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Gartmore Growth Opps (GGOR)

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Tuesday 26 October, 2010

Gartmore Growth Opps

Result of AGM


Gartmore Growth Opportunities plc

Result of the Annual General Meeting of Gartmore Growth Opportunities plc held
on 26 October 2010:

All of the resolutions put to shareholders at the Meeting were passed.
Resolutions 1 to 6 (ordinary resolutions) were passed by show of hands and
resolutions 7 to 11 (special resolutions) were passed by poll.

Proxy votes lodged with the Registrar in respect of each resolution that was
passed on a show of hands and poll results (which were the same as the proxy
votes lodged) for the remaining resolutions were as follows:

         Resolution           Votes For       Votes Against      Votes Withheld
                                                                               
                    (including votes at                                        
                      the discretion of                                        
                          the Chairman)                                        
                                                                               
                 1.           4,769,553                   0                   0
                                                                               
                 2.           4,750,690              11,136               7,727
                                                                               
                 3.           4,233,422             535,431                 700
                                                                               
                 4.           4,232,883             535,970                 700
                                                                               
                 5.           4,238,852             530,001                 700
                                                                               
                 6.           4,768,713                 840                   0
                                                                               
                 7.           4,004,448             759,225               5,880
                                                                               
                 8.           4,756,546              11,254               1,753
                                                                               
                 9.           4,761,030               7,354               1,169
                                                                               
                10.           4,764,606               2,494               2,453
                                                                               
                11.           4,747,002              16,811               5,740

The resolutions were as follows:

Ordinary Business

1. to receive the Report of the Directors and the Accounts for the year ended
30 June 2010, together with the Report of the Auditors;

2. to approve the Directors' Remuneration Report for the year ended 30 June
2010;

3. to re-appoint Mr David Cade as a Director;

4. to re-appoint Mr Ian Dighé as a Director;

5. to re-appoint Mr Allan Jenkins as a Director; and

6. to re-appoint KPMG Audit Plc as Auditors and to authorise the Directors to
fix their remuneration.

Special Business

The following Special Resolutions were passed at the Annual General Meeting
held on 26 October 2010:

7. That in substitution of all subsisting authorities and powers to the extent
unused:

(A) the Directors of the Company be generally and unconditionally authorised in
accordance with Section 551 of the Companies Act 2006 (the Act), to exercise
all powers of the Company to allot shares in the Company or to grant rights to
subscribe for or to convert any security into shares in the Company up to an
aggregate nominal value of £252,769 provided that:

(i) the maximum number of Ordinary shares which may be allotted pursuant to
this authority will be 11,073,864; and

(ii) the maximum number of C Shares and/or C1 Shares which may be allotted
pursuant to this authority will be 100,000,000 in aggregate.

This authority shall expire on the earlier of the date falling 15 months after
the passing of this resolution and the conclusion of the Annual General Meeting
to be held in 2011 (unless previously revoked, varied or extended by the
Company in general meeting), but so that such authority shall allow the Company
to make offers or agreements before the expiry of such authority which would or
might require shares to be allotted or rights granted after such expiry and the
Directors of the Company may allot such shares or grant such options in
pursuance of such offer or agreement as if the authority conferred hereby had
not expired; and

(B) the Directors of the Company be and they are hereby empowered, pursuant to
Sections 570 and 571 of the Act, to allot equity securities (within the meaning
of Section 560 of the Act) or make offers or agreements to allot equity
securities for cash pursuant to the authority conferred by paragraph (A) of
this resolution and to sell equity securities that are held by the Company in
treasury as if Section 561 of the Act did not apply to any such allotments and
sales provided that this power shall be limited in the case of new issues of
Ordinary shares, to the allotment of such equity securities at a price not less
than the Dealing Value per Ordinary share as calculated for the Dealing Date
(as such terms are defined in the Company's Articles of Association) on which
such Ordinary shares are allotted.

This power shall expire on the earlier of the date falling 15 months after the
passing of this resolution and the conclusion of the Annual General Meeting to
be held in 2011 (unless previously revoked, varied or extended by the Company
in general meeting), except that the Company may before such expiry make offers
or agreements which would or might require equity securities to be allotted or
sold after such expiry.

8. That the Company be entitled until the conclusion of the next Annual General
Meeting of the Company to sell Ordinary shares from treasury at a discount to
the prevailing net asset value per Share provided that: (i) the discount at
which the Ordinary shares are sold is narrower than the weighted average
discount at which they were acquired; and (ii) that the purchase price is not
at a discount to the prevailing market price of an Ordinary share at the time
of such sale.

9. That in substitution for any prior authorisation, the Company be generally
and, subject as hereinafter appears, be unconditionally authorised in
accordance with Section 701 of the Act to make market purchases (within the
meaning of Section 693 of the Act) of Ordinary shares (including Ordinary
shares tendered for redemption in accordance with the Company's Articles of
Association) provided that:

(i) the maximum number of the Ordinary shares hereby authorised to be
repurchased shall be 14.99% of the Company's issued share capital at the close
of business on 26 October 2010, the date of the Annual General Meeting;

(ii) the minimum price which may be paid for an Ordinary share shall be 0.025p;

(iii) the maximum price (exclusive of expenses) which may be paid for an
Ordinary share shall not be more than the lower of (a) the amount determined by
the rules of the UK Listing Authority at the time of purchase (which currently
set a maximum equal to 5% above the average of the market value of the Ordinary
shares as derived from the Daily Official List of the London Stock Exchange for
the five business days before the purchase is made or the higher of (i) the
price of the last independent trade and (ii) the highest current independent
bid at the time of purchase), and (b) the Dealing Value per Ordinary share (as
such term is defined in the Company's Articles of Association) on a date
determined by the Directors of the Company being not more than ten days before
the day on which the purchase is made; and

(iv) unless renewed, the authorities hereby conferred shall expire on the
earlier of the date falling 15 months after the passing of this resolution and
the conclusion of the Annual General Meeting to be held in 2011 (unless
previously revoked, varied or extended by the Company in general meeting), save
that the Company may, prior to such expiry, enter into a contract to repurchase
Ordinary shares which will or may be completed or executed wholly or partly
after such expiry.

10. That the new Articles of Association of the Company laid before the Meeting
and initialled by the Chairman for the purposes for identification be approved
and adopted as the Company's Articles of Association, in substitution for and
to the exclusion of all previous versions of the Articles of Association with
effect from the conclusion of the Annual General Meeting.

11. That a general meeting, other than an annual general meeting, may be called
on not less than 14 clear days' notice.

This announcement will be made available on the National Storage Mechanism
website: http://www.hemscott.com/nsm.do

Gartmore Investment Limited

26 October 2010


                                                                                             

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