Ventus 2 VCT PLC Result of AGM (4582I)
July 25 2012 - 4:55AM
UK Regulatory
TIDMVEN2
RNS Number : 4582I
Ventus 2 VCT PLC
25 July 2012
Ventus 2 VCT plc
(Registration number 5667210)
Notice of Resolutions Passed
At an annual general meeting of Ventus 2 VCT plc (the "Company")
duly convened and held at the offices of Howard Kennedy, 19
Cavendish Square, London W1A 2AW at 12.30pm on 24 July 2012 the
following resolutions were duly passed as ordinary and special
resolutions respectively:
Ordinary Resolutions
1. To receive the Company's audited Annual Report and Financial
Statements for the year ended 29 February 2012.
2. To declare a final dividend of 2.30p per ordinary share and
1.00p per "C" share in respect of the year ended 29 February
2012.
3. To approve the Directors' Remuneration Report for the year ended 29 February 2012.
4. To re-elect Mr Paul Thomas as a Director of the Company.
5. To re-elect Mr Colin Wood as a Director of the Company.
6. To re-appoint PKF (UK) LLP as Auditor of the Company to hold
office until the conclusion of the next general meeting at which
accounts are laid before the Company.
7. To authorise the Directors to determine the remuneration of the Auditor.
Special Resolution
8. To approve the cancellation of the share premium account of the ordinary shares.
9. To approve the amendment of the Company's Articles of
Association to delete Article 119 (Distribution of Realised Capital
Profits).
10. That the Company be and is hereby generally and
unconditionally authorised to make market purchases (as defined in
section 693(4) of the Act) of ordinary shares of 25p each and "C"
shares of 25p each in the capital of the Company provided that:
(i) The maximum aggregate number of shares hereby authorised to
be purchased is an amount equal to 3,660,956 ordinary shares and
1,698,233 "C" shares, representing 14.99% of the issued share
capital of each class;
(ii) The minimum price which may be paid for a share is 25p per share;
(iii) The maximum price, exclusive of any expenses, which may be
paid for a share is an amount equal to the higher of; (a) 105% of
the average of the middle market prices shown in the quotations for
a share in The London Stock Exchange Daily Official List for the
five business days immediately preceding the day on which that
share is purchased; and (b) the amount stipulated by Article 5(1)
of the Buy-back and Stabilisation Regulation 2003;
(iv) The authority hereby conferred shall (unless previously
renewed or revoked) expire on the earlier of the AGM of the Company
to be held in 2013 and the date which is 18 months after the date
on which this resolution is passed; and
(v) The Company may make a contract or contracts to purchase its
own shares under this authority before the expiry of the authority
which will or may be executed wholly or partly after the expiry of
the authority, and may make a purchase of its own shares in
pursuance of any such contract or contracts as if the authority
conferred hereby had not expired.
Proxy votes cast were as follows:
Resolution For Against Withheld
---- ------------------------------------- ---------- -------- ---------
Directors Report and Financial
1. statements and Auditor's Report 1,381,739 39,800 13,560
---- ------------------------------------- ---------- -------- ---------
Final dividend 2.30p per ordinary
2. share and 1.00p per "C" share 1,424,912 10,187 -
---- ------------------------------------- ---------- -------- ---------
3. Directors' Remuneration Report 1,178,078 223,526 23,495
---- ------------------------------------- ---------- -------- ---------
4. Re-elect Paul Thomas 1,265,249 138,206 31,644
---- ------------------------------------- ---------- -------- ---------
5. Re-elect Colin Wood 1,268,319 135,136 31,644
---- ------------------------------------- ---------- -------- ---------
Re-appoint PKF (UK) LLP as
6. auditor 1,375,722 46,505 12,872
---- ------------------------------------- ---------- -------- ---------
7. Remuneration of auditor 1,407,646 20,021 7,432
---- ------------------------------------- ---------- -------- ---------
Cancellation of share premium
8. accounts 1,408,971 10,000 16,128
---- ------------------------------------- ---------- -------- ---------
9. Amendment to Articles of Association 1,401,352 20,187 13,560
---- ------------------------------------- ---------- -------- ---------
10. Buy back shares 1,336,948 89,548 8,603
---- ------------------------------------- ---------- -------- ---------
For further information please contact: The City Partnership
(UK) Limited on 0131 243 7210
This information is provided by RNS
The company news service from the London Stock Exchange
END
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