TIDMVEN2
RNS Number : 6469L
Ventus 2 VCT PLC
20 July 2017
Ventus 2 VCT plc
Results of AGM
At the Annual General Meeting of Ventus 2 VCT plc (the
"Company") duly convened and held at the offices of Howard Kennedy
LLP, No 1 London Bridge, London SE1 9BG at 12.15pm on Wednesday 19
July 2017 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 28 February 2017.
2. To declare a final dividend of 2.50p per ordinary share and
4.50p per "C" share in respect of the year ended 28 February
2017.
3. To approve the Directors' Remuneration Policy.
4. To approve the Directors' Remuneration Report for the year ended 28 February 2017.
5. To re-elect Mr Paul Thomas as a Director of the Company.
6. To re-elect Mr Alan Moore as a Director of the Company.
7. To re-elect Mr Colin Wood as a Director of the Company.
8. To re-appoint BDO LLP as Auditor of the Company to hold
office until the conclusion of the next AGM at which accounts are
laid before the Company.
9. To authorise the Directors to determine the remuneration of the Auditor.
Special Resolutions
10. That the Company be and is hereby generally and
unconditionally authorised to make market purchases, within the
meaning of Section 693(4) of the Companies Act 2006 (the "Act"), of
ordinary shares of 25p each, "C" shares of 25p each and "D" shares
of 25p each in the capital of the Company provided that:
(i) The maximum aggregate numbers of shares hereby authorised to
be purchased are 3,656,459 ordinary shares, 1,698,233 "C" shares
and 298,415 "D" shares, representing 14.99% of the current 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 Buyback 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 2018 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.
11. That, in substitution for existing authorities, the
Directors be and are hereby generally and unconditionally
authorised in accordance with Section 551 of 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 up to an aggregate nominal value of
GBP6,250,000 during the period commencing on the passing of this
resolution and expiring on the earlier of the AGM of the Company to
be held in 2018 and the date which is 15 months
after the date on which this resolution is passed (unless
revoked, varied or extended by the Company in general meeting), but
so that this authority shall allow the Company to make before the
expiry of this authority offers or agreements which would or might
require
shares to be allotted after such expiry.
12. That, the directors of the Company be and hereby are
empowered pursuant to Sections 570 and 573 of the Act to allot or
make offers to or agreements to allot equity securities (which
expression shall have the meaning ascribed to it in Section 560(1)
of the Act) for cash pursuant to the authority given pursuant to
resolution 11, as if Section 561(1) of the Act did not apply to
such allotment, provided that the power provided by this resolution
shall expire on the earlier of the AGM of the Company to be held in
2018 and the date which is 15 months after the date on which this
resolution is passed (unless renewed, varied or revoked by the
Company in general meeting).
Proxy votes cast were as follows:
Resolution For Against Withheld
---- ---------------------------------- ---------- ---------- ---------
Directors Report and Financial
1. statements and Auditor's Report 6,284,366 982,771 -
---- ---------------------------------- ---------- ---------- ---------
Final dividend 2.50p per ordinary
2. share and 4.50p per "C" share 7,021,867 192,119 53,151
---- ---------------------------------- ---------- ---------- ---------
3. Directors' Remuneration Policy 6,258,328 934,263 74,546
---- ---------------------------------- ---------- ---------- ---------
4. Directors' Remuneration Report 6,342,246 850,345 74,546
---- ---------------------------------- ---------- ---------- ---------
5. Re-elect Paul Thomas 6,025,464 1,238,646 3,027
---- ---------------------------------- ---------- ---------- ---------
6. Re-elect Alan Moore 6,074,369 1,189,741 3,027
---- ---------------------------------- ---------- ---------- ---------
7. Re-elect Colin Wood 6,074,369 1,189,741 3,027
---- ---------------------------------- ---------- ---------- ---------
8. Re-appoint BDO LLP as auditor 6,367,072 897,038 3,027
---- ---------------------------------- ---------- ---------- ---------
9. Remuneration of auditor 6,420,426 846,711 -
---- ---------------------------------- ---------- ---------- ---------
10. Buy back shares 6,962,428 304,709 -
---- ---------------------------------- ---------- ---------- ---------
11. Allot shares 6,852,932 405,425 8,780
---- ---------------------------------- ---------- ---------- ---------
12. Disapply pre-emption rights 6,840,307 418,050 8,780
---- ---------------------------------- ---------- ---------- ---------
For further information, please contact: The City Partnership
(UK) Limited on 0131 510 7465
This information is provided by RNS
The company news service from the London Stock Exchange
END
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