PR Newswire
London, October 5
Invesco Select Trust plc
LEI: 549300JZQ39WJPD7U596
Result of AGM
Result of the Annual General Meeting of Invesco Select Trust plc held on 4 October 2022:
All of the Annual General Meeting resolutions were decided by poll and were passed.
The poll results were as follows:
Resolutions applicable to all share classes, with voting rights based on the net asset values of the respective share classes at close of business on 30 September 2022:
| Resolution | Votes For (including votes at the discretion of the Chairman) |
% | Votes Against | % | Votes Withheld |
| Ordinary Resolutions | |||||
| 1. | 22,387,733 | 99.9 | 23,436 | 0.1 | 7,048 |
| 2. | 22,119,577 | 99.2 | 183,530 | 0.8 | 115,110 |
| 3. | 22,123,731 | 99.2 | 169,331 | 0.8 | 125,155 |
| 4. | 21,657,762 | 97.1 | 673,213 | 2.9 | 87,242 |
| 5. | 21,656,000 | 97.1 | 671,906 | 2.9 | 90,311 |
| 6. | 21,633,713 | 97.0 | 694,795 | 3.0 | 89,709 |
| 7. | 21,656,680 | 97.1 | 674,295 | 2.9 | 87,242 |
| 8. | 21,650,517 | 97.4 | 631,855 | 2.6 | 98,538 |
| 9. | 22,275,083 | 99.3 | 134,565 | 0.7 | 8,569 |
| 10. | 22,322,020 | 99.6 | 88,547 | 0.4 | 7,650 |
| 13. | 16,714,256 | 73.5 | 5,686,541 | 26.5 | 17,420 |
| Special Resolutions | |||||
| 14. | 22,077,956 | 98.6 | 313,709 | 1.4 | 26,552 |
| 15. | 22,295,493 | 99.6 | 98,629 | 0.4 | 24,095 |
| 16. | 22,164,421 | 98.9 | 240,319 | 1.1 | 13,477 |
| 17. | 22,321,489 | 99.8 | 61,985 | 0.2 | 34,743 |
Total Voting Rights applicable to the above resolutions were 184,705,257.
Resolution 11, an Ordinary Resolution, was applicable only to the UK Equity Share class, with voting rights being one vote per share:
| Resolution | Votes For (including votes at the discretion of the Chairman) |
% | Votes Against | % | Votes Withheld |
| Resolution 11 | 17,518,065 | 100 | 0 | 0 | 10,819 |
Total Voting Rights applicable for this resolution were 71,478,782.
Resolution 12, an Ordinary Resolution, was applicable only to the Global Equity Income Share class, with voting rights being one vote per share:
| Resolution | Votes For (including votes at the discretion of the Chairman) |
% | Votes Against | % | Votes Withheld |
| Resolution 12 | 4,631,496 | 99.9 | 6,516 | 0.1 | 0 |
Total Voting Rights applicable for this resolution were 24,851,044.
The Board notes the significant vote against resolution 13, the authority to allot shares, and will consult with the relevant shareholders as appropriate to understand their concerns. The Board will provide a further update within six months of the AGM.
The full text of the resolutions passed is as follows:
The following Ordinary Resolutions were passed at the Annual General Meeting held on 4 October 2022:
Ordinary Resolutions applicable to all share classes:
1. To receive the Annual Financial Report for the year ended 31 May 2022.
2. To approve the Directors’ Remuneration Policy.
3. To approve the Annual Statement and Report on Remuneration.
4. To re-elect Craig Cleland as a Director of the Company.
5. To re-elect Davina Curling as a Director of the Company.
6. To re-elect Mark Dampier as a Director of the Company.
7. To re-elect Victoria Muir as a Director of the Company.
8. To re-elect Tim Woodhead as a Director of the Company.
9. To re-appoint Grant Thornton UK LLP as Auditor to the Company
10. To authorise the Audit Committee to determine the Auditor’s remuneration.
Ordinary Resolution applicable only to the UK Equity Share Class:
11. To approve the UK Equity Share Class Portfolio dividend payment policy as set out on page 41 of the 2022 Annual Financial Report.
Ordinary Resolution applicable only to the Global Equity Income Share Class:
12. To approve the Global Equity Income Share Class Portfolio dividend payment policy as set out on page 41 of the 2022 Annual Financial Report.
