Result of General Meeting
18 May 2010
Manchester & London Investment Trust plc (the "Company")
Result of General Meeting
Following the General Meeting of the Company which was held today, the Board is
pleased to announce that the following resolution put to shareholders was
passed on a show of hands:
i. the proposed Acquisition by the Company of the whole of the issued and to
be issued share capital of Stakeholders' Momentum Investment Trust plc, on
the terms and subject to the conditions of the Offer set out in the Offer
Document dated 28 April 2010 (a copy of which document is produced to the
meeting and signed for the purposes of identification by the Chairman of
the meeting) or on the terms and subject to the conditions of any amended,
extended, revised, renewed, additional or other offer or offers approved by
the Directors of the Company (or any duly constituted committee thereof)
(the "Offer") be and is hereby approved and the Directors of the Company
(or any duly constituted committee thereof) be and are hereby authorised to
waive or extend any of the terms and conditions of the Offer and to do all
such things as they may consider necessary or desirable in connection with
the Offer provided that no material changes to the terms of the Offer will
be made without seeking further approval from MLIT Shareholders;
ii. the adoption by the Company of a new investment policy which is the same as
the existing published investment policy save that MLIT may invest up to 50
per cent. of its gross assets in other investment companies;
iii. the purchase pursuant to the Offer by the Company on the terms set out in
the Circular of 2,347,532 SMIT Shares from Manchester & Metropolitan
Investment Limited and 271,730 SMIT Shares from the B S Sheppard 1991
Settlement be and is hereby approved for the purposes of section 190 of the
Companies Act 2006;
iv. the purchase pursuant to the Offer by the Company on the terms set out in
the Circular of 2,347,532 SMIT Shares from Manchester & Metropolitan
Investment Limited and 271,730 Shares from the B S Sheppard 1991
Settlement, being related party transactions for the purposes of the
Listing Rules, be and is hereby approved; and
v. in substitution for any existing and unexercised authorities, the Directors
be and they are hereby generally and unconditionally authorised for the
purposes of section 549 of the Companies Act 2006 (the "Act"), to exercise
all the powers of the Company to allot shares in connection with the Offer
and otherwise to such persons at such times and on such terms as the
Directors think fit, up to an aggregate nominal amount of £1,625,000. The
authorities conferred by this resolution shall expire on the earlier of the
date following 15 months after the passing of this resolution and the
conclusion of the annual general meeting of the Company to be held in 2010
(save that the Company may before such expiry make any offer or agreement
which would or might require relevant securities to be allotted after such
expiry and the Directors may allot relevant securities in pursuance of any
such offer or agreement as if the authority had not expired).
The total of proxy votes lodged prior to the meeting in respect of the
resolution was as follows:
Votes in favour: 3,826,332 (21.86%)
Votes against: 1,000 (0.01%)
Withheld votes: 24,300 (0.14%)
Total votes: 3,851,632 (22.00%)
Under listing rule 9.6.2 a copy of the resolution will be submitted to the UK
Listing Authority, and will shortly be available via the UK Listing Authority's
document viewing facility, which is situated at:
Financial Services Authority
25 The North Colonnade
Canary Wharf
London E14 5HS
Tel: 020 7066 1000
All capitalised terms used in this announcement, but not otherwise defined,
shall have the same meaning as those contained in the circular to MLIT
Shareholders dated 28 April 2010.
For further information, please contact:
Peter Stanley, Chairman
Manchester & London Investment Trust plc
Telephone: 0161 242 8246
Mark Sheppard
Midas Investment Management Ltd
Telephone: 0161 242 2895
David Floyd, Rachel Rees
Fairfax I.S. PLC
Tel: 020 7598 5368
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