Result of AGM

RNS Number : 0450Z

JPMorgan Asian Investment Tst PLC

31 January 2014

 



LONDON STOCK EXCHANGE ANNOUNCEMENT

JPMORGAN ASIAN INVESTMENT TRUST PLC

ANNUAL GENERAL MEETING 2014

RESULTS OF ANNUAL GENERAL MEETING

Following the Annual General Meeting of the Company, which was held today, the Board is pleased to announce that all the ordinary business put to shareholders was passed. The following special business was also passed which:

i)     will allow the Company to continue in existence as an investment trust for a period expiring at the conclusion of the Company's annual general meeting to be held in 2017;

ii)    will allow the Company to allot new shares up to an aggregate nominal amount of £1,196,143 representing 5% of the Company's issued Ordinary share capital;

iii)   ​will allow the disapplication of pre-emption rights on the allotment of new Ordinary shares;

iv)   will allow the Company to make market purchases of up to 14,344,154 Ordinary shares and 1,085,133 Subscription shares each representing 14.99% of the Company's issued share capital; and

v)    approved the adoption of new Articles of Association.

Despite a majority of shareholders being in favour of Resolution 17, a resolution to grant authority to make a conditional tender offer, the majority was insufficient to achieve the requisite 75% of those voting to carry a Special Resolution and accordingly the Resolution was not passed.

The Board had consulted with shareholders owning over 45% of the Company's shares in relation to the principle and operation of the two smaller tender offers implemented by the Company in 2013. Whilst there was a wide spectrum of opinion, a significant percentage of these shareholders expressed opposition to the ongoing contraction of the Company via a semi annual tender mechanism and did not believe that it provided sufficient benefit to longer term shareholders. They expressed the view that if a shareholder wanted to take advantage of this type of liquidity event it should be provided at a price/discount to Net Asset Value which provides ongoing shareholders with a meaningful uplift to Net Asset Value. Although the tender offer resolution was supported by a majority of shareholders, as borne out by the results of the vote, it was not shared by the Company's largest shareholder, who voted against the tender offer resolution, and also the continuation resolution.

All resolutions for today's meeting were decided by a poll. The results of the poll incorporating proxy votes lodged in advance of the meeting are set out below:  

Resolution	Votes For	% For	Votes Against	% Against	Total Votes	Votes Withheld*
1.   To receive the annual report and accounts for the year ended 30 September 2013	65,058,098	99.99	5,303	0.01	65,063,401	4,415
2.   To approve the Company's remuneration policy	64,729,757	99.81	121,365	0.19	64,851,122	216,694
3.   To approve the Directors' remuneration report for the year ended 30 September 2013	64,731,711	99.81	123,506	0.19	64,855,217	212,599
4.   To declare a final dividend	65,060,804	100.00	2,847	0.00	65,063,651	4,165
5.   To re‑elect James Long as a Director	64,921,932	99.85	95,755	0.15	65,017,687	50,129
6.   To re-elect Ronald Gould as a Director	64,956,970	99.92	54,347	0.08	65,011,317	56,499
7.   To re‑elect James Strachan as a Director	64,923,746	99.88	78,286	0.12	65,002,032	65,784
8.   To re‑elect Andrew Sykes as a Director	64,901,423	99.90	66,383	0.10	64,967,806	100,010
9.   To elect Bronwyn Curtis as a Director	64,966,582	99.94	40,340	0.06	65,006,922	60,894
10.  To re-appoint PricewaterhouseCoopers LLP as auditors of the Company	64,917,820	99.80	128,188	0.20	65,046,008	21,808
11.  To authorise the Directors to determine the auditors' remuneration	64,941,790	99.87	84,466	0.13	65,026,256	41,560
12.   To continue as an investment trust for a further three year period	44,864,068	68.95	20,200,714	31.05	65,064,782	3,034
13.   To grant authority to allot new shares	64,937,095	99.88	76,997	0.12	65,014,092	53,724
14.   To grant authority to disapply pre-emption rights on the allotment of relevant securities**	64,777,565	99.75	162,068	0.25	64,939,633	128,183
15.   To grant authority to repurchase the Company's shares**	64,867,512	99.75	159,330	0.25	65,026,842	40,974
16.   To adopt new Articles of Association**	64,936,698	99.98	16,103	0.02	64,952,801	115,015
17.   To grant authority to make a conditional tender offer**	44,307,845	68.51	20,368,131	31.49	64,675,976	391,840

*A vote withheld is not a vote in law and is not counted towards votes cast "For" or "Against" a resolution.

** Special Resolutions requiring a 75% majority. 

The total voting rights of the Company on the day on which shareholders had to be on the register in order to be eligible to vote was 95,801,490.

The full text of all the resolutions can be found in the Notice of Annual General Meeting contained in the Annual Report and Accounts which is available for viewing at the National Storage Mechanism which can be located at www.morningstar.co.uk/uk/NSM and from the Company's website, www.jpmasian.co.uk. 

The poll results will also shortly be available on the Company's website, www.jpmasian.co.uk. 

31st January 2014

For further information, please contact:

Alison Vincent

For and on behalf of

JPMorgan Asset Management (UK) Limited, Secretary

020 7742 4000

 

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