Ordinary Resolution applicable to all share classes:
13. That: the Directors be and they are hereby generally and unconditionally authorised, for the purpose of section 551 of the Companies Act 2006 as amended from time to time prior to the date of passing this resolution (‘2006 Act’) to exercise all the powers of the Company to allot relevant securities (as defined in sections 551(3) and (6) of the 2006 Act) up to an aggregate nominal amount equal to £1,000,000 of UK Equity Shares, £1,000,000 of Global Equity Income Shares, £1,000,000 of Balanced Risk Allocation Shares and £1,000,000 of Managed Liquidity Shares, provided that this authority shall expire at the conclusion of the next AGM of the Company or the date falling 15 months after the passing of this resolution, whichever is the earlier, but so that such authority shall allow the Company to make offers or agreements before the expiry of this authority which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offers or agreements as if the power conferred hereby had not expired.
Special Resolutions:
The following Special Resolutions were passed at the Annual General Meeting held on 4 October 2022:
14. That: the Directors be and they are hereby empowered, in accordance with sections 570 and 573 of the Companies Act 2006 as amended from time to time prior to the date of the passing of this resolution (‘2006 Act’) to allot Shares in each class (UK Equity, Global Equity Income, Balanced Risk Allocation and Managed Liquidity) for cash, either pursuant to the authority given by resolution 13 or (if such allotment constitutes the sale of relevant Shares which, immediately before the sale, were held by the Company as treasury shares) otherwise, as if section 561 of the 2006 Act did not apply to any such allotment, provided that this power shall be limited:
(a) to the allotment of Shares in connection with a rights issue in favour of all holders of a class of Share where the Shares attributable respectively to the interests of all holders of Shares of such class are either proportionate (as nearly as may be) to the respective numbers of relevant Shares held by them or are otherwise allotted in accordance with the rights attaching to such Shares (subject in either case to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or legal or practical problems under the laws of, or the requirements of, any regulatory body or any stock exchange in any territory or otherwise);
(b) to the allotment (otherwise than pursuant to a rights issue) of equity securities up to an aggregate nominal amount of £72,923 of UK Equity Shares, £24,946 of Global Equity Income Shares, £4,215 of Balanced Risk Allocation Shares and £1,257 of Managed Liquidity Shares; and
(c) to the allotment of equity securities at a price of not less than the net asset value per Share as close as practicable to the allotment or sale
and this power shall expire at the conclusion of the next AGM of the Company or the date 15 months after the passing of this resolution, whichever is the earlier, but so that this power shall allow the Company to make offers or agreements before the expiry of this power which would or might require equity securities to be allotted after such expiry as if the power conferred by this resolution had not expired; and so that words and expressions defined in or for the purposes of Part 17 of the 2006 Act shall bear the same meanings in this resolution.
15. That: the Company be generally and subject as hereinafter appears unconditionally authorised in accordance with section 701 of the Companies Act 2006 as amended from time to time prior to the date of passing this resolution (‘2006 Act’) to make market purchases (within the meaning of section 693(4) of the 2006 Act) of its issued Shares in each Share class (UK Equity, Global Equity Income, Balanced Risk Allocation and Managed Liquidity).
PROVIDED ALWAYS THAT:
(i) the maximum number of Shares hereby authorised to be purchased shall be 14.99% of each class of the Company’s share capital as at the date of the AGM;
(ii) the minimum price which may be paid for a Share shall be 1p;
(iii) the maximum price which may be paid for a Share in each Share class must not be more than the higher of:
(a) 5% above the average of the mid-market values of the Shares for the five business days before the purchase is made; and
(b) the higher of the price of the last independent trade in the Shares and the highest then current independent bid for the Shares on the London Stock Exchange;
(iv) any purchase of Shares will be made in the market for cash at prices below the prevailing net asset value per Share (as determined by the Directors);
(v) the authority hereby conferred shall expire at the conclusion of the next AGM of the Company or, if earlier, on the expiry of 15 months from the passing of this resolution unless the authority is renewed at any other general meeting prior to such time; and
(vi) the Company may make a contract to purchase Shares under the authority hereby conferred prior to the expiry of such authority which will be executed wholly or partly after the expiration of such authority and may make a purchase of Shares pursuant to any such contract.
16. That: the period of notice required for general meetings of the Company (other than Annual General Meetings) shall be not less than 14 days.
17. That: the share premium accounts of each of: (i) the class of UK Equity shares of 1 penny each in the capital of the Company; and (ii) the class of Balanced Risk Allocation shares of 1 penny each in the capital of the Company, be cancelled and the amount of the share premium of each share class so cancelled be credited to a reserve in respect of each the respective share classes.
Invesco Asset Management Limited
Corporate Company Secretary
Contact:
James Poole 0207 543 3559
5 October 2022
