EGM Circular

Govett Emerging Markets Inv Tst PLC 15 June 2000 Govett Emerging Markets Investment Trust PLC Despatch of circular to shareholders regarding Extraordinary General Meetings of the Company On 26 May 2000, Govett Emerging Markets Investment Trust PLC (the 'Company') announced that it had received a requisition from Shareholders holding some 13.7 per cent. of the issued share capital of the Company (the 'requisitionists'). The requisitionists propose that the Directors be required, within two months of the general meeting requisitioned by them, to put forward proposals to Shareholders which would include an opportunity to realise their investment. The Company announces that it has duly despatched a circular to shareholders convening the meeting required (the 'Second EGM'), Having, however, considered their proposal, and having consulted with the Company's principal Shareholders, the Board believes that the requisitionists' proposal is poorly timed, costly and against the interests of other investors in the Company. They also believe it to be unrealistic. The Board, therefore, is recommending that Shareholders vote against the requisitionists' resolution which will be proposed at the Second EGM. The Board instead proposes that the Company should continue in its current form and that Shareholders be allowed to consider the Company's future in a year's time and at regular intervals thereafter (the 'Recommended Proposal'). The Board believes that, should Shareholders wish to realise their investment at that time, better values are likely to be obtained, at lower cost, than would be possible in the short term. In the meantime, Shareholders would be able to retain a continued investment in a sector which the Directors believe is showing an opportunity for growth. This Recommended Proposal is put forward as an ordinary resolution at a separate Extraordinary General Meeting (the 'First EGM'). The First EGM is to be held at 10.00 a.m. on Friday 7 July 2000. The Second EGM is to be held immediately following the First EGM to consider the requisitionists' resolution. Details of the Recommended Proposal The Board's Recommended Proposal is that the Board be required, at the Annual General Meeting to be held this year, to put forward a proposal to amend the Company's Articles such that: - the Continuation Vote of the Company, currently scheduled in the Articles for any time in 2003, be brought forward to July 2001; - the continuation vote be in the form of an ordinary resolution (which, if not passed, will lead to the Board bringing forward a special resolution for winding up the Company). The existing Articles require a special resolution for winding up; and - further continuation votes be held every three years thereafter. Enquiries: AIB Govett Asset Management Limited 020 7378 7979 John Murray Charles Lillis Deutsche Bank 020 7545 8000 Simon Colson Mark Bloomfield
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