ADC Zeros 2010 plc

Doc re. Proposals for Winding-up

RNS Number : 7282M
ADC Zeros 2010 plc
19 August 2011



19 August 2011

ADC Zeros 2010 plc and ADC Zeros 2012 plc (together the "Companies") have today posted a circular (the "Circular") to Shareholders convening the necessary Shareholder Meetings to approve the voluntary winding up of the Companies.  The Shareholder Meetings will be held on 5 September 2011.


The Companies are currently scheduled to be wound up on 30 April 2012 so as to enable the then accrued capital entitlements of the 2010 ZDP Shares and the 2012 ZDP Shares to be repaid to the extent parent company, Aberdeen Development Capital plc has assets available to meet such entitlements.  The Companies have been returning capital to their Shareholders through the Capital Return Scheme introduced in 2007.  To date, 98.6 pence per ZDP Share has been returned to ZDP Shareholders under the Capital Return Scheme. If the Companies continue in their current form any further returns made by the Companies to ZDP Shareholders in excess of 100p per share, the amount originally contributed or subscribed for the ZDP Shares, through the Capital Return Scheme would be taxed as income in the hands of UK resident individual tax payers.


After consultation with the major ZDP Shareholders, the Board has been reviewing options that would continue to provide ZDP Shareholders with returns in the form of capital, as opposed to income.  Following this review, the Board is proposing that the Companies be placed into voluntary liquidation and that future returns to ZDP Shareholders will be made by the Liquidator.  The Board has been advised that such distributions will be treated as capital receipts in the hands of a UK resident individual tax payer.  The Proposals do not involve any change to the capital entitlements of the ZDP Shareholders which will continue to accrue at the same rate up to the previous planned winding up date of 30 April 2012.


As described in the Circular, it is intended that the Companies' zero divided preference shares be suspended from listing on the Official List of the UK Listing Authority and from trading on the London Stock Exchange at 7.30 a.m. on 5 September 2011 and that listing of those shares be cancelled no later than 8.00 a.m. on 6 September 2011.


A copy of the Circular has been submitted to the National Storage Mechanism and will shortly be available for inspection at



Hugh Little

Aberdeen Asset Managers Limited

Tel: 01224 631 999

Sue Inglis

Canaccord Genuity Limited

Tel: 020 7050 6779


Unless the context otherwise requires, terms used in this announcement shall bear the meanings given to them in the circular to the Companies' shareholders dated 19 August 2011.

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