Results of the Annual General Meeting

Guinness VCT PLC

24 September 2026

 

24 September 2026

LEI: 213800XCDAOPJBNOI483

Guinness VCT plc

(the "Company")

Results of the Annual General Meeting

At the Annual General Meeting of the Company held at 11.00am on Thursday 24 September 2026, the following resolutions were duly passed on a show of hands.

Ordinary Resolutions

1.           To receive the Directors' Report and Financial Statements of the Company for the year ended 31 March 2026 together with the Independent Auditor's Report thereon.

2.          To approve the Directors' Remuneration Report for the year ended 31 March 2026

             other than the part of such report containing the Directors' Remuneration Policy.

3.          To approve the Directors' Remuneration Policy.

4.          To re-appoint BDO LLP as auditor of the Company from the conclusion of the AGM until the conclusion of the next AGM of the Company to be held in 2027 at which financial statements are laid before the Company.

5.         To authorise the directors to fix the remuneration of the auditor.

6.         To re-elect Joanna Santinon as a director of the Company who retires in

             accordance with the Articles of Association.

7.         To re-elect Andrew Martin Smith as a director of the Company who retires in

            accordance with the Listing Rules. 

8.         That, the directors be and hereby are generally and unconditionally authorised in

            accordance with Section 551 of the Companies Act 2006, as amended, (the "Act") to

            exercise all of the 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 £250,000, representing approximately 138% of

            the issued share capital of the Company as at 15 July 2026, being the latest

            practicable date prior to publication of this document, provided that the authority

            conferred by this resolution 8 shall (unless previously renewed, varied or revoked

            by the Company in general meeting) expire at the conclusion of the Company's

            next annual general meeting or on the expiry of 15 months from the date of the

            passing of this resolution 8, whichever is the later, but so that the Company may,

            before such expiry, make offers or agreements which would or might require

            shares to be allotted after such expiry and the directors may allot shares in

            pursuance of such offers or agreements as if the authority conferred hereby had

            not expired.

9.        That, the directors be and hereby are generally and unconditionally authorised in  

           accordance with section 551 of the Companies Act 2006, as amended, (the "Act"), to

           exercise all of the powers of the Company to allot shares in the Company in

           connection with the Company's dividend re-investment scheme up to an aggregate

           nominal value of £12,000, representing approximately 7% of the issued share capital

           of the Company as at 15 July 2026, being the latest practicable date prior to

           publication of this document, provided that the authority conferred by this

           resolution 9 shall (unless previously renewed, varied or revoked by the Company in

           general meeting) expire at the conclusion of the Company's next annual general

           meeting or on the expiry of 15 months from the date of the passing of this resolution

           9, whichever is the later, but so that the Company may, before such expiry, make

           offers or agreements which would or might require shares to be allotted after such

           expiry and the directors may allot shares in pursuance of such offers or agreements

           as if the authority conferred hereby had not expired.   

Special Resolutions

10.     That, the directors be and hereby are empowered pursuant to Section 570(1) of the

          Act to allot or make offers or agreements to allot equity securities (which expression

          shall have the meaning ascribed to it in Section 560(1) of the Act) for cash pursuant

          to the authority given in accordance with Section 551 of the Act by resolution 8

          above as if Section 561 of the Act did not apply to such allotments, provided that the

          power provided by this resolution 10 shall expire at the conclusion of the Company's

          next annual general meeting or on the expiry of fifteen months following the

          passing of this resolution 10, whichever is the later (unless previously renewed, varied

          or revoked by the Company in general meeting).            

11.      In accordance with sections 570 and 573 of the Companies Act 2006 (the "Act"), the

          directors be and are hereby empowered to allot equity securities (as defined in

          section 560 of the Act) for cash pursuant to the authority conferred by resolution 9

          as if section 561(1) of the Act did not apply to any such allotment, provided that this

          authority shall be limited to the allotment of equity securities pursuant to resolution

          9, and shall expire at the conclusion of the next annual general meeting of the

          Company or 15 months from the date of the passing of this resolution, whichever is

          the later, save that the Company may, before such expiry, make offers or

          agreements which would or might require equity securities to be allotted after such

          expiry and the directors may allot equity securities in pursuance of such offers or

          agreements as if the power conferred hereby had not expired.

12.     That, the Company be and is hereby authorised to make one or more market

          purchases (within the meaning of section 693(4) of the Act) of Ordinary Shares

          provided that:

          12.1   the maximum aggregate number of Ordinary Shares authorised to be

                   purchased is an amount equal to 14.99% of the issued Ordinary Shares;     

          12.2  the minimum price which may be paid for an Ordinary Share is their nominal

                   value;

          12.3  the maximum price which may be paid for an Ordinary Share, exclusive of

                   expenses, is an amount equal to the higher of (i) 105% of the average of the

                   middle market prices shown in the quotations for an Ordinary Share in the    

                   Daily Official List of the London Stock Exchange for the five Business Days

                   immediately preceding the day on which that ordinary share is purchased;

                   and (ii) the amount stipulated by Article 5(6) of Market Abuse Regulation; and

          12.4  unless renewed, the authority hereby conferred shall expire either at the

                   conclusion of the next annual general meeting of the Company following the

                   passing of this resolution 12 or on the expiry of fifteen months from the

                   passing of this resolution 12, whichever is the later, save that the Company

                   may, prior to such expiry, enter into a contract to purchase Ordinary Shares

                   which will or may be completed or executed wholly or partly after such expiry.

Proxy votes received were: 

	Resolution	For & Discretionary	Against	Withheld
	Ordinary Resolutions
1.	To receive the Directors' Report and Financial Statements and Auditor's Report	654,975	0	20,018
2.	To approve the Directors' Remuneration Report other than the part of such report containing the Directors' Remuneration Policy	631,056	4,889	39,048
3.	To approve the Directors' Remuneration Policy	625,982	4,889	44,122
4.	To re-appoint BDO LLP as auditor	650,086	4,889	20,018
5.	To authorise the directors to fix the Auditor's remuneration	635,945	9,990	29,058
6.	To re-elect Joanna Santinon as a director of the Company	654,974	0	20,019
7.	To re-elect Andrew Martin Smith as a director of the Company	640,096	14,879	20,018
8.	To authorise the Directors to allot shares	654,975	0	20,018
9.	To authorise the Directors to allot shares in connection with the Company's dividend reinvestment scheme	654,975	0	20,018
	Special Resolutions
10.	To waive pre-emption rights in respect of the allotment of shares	640,096	14,879	20,018
11.	To waive pre-emption rights in respect of the allotment of shares in connection with the Company's dividend reinvestment scheme	650,086	4,889	20,018
12.	To authorise the Company to make market purchases of its own shares	644,985	9,990	20,018

For further information, please contact:

Hugo Vaux

Guinness Asset Management Limited (Manager)

[e-mail]

Robin Smeaton

The City Partnership (UK) Limited (Company Secretary)

[e-mail]

Keith Lassman

Howard Kennedy Corporate Services LLP

[e-mail] 

Alex Collins

Panmure Gordon (UK) Limited (Corporate Broker)

[e-mail]

 

END