Result of AGM

RNS Number : 6410D

India Capital Growth Fund Limited

27 June 2019

 

India Capital Growth Fund Limited

Results of 2019 Annual General Meeting held on Wednesday 26 June 2019.

All resolutions were passed by the requisite majority by a poll vote; resolutions 1 to 7 as ordinary resolutions and resolutions 8 and 9 as special resolutions.

The following votes were cast in respect of the AGM resolutions:

	Ordinary Resolutions	Total Votes For	% For	Total Votes Against	% Against	Total Votes Cast	% of Issued share capital	Votes Withheld
1.	To receive and adopt the 2018 Annual Report and Accounts	37,262,285	100.0%			37,262,285	33.1%
2.	To re-appoint Deloitte LLP as auditor and to authorise the directors to determine the remuneration of the auditor	37,256,614	100.0%			37,256,614	33.1%	5,671
3.	To approve the Directors Remuneration Report	37,170,719	99.9%	28,516	00.1%	37,198,695	33.1%	63,050
4.	To re-elect Elisabeth Scott as a director of the Company	29,208,233	86.4%	4,615,593	13.6%	33,823,826	30.1%	3,438,459
5.	To re-elect Peter Niven as a director of the Company	37,242,285	99.9%	20,000	00.1%	37,262,285	33.1%
6.	To re-elect John Whittle as a director of the Company	21,225,090	57.0%	16,037,195	43.0%	37,262,285	33.1%
7.	To authorise the Board to allot shares (within prescribed limits)	37,251,596	100.0%			37,251,596	33.1%	10,689
	Special Resolutions	Total Votes For	% For	Total Votes Against	% Against	Total Votes Cast	% of Issued share capital	Votes Withheld
8.	That, if resolution 7 is passed, pre-emption rights are disapplied in relation to allotments of equity securities up to 20% of issued share capital	34,694,944	93.8%	2,306,652	6.2%	37,001,596	32.9%	260,689
9.	That the Company be generally and unconditionally authorised to make market purchases of its own shares (within prescribed limits)	37,256,603	99.98%	5,682	00.02%	37,262,285	33.1%

The Board notes the 43% vote against the re-election of John Whittle. The Board is aware that one of the proxy advisory services recommended voting against Mr Whittle due to the number of other boards of which he is a member .  The Board has kept this under review and remains comfortable that Mr Whittle has fully sufficient time to be able to dedicate to his responsibilities as a director of India Capital Growth Fund Limited.  The board will nevertheless consult with major shareholders in accordance with the AIC Code of Corporate Governance.

NOTES:         

1.   'Total Votes For' include votes recorded as at the discretion of the appointed proxy.

2.   The 'vote withheld' option was provided to enable shareholders to refrain from voting on any particular resolution.  A vote withheld is not a vote in law and has not been counted in the calculation of the proportion of the vote 'For' and 'Against' a resolution.

3.   At the date of the AGM the issued share capital of the Company was 112,502,173 ordinary shares.

4.   The full text of the resolutions is detailed in the Notice of Meeting to be found on the Company website at www.indiacapitalgrowth.com/investor-relations/circulars

 

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