Manchester & London Investment Trust plc

AGM Information • Nov 3, 2020

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author: Longstaff, Olivia (Link Asset Services)
date: 2020-11-03 13:58:00+00:00

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Companies Act 2006

MANCHESTER AND LONDON INVESTMENT TRUST PLC

(the “Company”)

(Registered in England and Wales 01009550)

At a General Meeting (“GM”) of the above named Company, duly convened and held at 12a Princes Gate Mews, London, SW7 2PS on 2 November 2020, the following resolutions were passed:

Ordinary Resolutions

Resolution 1

THAT, subject to the passing of Resolution 4 below, the proposed investment policy set out in Part 2 of the circular to shareholders of the Company dated 2 October 2020 (the “Circular”), a copy of which has been produced to the meeting and signed by the chairman for the purposes of identification, be and is hereby adopted as the investment policy of the Company to the exclusion of the existing investment policy of the Company.

Resolution 2

THAT the directors of the Company (the “Directors”) be and are hereby generally and unconditionally authorised, in addition to any existing authorities, pursuant to and in accordance with section 551 of the Companies Act 2006 (the “Act”) to exercise all the powers of the Company to allot Ordinary Shares, up to an aggregate nominal amount of £10,000,000, provided that such authority will expire (unless previously revoked, varied or renewed by the Company in general meeting) on 31 December 2021 and provided that the Company shall be entitled to make, prior to the expiry of such authority, an offer or agreement which would or might require Ordinary Shares to be allotted after such expiry and the Board may allot Ordinary Shares pursuant to such offer or agreement as if the authority conferred hereby had not expired.

Special Resolutions

Resolution 3

THAT, subject to the passing of Resolution 2 above and in addition to any existing authorities, the Directors be and are hereby empowered, pursuant to sections 570 to 573 of the Act, to allot Ordinary Shares for cash pursuant to the authority referred to in Resolution 2 above and to sell Ordinary Shares from treasury for cash as if section 561 of the Act did not apply to any such allotment or sale provided that this authority: (i) shall be limited to the allotment of Ordinary Shares and the sale of Ordinary Shares from treasury for cash up to an aggregate nominal amount of £10,000,000; and (ii) shall expire on 31 December 2021, unless previously revoked, varied or renewed by the Company in general meeting and provided that the Company shall be entitled to make, prior to the expiry of such authority, an offer or agreement which would or might require Ordinary Shares to be allotted or sold from treasury after such expiry and the Board may allot Ordinary Shares or sell Ordinary Shares from treasury pursuant to such offer or agreement as if the authority conferred hereby had not expired.

Resolution 4

THAT, subject to the passing of Resolution 1 above, the Articles of Association produced to the meeting and initialled by the chairman of the meeting for the purposes of identification be approved and adopted as the Articles of Association of the Company in substitution for, and to the exclusion of, the existing Articles of Association with effect from the conclusion of the meeting.