Results of AGM

Geiger Counter Ltd

11 March 2026

 

11 March 2026

GEIGER COUNTER LIMITED
(THE "COMPANY")

Results of the Annual General Meeting

Geiger Counter Limited held its Annual General Meeting on 11 March 2026 at Ordnance House, 31 Pier Road, St Helier, Jersey.

The Chairman of the AGM reports that all ordinary resolutions, each as listed in the notice of annual general meeting distributed in December 2025, were passed by the members:

1.    To receive and adopt the Report of the Directors and the financial statements of the Company for the year ended 30 September 2025, together with the auditor's report thereon.

§ 17 votes in favour of the resolution representing 8,957,931 shares;

§ 2 votes against representing 10,649 shares;

§ 6 votes withheld representing 188,639 shares.

2.    That KPMG Audit Limited, Chartered Accountants, be re-appointed as Auditor and that the Directors be authorised to determine their remuneration.

§ 16 votes in favour of the resolution representing 8,888,446 shares;

§ 7 votes against representing 128,112 shares;

§ 6 votes withheld representing 140,661 shares.

3.    To approve the Directors' Remuneration Report for the year ended 30 September 2025.

§ 17 votes in favour of the resolution representing 8,731,418 shares;

§ 7 votes against representing 247,232 shares;

§ 6 votes withheld representing 178,569 shares.

4.    That, pursuant to article 46.1 of the Articles of Association of the Company (the "Articles"), the Directors shall extend the life of the Company from the seventeenth anniversary of the First Closing Date until the next annual general meeting of the Company, when a further extension will be sought.

§ 17 votes in favour of the resolution representing 8,840,910 shares;

§ 2 votes against representing 226,971 shares;

§ 4 votes withheld representing 89,338 shares.

5.    That ordinary shares (the "new shares") may be issued by the Company in one or more tranches over a period from the date of the AGM to the next AGM of the Company, at a premium over the net asset value per share and that such issue of new shares is approved in accordance with Article 6.1 of the Company's Articles.

§ 17 votes in favour of the resolution representing 8,742,795 shares;

§ 3 votes against representing 248,877 shares;

§ 5 votes withheld representing 165,547 shares.

6.    In addition to the authority to issue new shares, the Directors be and are hereby generally and unconditionally authorised to create, allot and issue Ordinary Shares as described in any relevant published document describing the annual Subscription Right mechanism.

§ 17 votes in favour of the resolution representing 6,561,755 shares;

§ 8 votes against representing 2,463,962 shares;

§ 5 votes withheld representing 131,502 shares.

7.    To re-elect Gary Clark, a Director retiring by rotation, as a Director.

§ 17 votes in favour of the resolution representing 8,612,077 shares;

§ 4 votes against representing 38,979 shares;

§ 5 votes withheld representing 506,163 shares.

8.    To re-elect James Leahy, a Director retiring by rotation, as a Director.

§ 17 votes in favour of the resolution representing 8,612,077 shares;

§ 4 votes against representing 38,979 shares;

§ 5 votes withheld representing 506,163 shares.

9.    To re-elect Professor Ian Reeves CBE, a Director retiring by rotation, as a Director.

§ 16 votes in favour of the resolution representing 8,572,316 shares;

§ 5 votes against representing 78,740 shares;

§ 5 votes withheld representing 506,163 shares.

 

10.   The Chairman is pleased to report that the following Special Resolution, as listed in the notice of Annual General Meeting distributed in December 2025, was passed by the members:

a)     That the Company be and is hereby generally and unconditionally authorised, pursuant to and in accordance with Article 57 of the Companies (Jersey) Law 1991 (as amended) (the "Law") to make market purchases of its own ordinary shares in the capital of the Company (the "ordinary shares") on such terms and in such manner as the Directors of the Company shall from time to time determine, provided that:

b)    the maximum aggregate number of ordinary shares hereby authorised to be purchased shall be such number as represents 14.99 per cent of the aggregate number of ordinary shares in issue as at 11 March 2026;

c)     the minimum price which may be paid for an ordinary share shall be 1p;

d)    the maximum price exclusive of any expenses which may be paid for an ordinary share is an amount equal to the higher of 5 per cent above the average of the middle market quotations for an ordinary share as derived from the London Stock Exchange for the five business days immediately preceding the date on which such ordinary share is contracted to be purchased;

e)     the authority hereby conferred shall expire on 18 months from the date of this Special Resolution, unless previously revoked, varied or renewed by the Company in general meeting;

f)     the Company may at any time prior to the expiry of such authority make a contract or contracts to purchase ordinary shares under such authority which will or might be completed or executed wholly or partly after the expiration of such authority and may make a purchase of ordinary shares in pursuance of any such contract or contracts;

g)    the Directors of the Company provide a statement of solvency in accordance with Articles 55-57 of the Law; and

h)     such shares are acquired to be held in treasury.

§ 17 votes in favour of the resolution representing 8,751,700 shares;

§ 4 votes against representing 112,738 shares;

§ 4 votes withheld representing 292,781 shares.

Resolution 6, to issue ordinary shares, received less than 80% of the votes cast in favour.

A statement detailing the outcome of the Company's consultation with its shareholders, including the views received from shareholders and any actions taken as a result, will be published within six months of the AGM in accordance with the UK Corporate Governance Code and the AIC Code of Corporate Governance.

Enquiries

Manulife CQS Investment Management	Craig Cleland	T: [phone]
Cavendish Capital Markets Limited	Tunga Chigovanyika (Corporate Finance)	T: [phone]
	Daniel Balabanoff / Pauline Tribe (Sales)	T: [phone]
Summit Fund Services Jersey Limited	Christopher Foulds	T :[phone]

 

END