Result of AGM

Standard Life Euro Pri Eqty Tst PLC 31 January 2006 STANDARD LIFE EUROPEAN PRIVATE EQUITY TRUST PLC RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 30 JANUARY 2006 The Board are pleased to announce that at the Annual General Meeting (AGM) held on 30 January 2006, all resolutions as detailed below were passed by shareholders Ordinary Resolutions 1 That the report and accounts for the year ended 30 September 2005, Directors' report, Directors' remuneration report and the independent auditors' report be received. 2 That the Directors' remuneration report be approved. 3 That the final dividend of 1.8p per ordinary share be declared. 4 That Mr Hamish Buchan be re-elected as a Director. 5 That PricewaterhouseCoopers LLP be re-appointed as auditors and that their remuneration be fixed by the Directors. 6 That the maximum aggregate limit of fees paid to Directors be increased to £250,000 per annum. 7 That the authorised share capital of the company be increased to £470,000 by the creation of 40,000,000 ordinary shares of 0.2p. 8 That the Directors be authorised to allot securities up to an aggregate nominal amount of £81,700. Special Resolutions 9 That the Directors be authorised to allot equity shares for cash as if section 89 did not apply (Disapplication of pre-emption rights). 10 That the Company be authorised to buyback shares up to 14.99% of the issued share capital. 11 That the revised articles of association be adopted. PASSING OF RESOLUTIONS AT THE AGM OF THE COMPANY UNDER ORDINARY AND SPECIAL BUSINESS (Appendix 1) A copy of the above document has been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at: Financial Services Authority 25 The North Colonnade Canary Wharf London E14 5HS RESULTS OF THE CLASS MEETING OF THE ORDINARY SHAREHOLDERS HELD ON 30 JANUARY 2006 The Board are pleased to announce that at the Class Meeting of the ordinary shareholders held on 30 January 2006, the extraordinary resolution as detailed below was passed by shareholders. Extraordinary Resolution 1 That the holders of the ordinary shareholders hereby sanction and consent to the passing of resolution 11 contained in the notice of the AGM and to any variation or abrogation or rights attached to the ordinary shares resulting from the passing of such resolution. PASSING OF EXTRAORDINARY RESOLUTION AT THE CLASS MEETING OF THE ORDINARY SHAREHOLDERS (Appendix 2) A copy of the above document has been submitted to the UK Listing Authority, and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at: Financial Services Authority 25 The North Colonnade Canary Wharf London E14 5HS For Standard Life European Private Equity Trust PLC Edinburgh Fund Managers plc, Secretary Appendix 1 ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the following resolutions were passed as ordinary and special resolutions respectively of the Company at the fifth annual general meeting of Standard Life European Private Equity Trust PLC (the 'Company') held on 30 January 2006. ORDINARY RESOLUTIONS '6. That the maximum aggregate amount of the fees paid to, and benefits in kind received by, the Directors for their services in the office of Director be increased from £125,000 per annum to £250,000 per annum. 7. That the authorised share capital of the Company be increased from £390,000 to £470,000 by the creation of 40,000,000 ordinary shares of 0.2p each, each ranking pari passu in all respects with the existing ordinary shares of 0.2p each in the capital of the Company. 8. That, in substitution for any existing power under section 80 of the Companies Act 1985 (the 'Act'), but without prejudice to the exercise of any such authority prior to the date of this resolution, the Directors be and are hereby generally and unconditionally authorised in accordance with section 80 of the Act to exercise all the powers of the Company to allot relevant securities (as defined in section 80(2) of the Act) up to an aggregate nominal amount of £81,700, such authority to expire on 30 April 2007 or, if earlier, at the conclusion of the annual general meeting of the Company to be held in 2007, unless previously revoked, varied or extended by the Company in general meeting, save that the Company may, at any time prior to the expiry of such authority, make an offer or enter into an agreement which would or might require relevant securities to be allotted after the expiry of such authority and the Directors may allot relevant securities in pursuance of such an offer or agreement as if such authority had not expired.' SPECIAL RESOLUTIONS '9. That, subject to the passing of resolution numbered 8 in the notice