Result of AGM
BACIT LIMITED
(aregistered closed-ended collective investment scheme incorporated as a
non-cellular company limited by shares under the laws of Guernsey with
registration number 55514
("the Company")
RESULT OF ANNUAL GENERAL MEETING ("AGM")
8 SEPTEMBER 2014
The Board of BACIT Limited is pleased to announce that at the AGM held on 8
September, all fourteen resolutions as set out in the Notice dated 28 July 2014
were duly passed by way of a show of hands.
The proxy votes received on each resolution proposed at the AGM were as
follows. A vote withheld is not a vote in law and has not been counted in the
votes for and against a resolution.
Ordinary Resolutions For Against Vote
Withheld
1. That the Annual Audited Financial 100,942,742 172,172 0
Statements of the Company for the year
ended 31 March 2014, together with the
Reports of the Directors and the Auditors
thereon, be received and considered.
2. That Deliotte LLPbe re-appointed as 100,934,030 172,172 8,712
Auditors until the conclusion of the next
annual general meeting.
3. That the Board of Directors be authorised 93,511,073 7,603,841 0
to determine the remuneration of the
Auditors.
4. That Jeremy Tigue be re-elected as a 101,111,524 0 3,390
Director.
5. That Tom Henderson be re-elected as a 100,216,481 895,043 3,390
Director.
6. That Peter Hames be re-elected as a 101,111,524 0 3,390
Director.
7. That Colin Maltby be re-elected as a 101,056,297 55,227 3,390
Director.
8. That Nicholas Moss be re-elected as a 100,939,352 55,227 120,335
Director.
9. That Jon Moulton be re-elected as a 101,047,585 63,939 3,390
Director.
10. That Martin Thomas be re-elected as a 100,254,996 856,528 3,390
Director.
11. That the Directors' Remuneration Report 100,974,404 3,390 137,120
contained in the Annual Audited Financial
Statements of the Company for the year
ended 31 March 2014 be approved.
12. That the Directors be generally and 101,113,494 1,420 0
unconditionally authorised to allot and
issue, grant rights to subscribe for, or to
convert securities into, up to 126,990,289
ordinary shares (being 33.33 per cent. of
the Company's shares in issue as at the
latest practicable date prior to the date
of publication of this document) for the
period expiring on the date falling fifteen
months after the date of passing of this
Resolution 12 or the conclusion of the next
annual general meeting of the Company,
whichever is the earlier, save that the
Company may before such expiry make an
offer or agreement which would or might
require shares to be allotted and issued
after such expiry and the Directors may
allot and issue shares in pursuance of such
an offer or agreement as if the authority
had not expired.
Special Resolution For Against Vote
Withheld
13. That the Company be and is hereby generally 101,074,979 39,935 0
and unconditionally authorised in
accordance with section 315 of the
Companies (Guernsey) Law, 2008, as amended
(the "Companies Law"), to make market
acquisitions (as defined in the Companies
Law) of its shares (either for the
retention as treasury shares for future
resale or transfer or cancellation),
PROVIDED THAT:
a. the maximum number of shares authorised
to be purchased shall be 57,108,104
ordinary shares (being 14.99 per cent. of
the shares in issue as at the latest
practicable date prior to the date of
publication of this document);
b. the minimum price (exclusive of
expenses) which may be paid for a share
shall be 1 penny;
c. the maximum price which may be paid for
a share is an amount equal to the higher
of: (a) 105 per cent. of the average of the
middle market quotations for a share on the
relevant market for the five business days
immediately preceding the date on which the
share is purchased; and (b) the higher of
(i) the price of the last independent trade
for a share and (ii) the highest current
independent bid for a share at the time of
purchase; and
d. the authority hereby conferred shall
expire at the annual general meeting of the
Company in 2015 unless such authority is
varied, revoked or renewed prior to such
date by a special resolution of the Company
in general meeting."
Extraordinary Resolution For Against Vote
Withheld
14. That, in accordance with Article 6.7 of the 93,509,653 7,605,261 0
Articles, the Directors be empowered to
allot and issue (or sell from treasury)
38,097,467 ordinary shares (being 10 per
cent. of the shares in issue as at the
latest practicable date prior to the date
of this notice) for cash as if Article 6.2
of the Articles did not apply to the
allotment and issue (or sale from treasury)
for the period expiring on the date falling
fifteen months after the date of passing of
this Resolution 14 or the conclusion of the
next annual general meeting of the Company,
whichever is the earlier, save that the
Company may before such expiry make offers
or agreements which would or might require
shares to be allotted and issued (or sold)
after such expiry and the Directors may
allot and issue (or sell) shares in
pursuance of any such offer or agreement
notwithstanding that the power conferred by
this Resolution 14 has expired.
In accordance with Listing Rule 9.6.3, a copy of the Extraordinary and Special
resolutions passed at the Annual General Meeting have been submitted to the
National Storage Mechanism and will shortly be available for inspection at:
www.morningstar.co.uk/uk/NSM
Enquiries:
Northern Trust International Fund Administration Services (Guernsey) Limited
The Company Secretary
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
Tel: 01481 745381