Shareholders. A circular will be despatched to ZDP Shareholders as soon as
practicable.
Enquiries:
Ian Williams 07939 543 587
Lansons
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