HgCapital Trust PLC

AGM Information • May 13, 2020

National Storage Mechanism | Additional information

RNS Number : 6955M

HgCapital Trust PLC

12 May 2020

HgCapital Trust plc

(the "Company", "HGT")

12 May 2020

Annual General Meeting ("AGM") Results and Directorate Change

The Company announces that at its Annual General Meeting held earlier today all the resolutions set out in the Notice of Annual General Meeting were passed. Resolutions one to fourteen were passed on a show of hands by the requisite majority and resolutions fifteen and sixteen put to the AGM were voted on by way of a poll.  The proxy votes (and results of the poll for resolutions 15 and 16) received in relation to the resolutions were as follows:

Resolution	For (No. of shares)	For (%)	Against (No. of shares)	Against (%)	Votes Withheld (No. of shares)
1.   To receive the Annual Report and Financial Statements.	156,522,249	99.88	0	0.00	21,850
2.   To approve the Directors' Remuneration Report.	151,338,932	99.82	86,444	0.06	5,118,722
3.   To approve the Remuneration Policy.	156,344,953	99.85	45,466	0.03	153,680
4.   Resolution 4 was withdrawn.
5.   To re-elect Mr R Brooman as a Director.	136,233,909	86.95	20,251,230	12.93	58,960
6.   To re-elect Mr P Dunscombe as a Director.	142,917,526	91.22	13,567,612	8.66	58,960
7.   To re-elect Mr J Strang as a Director.	154,721,474	98.75	1,763,664	1.13	58,960
8.   To re-elect Mr G Wakeley as a Director.	156,459,545	99.86	25,953	0.02	58,960
9.   To re-elect Ms A West as a Director.	156,379,475	99.81	105,663	0.07	58,960
10.  To re-appoint Grant Thornton UK LLP as Auditor of the Company.	156,493,816	99.86	28,092	0.02	22,191
11.  To authorise the Directors' to determine the remuneration of the Auditor.	156,503,876	99.86	23,032	0.01	17,191
12.  That HGT continue in existence as an investment trust for a further five year period.	156,530,249	99.88	2,000	0.00	11,850
13.  To authorise the Directors'  to allot Ordinary shares.	156,051,091	99.57	481,158	0.31	11,850
14.  To approve the amendment of the limit on Directors' fees set out in HGT's Articles of Association from £300,000 to £450,000.	151,319,984	96.65	5,055,110	3.23	169,004
15.  The authority to dis-apply pre-emption rights. *	156,773,774	99.91	143,315	0.09	64,394
16.  To authorise the Company to make market purchases of Ordinary shares of the Company. *	156,926,123	99.96	55,360	0.04	0

*Special Resolution voted on by way of a poll

NOTES:
1.	All resolutions were passed.
2.	Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.
3.	A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution.
4.	The number of shares in issue at 6:00 p.m. on 7 May 2020 was 407,424,808  ordinary shares of (the "Share Capital") and at that time, the Company did not hold any shares in treasury.
5.	The full text of the resolutions passed at the AGM can be found in the Notice of Annual General Meeting which is available on the Company's website at www.hgcapitaltrust.com
6.	A copy of resolutions 14, 15 and 16 passed at the AGM will shortly be submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM.

Board retirement

The Company announces that with effect from the close of the AGM on 12 May 2020, Mr Roger Mountford has retired as a Non-Executive Director and Chairman of the Board, and has been succeeded by Dr Jim Strang.

This notice is given in fulfilment of the obligation under paragraph 9.6.11 of the Listing Rules.

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