Herald Investment Trust PLC — AGM Information 2011

Apr 19, 2011

HERALD INVESTMENT TRUST pic SPECIAL BUSINESS (Passed 19 April 2011)

At the Anual General Meeting of Herald Investment Trust pIc (the "Company") duly convened and held at 10-11 Charerhouse Square, London EC1M 6EE on 19 April 2011, all resolutions were passed including the following resolution:

Special Business

To consider and, if thought fit, pass the following resolution as a Special Resolution:

1. That, the Company be generally and subject as hereinafter appears unconditionally authorised 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 its issued shares of 25p each in the capital of the Company in substitution for any existing authority under section 701 of the Act but without prejudice to any exercise of any such authority prior to the date hereof.

PROVIDED AL WAYS THAT

• (i) the maximum number of shares hereby authorised to be purchased shall be 11,979,001 (being 14.99% of the issued share capital on the date on which this resolution is passed);
• (ii) the minimum price which may be paid for a share shall be 25p;
• (iii) the maximum price (exclusive of expenses) which may be paid for a share shall not be more than the higher of (a) 5% above the average closing price (as derived from the Daily Offcial List of the London Stock Exchange) for the shares for the five business days immediately preceding the date of purchase and (b) the higher of the last independent trade and the highest current independent trade on the London Stock Exchange;
• (iv) any purchase of shares will be made in the market for cash at prices below the prevailng net asset value per share (as determined by the Directors);
• (v) unless previously varied, revoked or renewed, the authority hereby conferred shall expire at the conclusion of the Anual General Meeting of the Company to be held in 2012; and
• (vi) the Company may make a contract to purchase shares under the authority hereby conferred prior to the expiry of such authority and may make a purchase of shares pursuant to any such contract notwthstanding such expiry.

.~I.~.. .G.18. .f:.. tA. .1..........

For Herald Investment Trust pic Baille Gifford & Co, Secretary