TIDMVOF

RNS Number : 9191V

VinaCapital Vietnam Opportunity Fd.

06 December 2023

VinaCapital Vietnam Opportunity Fund Limited

(the "Company" or "VOF")

LEI Number: 2138007UD8FBBVAX9469

Results of AGM - 6 December 2023

The Directors of the Company are pleased to announce the results of voting at the annual general meeting of the Company held at 11:00 AM (UK Time) on 6 December 2023 at the offices of Aztec Group, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY1 3PP (the "AGM").

A summary of the results is provided below.

All resolutions proposed at the AGM were passed with the exception of Resolution 14 which was not passed.

Voting was conducted by a show of hands and inclusive of votes received by the Company by way of proxy, either by post, web voting or via CREST, by no later than 11:00 AM (UK Time) on 4 December 2023.

Total votes of 76,397,511 were cast at the AGM, representing 48.64% of the total issued share capital of the Company as at 6 December 2023 (immediately prior to convening the AGM).

The text of the resolutions is paraphrased, the full text of each resolution is available in the notice and agenda of the AGM.

 
 #     Resolution                           Type                 In Favour              Against         Votes Withheld 
                                                            Votes        %age     Votes        %age 
       To adopt the annual 
        report and financial 
        statements of the 
        Company for the 
        year ended 30 June                  Ordinary 
 1.     2023.                                Resolution     76,330,457   99.99%   8,108        0.01%    58,946 
       To adopt the Directors' 
        Remuneration Implementation         Ordinary 
 2.     Report.                              Resolution     76,270,074   99.93%   55,345       0.07%    72,092 
       To re-appoint 
       PriceWaterhouseCoopers 
       CI LLP as Auditor 
       of the Company 
       until conclusion 
       of the next annual                   Ordinary 
 3.    general meeting.                      Resolution     76,300,326   99.96%   31,020       0.04%    66,165 
       To authorise the 
        Board of Directors 
        to determine the                    Ordinary 
 4.     Auditor's remuneration.              Resolution     76,324,157   99.98%   13,104       0.02%    60,250 
       To re-elect Huw 
        Evans following 
        his retirement 
        as a Director of                    Ordinary 
 5.     the Company.                         Resolution     69,087,085   90.51%   7,247,004    9.49%    63,422 
       To re-elect Peter 
        Hames following 
        his retirement 
        as a Director of                    Ordinary 
 6.     the Company.                         Resolution     72,524,378   95.02%   3,803,776    4.98%    69,347 
       To re-elect Julian 
        Healy following 
        his retirement 
        as a Director of                    Ordinary 
 7.     the Company.                         Resolution     72,540,223   95.03%   3,792,880    4.97%    64,408 
       To re-elect Kathryn 
        Matthews following 
        her retirement 
        as a Director of                    Ordinary 
 8.     the Company.                         Resolution     72,540,988   95.03%   3,796,080    4.97%    60,443 
       To re-elect Hai 
        Trinh following 
        his retirement 
        as a Director of                    Ordinary 
 9.     the Company.                         Resolution     72,540,509   95.03%   3,795,319    4.97%    61,683 
       To receive and 
        approve the Company's 
        dividend policy 
        as contained within 
        its annual report 
        and financial statements 
        of the Company 
        for the year ended                  Ordinary 
 10.    30 June 2023.                        Resolution     76,332,418   99.99%   8,811        0.01%    56,282 
       That the Company 
        be authorised in 
        accordance with 
        section 315 of 
        the Companies Law 
        to make market 
        acquisitions of                     Ordinary 
 11.    its ordinary shares.                 Resolution     75,572,584   98.99%   769,719      1.01%    55,208 
       That the Directors 
        be authorised to 
        issue ordinary 
        shares up to a 
        maximum of 10% 
        of the issued ordinary 
        share capital of                    Ordinary 
 12.    the Company.                         Resolution     76,294,485   99.96%   32,852       0.04%    70,174 
       That the pre-emption 
        rights granted 
        to shareholders 
        shall not apply 
        in respect of the 
        issue of up to 
        10% of the issued 
        ordinary share 
        capital of the                      Extraordinary 
 13.    Company.                             Resolution     76,264,679   99.92%   61,295       0.08%    71,537 
       That the Company 
        ceases to continue                  Special 
 14.    as currently constituted             Resolution     22,217,886   29.11%   54,106,314   70.89%   68,360 
 

The Company's second largest shareholder, representing approximately 23% of the votes cast at the AGM (11% of the total issued share capital), voted for Resolution 14, the discontinuation of the Company. The Chairman had met representatives of the shareholder prior to the AGM who indicated that they would support continuation of the Company if the Board introduced a Performance Conditional Tender Mechanism ("PCTM"). The Chairman presented the Board's arguments why a PCTM would not be in the Company's or the other shareholders' interests but the shareholder was not persuaded and has voted contrary to the Board's recommendation. In accordance with the AIC Code of Corporate Governance, the Board will now reflect further and will report back to all shareholders at the time of the publication of the interim results in March 2024.

A copy of this announcement will be available on the Company's website at https://vinacapital.com/investment-solutions/offshore-funds/vof/corporate-literature/ and, in accordance with Listing Rules, the full text of the special resolutions passed at the AGM has been submitted to the National Storage Mechanism.

Further information is available on the Company's website at: https://vinacapital.com/investment-solutions/offshore-funds/vof/overview/

Enquiries:

 
 Joel Weiden 
----------------------------------------------------------- 
 Investment Manager - Investor Relations and Communications 
  VinaCapital Investment Management Limited 
 T: +84 28 3821 9930 
 E: joel.weiden@vinacapital.com 
 
 Magdala Mullegadoo 
----------------------------------------------------------- 
 Company Secretary / Administrator 
  Aztec Financial Services (Guernsey) Limited 
 T: +44 1481 748 814 
 E: vinacapital@aztecgroup.co.uk 
 
 

1. References to VOF or the Company in this announcement shall mean VinaCapital Vietnam Opportunity Fund Limited, a non-cellular company incorporated in the Bailiwick of Guernsey under The Companies (Guernsey) Law, 2008, with registered number 61765. It is authorised by the Guernsey Financial Services Commission (reference number 2268242) as a registered closed-ended investment scheme under The Protection of Investors (Bailiwick of Guernsey) Law, 1987 and in compliance with the Registered Collective Investment Scheme Rules, as amended.

2. The registered office address of the Company is East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, Channel Islands, GY1 3PP.

3. This announcement may contain inside information as stipulated under the Market Abuse Regulations.

4. The total voting rights of the Company immediately prior to convening the AGM were 157,078,880.

5. Pursuant the Companies (Guernsey) Law, 2008, resolutions of the members are passed on a show of hands if passed by members who vote in person and by persons who vote as duly appointed proxies of members entitled to vote. Accordingly, this means that resolutions are passed by the requisite majority of votes cast at the AGM, not as a majority of the total voting rights.

6. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "for" and "against" a particular resolution.

7. Ordinary resolutions are passed if more than 50% of votes are cast in favour of the resolution.

   8.   Special resolutions are passed if more than 75% of votes are cast in favour of the resolution. 

9. Pursuant to the articles of the Company, an Extraordinary resolution is passed if more than 75% of votes are cast in favour of the resolution.

10. Total percentages voted may not add to 100% in all cases due to rounding.

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END

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(END) Dow Jones Newswires

December 06, 2023 10:06 ET (15:06 GMT)

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