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CT UK HIGH INCOME TRUST PLC

AGM Information Jul 29, 2025

4861_agm-r_2025-07-29_fb05e47f-57ab-4ff4-87c7-85bda341a3f8.pdf

AGM Information

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Company Number: SC314671

NOTICE OF PASSING OF RESOLUTIONS

CT UK HIGH INCOME TRUST PLC

(Passed on 28 July 2025)

At the Annual General Meeting of CT UK High Income Trust PLC (the "Company"), duly convened and held at Columbia Threadneedle Investments, Cannon Place, 78 Cannon Street, London EC4N 6AG, on 28 July 2025 at 11 am, all 14 resolutions proposed were passed, including the following resolutions:

Ordinary Resolution

  1. That, in substitution for any existing authority, but without prejudice to the exercise of any such authority prior to the passing of this resolution, the Directors of the Company be and they are hereby generally and unconditionally authorised in accordance with Section 551 of the Companies Act 2006 (the "Act") to exercise all the powers of the Company to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company ("Rights") provided that such authority shall be limited to the allotment of shares and the grant of Rights in respect of shares with an aggregate nominal value of up to £8,547 in respect of Ordinary shares of 0.1 pence each in the capital of the Company ("Ordinary Shares") (being approximately 10.0 per cent of the total nominal value of the issued Ordinary shares (excluding treasury shares), as at 29 May 2025 and £1,522 in respect of B shares of 0.1 pence each in the capital of the Company ("B Shares"), (being approximately 5.0 per cent of the total nominal value of the issued B shares (excluding treasury shares), as at 29 May 2025), such authority to expire at the conclusion of the Company's next Annual General Meeting held after the passing of this resolution or on 30 September 2026, whichever is the earlier, unless previously revoked, varied or extended by the Company in a general meeting, save that the Company may at any time prior to the expiry of this authority make an offer or enter into an agreement which would or might require shares in the Company to be allotted or Rights to be granted after the expiry of such authority and the Directors shall be entitled to allot shares in the Company or grant Rights in pursuance of such an offer or agreement as if such authority had not expired.

Special Resolutions

  • 11 That, subject to the passing of Resolution number 10, and in substitution for any existing power but without prejudice to the exercise of any such power prior to the passing of this resolution, the Directors of the Company be and they are hereby generally and unconditionally empowered, pursuant to Section 570 of the Companies Act 2006 (the "Act"), to allot equity securties (as defined in Section 560 of the Act, provided that for the purposes of this resolution an allotment of equity securities shall be deemed not to include the sale of shares in the Company that immediately before the sale are held by the Company as treasury shares) for cash pursuant to the authority given by Resolution number 10 as if Section 561(1) of the Act did not apply to any such allotment of equity securities, provided that this power:
    • (a) passing of this resolution or on 30 September 2026, whichever is the earlier, save that the Company may, before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity

securities in pursuance of any such offer or agreement as if the power conferred hereby had not expired; and

  • (b) £8,547 in respect of Ordinary Shares (being approximately 8.4 per cent of the total nominal value of the issued Ordinary Shares (including treasury shares), of the Company as at 29 May 2025) and £1,522 in respect of B Shares (being approximately 4.7 per cent of the total nominal value of the issued B Shares (including treasury shares), of the Company as at 29 May 2025) at a price of not less than the net asset value per share of the existing Ordinary Shares (in the case of an allotment of Ordinary Shares) or B Shares (in the case of an allotment of B Shares).
    1. That, in substitution for any existing authority but without prejudice to the exercise of any such authority prior to the passing of this resolution, the Company be and is hereby generally and unconditionally authorised, pursuant to and in accordance with Section 701 of the Companies Act 2006 (the "Act") to make market purchases (within the meaning of Section 693(4) of the Act) of fully paid Ordinary shares of 0.1 pence each in the capital of the Company ("Ordinary shares") and fully paid B shares of 0.1 pence each in the capital of the Company ("B shares") (either for cancellation or for retention as treasury shares for future reissue, transfer or cancellation), provided that:
    2. (a) the maximum aggregate number of Ordinary Shares and B Shares hereby authorised to be purchased is 14.99 per cent of the issued Ordinary Shares and 14.99 per cent of the issued B Shares, respectively (excluding Ordinary Shares and B Shares held in treasury) immediately prior to the passing of this resolution (see * below);
    3. (b) the minimum price (excluding expenses) which may be paid for an Ordinary Share or B Share is 0.1 pence;
    4. (c) the maximum price (excluding expenses) which may be paid for an Ordinary Share or B Share shall not be more than the higher of:
      • i. Official List of the London Stock Exchange) of an Ordinary Share (in the case of a purchase of an Ordinary Share) or B Share (in the case of a purchase of a B Share) over the five business days immediately preceding the date of purchase; and
      • ii. the higher of the price of the last independent trade of an Ordinary Share (in the case of a purchase of an Ordinary Share) or B Share (in the case of a purchase of a B Share) and the highest current independent bid for such an Ordinary Share or B Share on the London Stock Exchange at the time the purchase is carried out; and
    5. (d) unless previously varied, revoked or renewed by the Company in a general meeting, the authority hereby conferred shall expire at the conclusion of the Company's next Annual General Meeting held after the passing of this resolution or on 30 September 2026 whichever is the earlier, save that the Company may, prior to such expiry, enter into a contract to purchase Ordinary Shares and/or B 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 and/or B Shares pursuant to any such contract.

* Following Resolution 12 becoming effective the maximum aggregate number of shares hereby authorised to be purchased pursuant to Resolution 12 shall be 12,812,300 Ordinary shares and 4,565,700 B shares.

  1. That, the Directors of the Company be and they are hereby empowered pursuant to section 573 of the Companies Act 2006 (as amended) (the "Act") to sell equity securities (within the meanings of sections 560(1) and 560(2) of the Act) wholly for cash as if section 561 of the Act did not apply to any such sale, provided that this power shall be limited to the sale of equity securities for cash out of treasury up to an aggregate nominal amount of £8,547 in respect of Ordinary Shares and £3,045 in respect of B Shares, representing approximately 8.4 per cent of the Company's Ordinary share capital in issue (including treasury shares) as at 29 May 2025 and approximately 9.5 per cent of the Company's B share capital in issue (including treasury shares), respectively, as at 29 May 2025 and shall expire on the earlier of 30 September 2026 or at the conclusion of the Company's next Annual General Meeting held after the passing of this resolution, unless renewed at a general meeting prior to such time, save that the Company may before such expiry make offers, agreements or arrangements which would or might require equity securities to be allotted after such expiry and so that the Directors of the Company may allot equity securities in pursuance of such offers, agreements or arrangements as if the power conferred hereby had not expired.

Ordinary Resolution

  1. That the aggregate limit, contained within the Company's articles of association for directors' fees, that the directors may be paid be increased from £175,000 per annum to £200,000 per annum.

For Columbia Threadneedle Investment Business Limited Company Secretary Quartermile 4, 7a Nightingale Way, Edinburgh EH3 9EG

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