of the meeting and in substitution for any existing power under section 95 of the Companies Act 1985 (the 'Act'), the Directors be generally empowered pursuant to section 95 of the Act to allot equity securities (within the meaning of sections 94(2) to 94(3A) of the Act) for cash pursuant to the authority conferred by the resolution numbered 8 in the notice of the meeting as if section 89(1) of the Act did not apply to the allotment. This power: (i) expires on 30 April 2007 or, if earlier, at the conclusion of the annual general meeting of the Company to be held in 2007, but the Company may make an offer or agreement which would or might require equity securities to be allotted after expiry of this power and the Directors may allot equity securities in pursuance of that offer or agreement as if this power had not expired; and (ii) shall be limited to: (a) the allotment of equity securities in connection with an issue in favour of holders of ordinary shares in the capital of the Company in proportion (as nearly as may be practicable) to their existing holdings of ordinary shares, but subject to such exclusions or other arrangements as the Directors deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory, or the requirements of a regulatory body or stock exchange; and (b) the allotment of ordinary shares for cash otherwise than pursuant to paragraph (a) up to an aggregate nominal amount equal to £15,915. This power applies in relation to a sale of shares which is an allotment of equity securities by virtue of section 94(3A) of the Act as if in the first paragraph of this resolution 9 the words 'pursuant to the authority conferred by the resolution numbered 8 in the notice of the meeting' were omitted. 10. That, in substitution for any existing authority, the Company be generally and unconditionally authorised, in accordance with section 166 of the Companies Act 1985 (the 'Act'), to make market purchases (within the meaning of section 163(3) of the Act) of ordinary shares of 0.2p each ('ordinary shares') in the share capital of the Company, provided that: (i) the maximum number of ordinary shares hereby authorised to be purchased shall be 14.99 per cent. of the Company's issued ordinary share capital as at the date on which this resolution is passed; (ii) the minimum price which may be paid for an ordinary share shall be 0.2p; (iii) the maximum price (exclusive of expenses) which may be paid for an ordinary share shall be 105 per cent. of the average of the middle market quotations (as derived from the Daily Official List) for the ordinary shares for the five business days immediately preceding the date of purchase; and (iv) unless previously varied, revoked or renewed, the authority hereby conferred shall expire on 30 April 2007 or, if earlier, at the conclusion of the annual general meeting of the Company to be held in 2007, save that the Company may, prior to such expiry, enter into a contract to purchase ordinary shares under such authority which will or might be executed wholly or partly after the expiration of such authority and may make a purchase of ordinary shares pursuant to any such contract. 11. That the regulations contained in the revised articles of association, in the form produced to the meeting and initialled by the chairman for the purposes of identification, be adopted as the articles of association of the Company in substitution for and to the exclusion of all existing articles of association of the Company.' Appendix 2 CLASS MEETING OF ORDINARY SHAREHOLDERS NOTICE IS HEREBY GIVEN that the following resolution was passed as an extraordinary resolution at a class meeting of the holders of the ordinary shares of 0.2p each in the capital of Standard Life European Private Equity Trust PLC (the 'Company') held on 30 January 2006. EXTRAORDINARY RESOLUTION 'That the holders of the ordinary shares of 0.2p each in the capital of the Company ('ordinary shares') hereby sanction and consent to: (i) the passing and carrying into effect of resolution 11 of the Company contained in the notice of the annual general meeting of the Company convened for 30 January 2006 (a copy of which is produced to the meeting and signed for the purpose of identification by the chairman of the meeting); and (ii) any effect on, variation or abrogation and/or deemed variation of or dealing with the rights attached to the ordinary shares which will or may result from the passing and carrying into effect of such resolution.' This information is provided by RNS The company news service from the London Stock Exchange
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