JANUS HENDERSON FUND MANAGEMENT UK LIMITED
HENDERSON EUROPEAN TRUST PLC
LEGAL ENTITY IDENTIFIER: 213800GS89AL1DK3IN50
29 January 2025
HENDERSON EUROPEAN TRUST PLC
Annual General Meeting of the Company
held on Wednesday, 29 January 2025
Henderson European Trust plc (the 'Company') announces that at the Annual General Meeting held earlier today all resolutions proposed were duly passed on a poll. This included:
As an ordinary resolution:
§ Resolution 11: To authorise the directors to allot new ordinary shares up to 10% of the issued ordinary share capital;
As special resolutions:
§ Resolution 12: to authorise the directors to allot or sell from treasury up to 10% of the issued ordinary share capital without first offering them to existing shareholders in accordance with statutory pre-emption rights;
§ Resolution 13: to authorise the Company to make market purchases of up to 14.99% of the Company's issued ordinary share capital;
§ Resolution 14: to hold general meetings other than an annual general meeting on not less than 14 clear days' notice;
§ Resolution 15: to cancel the share premium account, subject to High Court approval.
The full text of the resolutions can be found in the Notice of Annual General Meeting dated 11 December 2024 in the Annual Report for the year ended 30 September 2024 which can be viewed on the Company's website at: www.hendersoneuropean.com.
The poll results were as follows:
Resolution |
Number of votes FOR |
% of votes FOR |
Number of votes AGAINST |
% of votes AGAINST |
Total votes cast |
% Issued Share Capital |
Votes withheld |
||
Ordinary |
|
||||||||
1. |
To receive the Annual Report and the audited financial statements for the year ended 30 September 2024 |
144,748,291 |
99.84 |
239,016 |
0.16 |
144,987,307 |
45.44% |
98,471 |
|
2. |
To approve the Directors' Remuneration Report for the year ended 30 September 2024 |
144,204,896 |
99.59 |
597,577 |
0.41 |
144,802,473 |
45.38% |
283,305 |
|
3. |
To approve a final dividend of 1.30p per ordinary share |
144,656,177 |
99.84 |
234,276 |
0.16 |
144,890,453 |
45.41% |
195,325 |
|
4. |
To elect Stephen King as a director of the Company |
144,589,930 |
99.79 |
301,184 |
0.21 |
144,891,114 |
45.41% |
194,664 |
|
5. |
To elect Rutger Koopmans as a director of the Company |
144,573,657 |
99.78 |
317,457 |
0.22 |
144,891,114 |
45.41% |
194,664 |
|
6. |
To re-elect Victoria (Vicky) Hastings as a director of the Company |
144,384,120 |
99.67 |
473,298 |
0.33 |
144,857,418 |
45.40% |
228,360 |
|
7. |
To re-elect Marco Maria Bianconi as a director of the Company |
144,149,338 |
99.48 |
751,476 |
0.52 |
144,900,814 |
45.41% |
184,964 |
|
8. |
To re-elect Melanie Blake as a director of the Company |
144,429,193 |
99.67 |
471,621 |
0.33 |
144,900,814 |
45.41% |
184,964 |
|
9. |
To re-appoint Ernst & Young LLP as the statutory auditor of the Company |
144,416,291 |
99.72 |
406,605 |
0.28 |
144,822,896 |
45.39% |
262,882 |
|
10. |
To authorise the Audit and Risk Committee to determine the statutory auditor's remuneration |
144,552,218 |
99.81 |
281,344 |
0.19 |
144,833,562 |
45.39% |
252,216 |
|
11. |
To authorise the directors to allot new ordinary shares or sell existing shares from treasury |
144,623,836 |
99.77 |
335,251 |
0.23 |
144,959,087 |
45.43% |
126,691 |
|
Special |
|
|
|
|
|
|
|
|
|
12. |
To disapply pre-emption rights on the allotment or sale of ordinary shares |
144,165,532 |
99.56 |
631,391 |
0.44 |
144,796,923 |
45.38% |
288,855 |
|
13. |
To authorise the Company to make market purchases of its own ordinary shares |
143,277,424 |
98.84 |
1,683,649 |
1.16 |
144,961,073 |
45.43% |
124,705 |
|
14. |
To authorise general meetings (other than AGMs) to be held on 14 clear days' notice |
144,420,522 |
99.68 |
469,282 |
0.32 |
144,889,804 |
45.41% |
195,974 |
|
15. |
To cancel the share premium account, subject to High Court approval |
144,490,304 |
99.74 |
374,277 |
0.26 |
144,864,581 |
45.40% |
221,197 |
|
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 27 January 2025 (318,516,837), 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 at the date of this announcement is 367,390,497. On a poll the voting rights are one vote for every one share held. The number of voting rights is therefore 318,373,363 (49,017,134 shares being held in Treasury).
The poll results will shortly be available on the Company's website at: www.hendersoneuropean.com.
The special business resolutions will be submitted to the National Storage Mechanism ("NSM") and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Company also announces that from the conclusion of today's Annual General Meeting, Robin Archibald retired from the Board. Melanie Blake succeeds Robin as Audit and Risk Committee Chair.
For further information please contact:
Dan Howe Head of Investment Trusts Janus Henderson Investors Tel: 020 7818 1818 |
Harriet Hall PR Director, Investment Trusts Janus Henderson Investors Tel: 020 7818 2919 |
Janus Henderson Secretarial Services UK Limited Corporate Secretary Telephone: 020 7818 1818 |
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