Notice Regarding Subscription

RNS Number : 7884J

JPMorgan Chinese Inv Tst PLC

06 April 2010

 



LONDON STOCK EXCHANGE ANNOUNCEMENT

JPMORGAN CHINESE INVESTMENT TRUST PLC

('the Company')

NOTICE REGARDING SUBSCRIPTION SHARES

Subscription Shareholders are reminded that the rights attaching to their Subscription Shares may be exercised on 15 May 2010.  This means that, if Subscription Shareholders decide to convert their Subscription Shares into Ordinary Shares on 15 May 2010, they will acquire one new JPMorgan Chinese Investment Trust plc Ordinary Share ('Ordinary Share') for 143 pence per share for each Subscription Share they convert. The current mid-market price of the Ordinary Shares and Subscription Shares is 147.25 pence per share and 24.5 pence per share respectively (as at close of business on 1 April 2010).

With effect from 16 May 2010, the price that Subscription Shareholders must pay if they wish to exercise their right to convert their Subscription Shares into Ordinary Shares will increase to 168 pence per share.  Subscription Shareholders can exercise this right on 15 May each year (until 15 May 2013, following which the rights of their Subscription Shares will lapse). 

Shareholders should note that it is the Board's intention to seek the approval of Subscription Shareholders and Ordinary Shareholders to increase the frequency of Subscription Share conversion opportunities.  The Board proposes to vary the Subscription Share Rights in order to permit Subscription Shareholders to exercise their conversion rights at 168 pence per share at any time from the date that shareholder approval is received until 15 May 2013 (following which the rights of the Subscription Shares will lapse).  During this period the Ordinary Shares arising from any conversion of Subscription Shares would be allotted on a monthly basis.  It is anticipated that the documentation in connection with the variation of Subscription Share Rights will be circulated to Ordinary and Subscription Shareholders, together with the Company's Half Year Report to 31 March 2010, towards the end of May 2010.  A special resolution in connection with the variation of Subscription Share Rights will be put to Subscription Shareholders at a Class Meeting and, on the basis that Subscription Shareholders approve the variation of the Subscription Share Rights, a special resolution will be put to Ordinary Shareholders at a General Meeting to amend the Company's articles of association to reflect the revised Subscription Share Rights.

How to convert Subscription Shares

Subscription Shareholders should only make a decision to convert their Subscription Shares after careful consideration and, if they are in any doubt about what action to take, consult a financial adviser authorised under the Financial Services and Markets Act 2000.

Subscription Shares held in certificated form

If Subscription Shareholders hold their shares in certificated form and wish to convert them and receive Ordinary Shares, they must complete and sign the notice of exercise of subscription rights (the 'Notice') which can be found on the reverse of their Subscription Share certificate, and return it to Equiniti at the address below, together with a cheque made payable to 'Equiniti Limited', by 5.00 pm on 14 May 2010,in order to benefit from the conversion price of 143 pence per share.  Their cheque should be for an amount equal to the number of Subscription Shares that they hold (or the number that they wish to convert if they do not want to convert their entire holding) multiplied by the conversion price of 143 pence per share. 

Equiniti Limited

Repayments Team

Corporate Actions

Aspect House

Spencer Road

Lancing

West Sussex

BN99 6DA

Subscription Shareholders will not be able to withdraw a completed Notice once lodged.  If Subscription Shareholders have lost their Subscription Share certificate(s), they are advised to inform Equiniti (telephone: [phone] - Calls to this number cost 8p per minute from a BT landline, other providers' costs may vary. Lines open 8.30 am to 5.30 pm, Monday to Friday) who will send them a letter of indemnity to complete.  The letter of indemnity and Notice must be completed and returned to Equiniti at the above address together with the cheque for the relevant subscription amount so as to arrive no later than 5.00 pm on 14 May 2010.

Certificates for the Ordinary Shares arising on conversion (and any balance of Subscription Shares not converted) will be posted to holders of Subscription Shares in certificated form not later than 28 May 2010.  In the meantime, any transfers will be certified against the respective registers.

If Subscription Shareholders wish to have some or all of the Ordinary Shares allotted to someone else, they will need  to complete and lodge a Form(s) of Nomination, which is available from Equiniti.  A Form of Nomination must be signed by both the registered holder of the Subscription Shares and by each person who is to receive the Ordinary shares and must be lodged with Equiniti when they lodge their Notice and payment.

Subscription Shares held in uncertificated form

If Subscription Shareholders hold their Subscription Shares in uncertificated form (i.e. in CREST) and they wish to convert them and receive Ordinary Shares, the relevant CREST Participant and Member Account IDs are:

CREST Participant ID                                    6RA40

            CREST Member Account ID                          RA107823

The USE (Unmatched Stock Event) instruction required to effect conversion should be inputted by 11:00 am and received by 1:00 pm on 14 May 2010 in order to benefit from the conversion price of 143 pence per share.  The scheduled CREST credit date for any subscription requests received by 1:00 pm on 14 May 2010 will be 28 May 2010.

It should be noted that a Form of Nomination may not be used in connection with the exercise of Subscription Share Rights attached to Subscription Shares held in uncertificated form.

Market Values

The middle market closing price of the Ordinary Shares and of the Subscription Shares of JPMorgan Chinese Investment Trust plc, as derived from the Stock Exchange Daily Official List, on the first dealing day in each of the six months before the date of this announcement,  and 1 April 2010, the latest practicable date before the date of this announcement, were:

	Ordinary Shares (pence per share)	Subscription Shares (pence per share)
2 November 2009	138.75	28.75
1 December 2009	145.00	25.50
4 January 2010	149.25	28.50
1 February 2010	130.25	18.25
1 March 2010	141.75	24.75
1 April 2010	147.25	24.50

Taxation

Under existing legislation, the exercise of Subscription Share Rights attached to Subscription Shares will not constitute a disposal for the purposes of United Kingdom taxation of capital gains.  Instead the Ordinary Shares issued on the conversion of the Subscription Shares will be treated as the same asset as the Subscription Shares from which they arise. The base cost of the Subscription Shares, if any, will be added to the relevant subscription price in computing the base cost of the Ordinary Shares acquired upon such exercise.  If Subscription Shareholders are in any doubt as to their tax position, they are advised to consult a tax professional.       

If Subscription Shareholders nominate a third party to be allotted the Ordinary Shares, such nomination will constitute a disposal for the purposes of the United Kingdom taxation and a tax professional should be consulted as to the capital gains tax, inheritance tax, stamp duty, stamp duty reserve tax and possible other taxation consequences of such a transaction.

Further details of the tax implications of converting Subscription Shares are outlined in the Prospectus dated 18 March 2008 (the 'Prospectus'), which is available on the Company's website at www.jpmchinese.co.uk.  However, if Subscription Shareholders are in any doubt, they should consult a tax professional.

General

For further information, please visit the Company's website at www.jpmchinese.co.uk.

Please note that this announcement is released for information only. It is not to be taken as a recommendation to exercise the rights attaching to the Subscription Shares or otherwise. The full terms of the Subscription Shares are contained in the Company's articles of association and set out in the Prospectus.

6 April 2010

Christopher Legg

For and on behalf of JPMorgan Asset Management (UK) Limited

Secretary - 020 7742 6000

 

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