Glasgow Income Trust PLC
19 December 2007
Glasgow Income Trust PLC
19 December 2007
Glasgow Income Trust PLC (the "Company") hereby gives notification that, at the
Annual General Meeting of the Company held earlier today, Wednesday 19 December
2007, all the resolutions as set out in full in the Notice of Meeting enclosed
with the Annual Report sent out to shareholders with the Annual Report, were
duly passed.
The following resolutions were passed, Resolution 7 as an Ordinary Resolution
and Resolutions 8 and 9 as Special Resolutions as Special Business:
7. "that with effect from the time of the passing of this Resolution the
Directors be and are hereby generally and unconditionally authorised, pursuant
to Section 80 of the Companies Act 1985 as amended ("the Act"), to exercise all
the powers of the Company to allot relevant securities (as defined in said
Section 80 of the Act) up to a maximum nominal amount of £10,161,876 being equal
to approximately one third of the ordinary shares in issue, to such persons and
at such times and on such terms as they think proper during the period of five
years from the date of the passing of this Resolution and at any time thereafter
pursuant to any offer or agreement made by the Company before the expiry of this
authority so that all previous authorities of the Directors pursuant to the said
Section 80 be and they are hereby revoked."
8. "that the Directors be and are hereby empowered pursuant to Section 95 of
the Companies Act 1985 as amended ("the Act") to exercise all powers of the
Company to allot equity securities for cash, pursuant to the authority conferred
by Resolution 6 considered at this Meeting and/or in respect of an allotment of
equity securities by virtue of section 94 (3A) of the Act, as if Section 89(1)
of the Act did not apply to any such allotment, provided that this power shall
be limited to:
(i) the allotment of equity securities in connection with a rights issue or
open offer or otherwise where such securities have been offered to the holders
of ordinary shares of 25p each in the capital of the Company in proportion (as
nearly as may be) to the respective holdings of ordinary shares on a record date
fixed by the Directors where it is, in the opinion of the Directors, necessary
or expedient to deal with problems under the laws of any overseas territory or
the requirements of any regulatory body or any Stock Exchange in any overseas
territory or in connection with fractional entitlements; and
(ii) the allotment (otherwise than pursuant to (i) above) of ordinary shares up
to an aggregate nominal amount of £2,050,000 being equal to approximately 6.7%
of the ordinary shares in issue, at a price per share not less than the fully
diluted net asset value of an ordinary share in the Company calculated as at the
close of business on the immediately preceding business day, and shall, unless
renewed or extended prior to such time, expire at the completion of the Annual
General Meeting of the Company in 2008 but so that this power shall enable the
Company to make offers or agreements before the expiry of this power which would
or might require equity securities to be allotted after such expiry and the
Directors may allot equity securities in pursuance of such offers or agreements
as if the power conferred hereby had not expired and for this purpose words and
expressions defined in or for the purpose of Part IV of the Act shall bear the
same meanings in this Resolution."
9. "that the Company be and it is hereby generally and unconditionally
authorised to make market purchases of any of its own ordinary shares in such
manner and upon such terms as the Directors of the Company may from time to time
determine, provided that:
(i) the maximum aggregate nominal value of the ordinary shares hereby
authorised to be acquired shall be limited to £4,569,795, being equal to
approximately 14.99% of the ordinary shares in issue;
(ii) the maximum price which may be paid for any ordinary shares shall not
exceed an amount equal to 105% of the average of the market values of such
ordinary shares for the five business days before the purchase is made and the
minimum price shall be 25p per ordinary share (in each case exclusive of
expenses); and
(iii) the authority hereby conferred shall expire (unless previously revoked or
renewed) at the close of business on 19 December 2008 or at the conclusion of
the next Annual General Meeting of the Company held after the passing of this
Resolution, whichever is the later, provided that the Company may before such
expiry make any contract or purchase for ordinary shares which would or might be
executed wholly or partly after the expiry of such authority and the Company may
make such a purchase in pursuance of such contract as if the authority hereby
conferred had not expired."
END
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