Result of AGM

European Smaller Companies Tst PLC

27 November 2023

 

JANUS HENDERSON FUND MANAGEMENT UK LIMITED

THE EUROPEAN SMALLER COMPANIES TRUST PLC

LEGAL ENTITY IDENTIFIER: 213800N1B1HCQG2W4V90

27 November 2023

THE EUROPEAN SMALLER COMPANIES TRUST PLC (the 'Company')

Annual General Meeting held on 27 November 2023

The Company announces that at the 33^rd Annual General Meeting held earlier today all resolutions proposed were duly passed on a poll. This included three special resolutions:

-     Resolution 13:  to authorise the directors to allot up to 10% of the issued ordinary share capital without first offering them to existing shareholders in accordance with statutory pre-emption procedures;

-     Resolution 14:  to authorise the Company to make market purchases of its own ordinary shares;

-     Resolution 15:  to hold general meetings other than an annual general meeting on not less than 14 clear days' notice. 

The full text of the resolutions can be found in the circular to shareholders dated 16 October 2023 which can be viewed on the Company's website at: www.europeansmallercompaniestrust.com.

The poll results were as follows:

Resolution Votes for % Votes against % Total votes cast % Votes withheld 1.   Receive the annual report and financial statements for the year ended 30 June 2023 173,468,466 99.95 79,563 0.05 173,548,029 43.35 397,760 2.   Approve the Company's Remuneration Policy 172,446,850 99.63 648,741 0.37 173,095,591 43.24 850,198 3.   Approve the Directors' Remuneration Report 172,418,694 99.61 679,905 0.39 173,098,599 43.24 847,190 4.   Approve the final dividend 173,419,408 99.95 80,035 0.05 173,499,443 43.34 446,346 5.   Election of James Williams as a director 173,059,668 99.86 247,107 0.14 173,306,775 43.29 639,014 6.   Re-election of Christopher Casey as a director 151,574,698 98.33 2,569,359 1.67 154,144,057 38.51 19,801,732 7.   Re-election of Daniel Burgess as a director 170,767,909 98.52 2,568,982 1.48 173,336,891 43.30 608,898 8.   Re-election of Ann Grevelius as a director 170,525,772 98.33 2,888,584 1.67 173,414,356 43.32 531,433 9.   Re-election of Simona Heidempergher as a director 148,387,790 96.19 5,871,849 3.81 154,259,639 38.53 19,686,150 10.  Re-appointment of Ernst & Young LLP as auditor 172,907,746 99.82 303,197 0.18 173,210,943 43.27 734,846 11.  Audit Committee to determine the auditor's remuneration 173,242,765 99.93 112,941 0.07 173,355,706 43.30 590,083 12.  Authority to allot ordinary shares 173,221,398 99.88 216,680 0.12 173,438,078 43.32 507,711 13.  Authority to disapply pre-emption rights on allotment of ordinary shares* 172,658,017 99.71 498,243 0.29 173,156,260 43.25 789,529 14.  Authority to make market purchases of own shares* 171,108,363 98.64 2,364,172 1.36 173,472,535 43.33 473,254 15.  Authority to call a general meeting on 14 clear days' notice* 172,402,418 99.35 1,134,947 0.65 173,537,365 43.35 408,424

* Special resolution.

For the purposes of section 341 of the Companies Act 2006, the votes validly cast are expressed in the table above as a percentage of the Company's total voting rights as at the close of business on 23 November 2023 being the time at which a shareholder had to be registered in the register of members in order to vote at the annual general meeting.  A vote 'withheld' is not a vote in law and has not been counted as a vote 'for' or 'against' a resolution.

The number of ordinary shares in issue and total voting rights at the date of this announcement is 400,321,188.  Each share carries the entitlement to one vote per share.

A copy of the special business resolutions will be submitted to the National Storage Mechanism ('NSM') and will shortly be available for inspection on the NSM's website at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information please contact:

Colleen Sutcliffe Janus Henderson Secretarial Services UK Limited Corporate Secretary Telephone: [phone]
Harriet Hall PR Manager, Investment Trusts Janus Henderson Investors Telephone: [phone]

 

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