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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