Result of AGM

Sequoia Economic Infra Inc Fd Ld

01 August 2024

 

1 August 2024

Sequoia Economic Infrastructure Income Fund Limited

 (the "Company")

Result of Annual General Meeting

The Company is pleased to announce that at the Annual General Meeting (the "AGM") of the Company held at 10.00am today, 1 August 2024, each of the proposed resolutions were duly passed without amendment.

The Company had sought to ensure that as many shareholders as possible voted on the resolutions and is pleased that the percentage of total voting rights cast increased to 66.6% compared to 57.5% last year. The Board appreciated the engagement with shareholders in the lead up to the AGM and looks forward to continued dialogue.

All resolutions as set out in the notice of AGM, of which resolutions 1 to 12 were proposed as ordinary resolutions and resolutions 13 and 14 were proposed as special resolutions, were voted on by way of a poll and the results were as follows:

Resolution	For		Against
	Votes	%	Votes	%	Votes Withheld*
1.     To receive the Financial Statements and Directors' Report for the year ended 31 March 2024	1,065,064,054	99.97	277,139	0.03	55,407
2.     To approve the Directors' Remuneration as set out in the Annual Report for the year ended 31 March 2024	1,064,188,525	99.93	694,868	0.07	510,114
3.     To elect Margaret Stephens as a director of the Company	1,064,540,874	99.96	385,663	0.04	466,970
4.     To elect Paul Le Page as a director of the Company	1,048,855,689	98.50	15,983,845	1.50	553,854
5.     To re-elect James Stewart as a director of the Company	1,038,708,928	97.56	25,902,615	2.43	781,845
6.     To re-elect Timothy Drayson as a director of the Company	1,039,027,919	97.57	25,811,615	2.42	553,854
7.     To re-elect Fiona Le Poidevin as a director of the Company	1,047,332,057	98.35	17,572,359	1.65	489,091
8.     To re‑appoint Grant Thornton Limited as auditor of the Company	1,064,506,148	99.96	442,587	0.04	444,653
9.     Authorise the Directors to determine the remuneration of the Auditor	1,064,548,038	99.96	377,248	0.04	468,102
10.  To approve the Company's dividend policy	1,065,060,959	99.97	277,141	0.03	55,407
11.  That the Company continues its business as a closed‑ended investment company	1,027,263,269	96.42	38,079,407	3.57	50,712
12.  That the Directors be authorised to offer to holders of Ordinary Shares the right to elect to receive Ordinary Shares credited as fully paid, instead of case in respect of dividends declared	1,064,717,955	99.95	546,393	0.05	124,040
13.  That the company be authorised in accordance with Section 315 of the Companies (Guernsey) Law, 2008 (as amended) to make market acquisitions of its ordinary shares in accordance with the terms set out in the Notice of Annual General Meeting	1,065,053,208	99.97	280,956	0.03	59,293
14.  That the Directors be authorised to allot and issue (or sell from treasury) equity securities for cash, up to an aggregate amount not exceeding 10% of the Ordinary Shares in issue	1,030,812,773	96.76	34,478,874	3.24	101,741

*A vote withheld is not a vote in law and has not been counted in the votes for and against a resolution. 

In accordance with LR 6.4.2, details of those resolutions passed at the AGM that were not in the ordinary course of business are detailed below.

To consider and, if thought fit, to pass the following resolutions as an ordinary resolution:

11.          THAT pursuant to article 35.4 of the Articles of Incorporation of the Company (the "Articles") the Company continues its business as a closed‑ended investment company.

12.          THAT in accordance with Article 31A of the Articles, the Directors be and are hereby authorised to offer to any holders of Ordinary Shares (excluding any member holding Ordinary Shares as treasury shares) the right to elect to receive Ordinary Shares credited as fully paid, instead of cash in respect of the whole (or some part to be determined by the Directors) of all or any dividends declared or paid during the period from the date hereof and ending prior to the date of the annual general meeting of the Company to be held in 2025, on such terms as the Directors may determine.

To consider, and if thought fit, to pass the following resolutions as special resolutions:

13.          THAT the Company be and is hereby generally and unconditionally authorised in accordance with Section 315 of The Companies (Guernsey) Law, 2008 (as amended) (the "Law") to make market acquisitions (as defined in the Law) of its Ordinary Shares, provided that:

a. the maximum aggregate number of Ordinary Shares hereby authorised to be purchased is such number as represents 14.99% of the Ordinary Shares in issue immediately following the passing of this resolution;

b. the minimum price (exclusive of expenses) which may be paid for an Ordinary Share is 1 pence;

c. the maximum price (exclusive of expenses) which may be paid for an Ordinary Share shall be not more than the higher of (i) 5% above the average market value of an Ordinary Share for the five business days prior to the day the purchase is made and (ii) the value of an Ordinary Share calculated on the basis of the higher of the price quoted for the last independent trade and the highest independent bid for any number of the Ordinary Shares on the trading venue where the purchase is carried out;

d. the authority hereby conferred shall expire at the conclusion of the next annual general meeting of the Company held in 2025 or 18 months from the date of this resolution, whichever is the earlier, unless such authority is varied, revoked or renewed prior to such time; and

e. the Company may make a contract to purchase Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority and may make an acquisition of Ordinary Shares pursuant to any such contract.

14.          THAT in substitution for all existing authorities to disapply pre‑emption rights pursuant to the special resolution of the Company dated 2 August 2023 the Directors be and are hereby authorised to allot and issue (or sell from treasury) equity securities (within the meaning of the Articles) for cash, as if Article 5.1 of the Articles did not apply to any such allotment and issue, up to an aggregate amount not exceeding 10% of the Ordinary Shares in issue immediately following the passing of this resolution; provided that this authority shall expire at the conclusion of the next annual general meeting of the Company to be held in 2025 unless such authority is renewed, varied or revoked by the Company, save that the Company may prior to the expiry of such period make any offer or agreement which would or might require such shares to be issued (or sold from treasury) or rights to be granted after such expiry and the Directors may issue (or sell from treasury) such shares (or to grant rights to subscribe for or to convert any securities into shares) in pursuance of any such offer or agreement as if the authority conferred hereby had not expired.

For further information please contact:

Sequoia Investment Management Company Steve Cook Dolf Kohnhorst Randall Sandstrom Anurag Gupta	[phone]
Jefferies International Limited (Corporate Broker & Financial Adviser) Gaudi Le Roux Stuart Klein	[phone]
Teneo (Financial PR) Martin Pengelley Elizabeth Snow Faye Calow	[phone]
Sanne Fund Services (Guernsey) Limited (Company Secretary) Matt Falla Devon Jenkins	[phone]

About Sequoia Economic Infrastructure Income Fund Limited

The Company seeks to provide investors with regular, sustained, long-term distributions and capital appreciation from a diversified portfolio of senior and subordinated economic infrastructure debt investments. The Company is advised by Sequoia Investment Management Company Limited.

LEI: 2138006OW12FQHJ6PX91

 

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