3i Smaller Quoted Co's Trust PLC
03 June 2004
3i Smaller Quoted Companies Trust plc
In accordance with Chapter 9, Paragraph 9.31 of the Listing Rules, please find
detailed below the Resolutions passed as special business at the Annual General
Meeting of 3i Smaller Quoted Companies Trust plc on Thursday 3 June 2004.
7 THAT the Directors' remuneration report be approved.
8 THAT, pursuant to Article 14(B)(2) of the Articles of Association of the Company, where they are generally
authorised for the purpose of section 80 of the Companies Act 1985, the Directors be and they are hereby
empowered pursuant to section 95 of the said Act to allot equity securities (within the meaning of section 94 of
the said Act) for cash, as if section 89(1) of the said Act did not apply to any such allotment provided that
this power shall:
(a) be limited to the allotment of equity securities:
(i) in connection with an offer of securities, open for acceptance for a period fixed by the
Directors, by way of rights to holders of ordinary shares in proportion (as near as may be) to
their holdings on a record date fixed by the Directors (subject to such exclusions or other
arrangements as the Directors may deem necessary or expedient to deal with problems under the laws
of any territory or the requirements of any regulatory body or any stock exchange in any territory
or in connection with any fractional entitlements or otherwise howsoever); and
(ii) (otherwise than pursuant to sub-paragraph (i) above) up to a maximum nominal amount of £670,481
subject to any such allotment being at a price per share which is higher than the net asset value
per share at the time of any such allotment; and
(b) unless renewed, expire 15 months after the passing of this resolution or at the conclusion of the next
Annual General Meeting of the Company, whichever is the earlier, save that the Company may prior to 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 such offer or agreement as if
the power conferred hereby had not expired.
9 THAT the Company be and is hereby authorised in accordance with section 166 of the Companies Act 1985 to make
market purchases (within the meaning of section 163 of the said Act) of ordinary shares provided that:
(i) the maximum number of ordinary shares hereby authorised to be purchased is 8,008,278 less the number of
ordinary shares, if any, that may be purchased by the Company prior to the passing of this resolution;
(ii) the minimum price which may be paid for an ordinary share shall be 25p;
(iii) the maximum price which may be paid for an ordinary share shall be not more than 5% above the average of
the market value of the ordinary shares for the five business days before the purchase is made; and
(iv) unless renewed, the authority hereby conferred shall expire at the conclusion of the Annual General
Meeting of the Company in 2005 save that the Company may, prior to such expiry, enter into a contract to
purchase ordinary shares which will or may be completed or executed wholly or partly after such expiry.
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