THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT
FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018, AS AMENDED. ON THE PUBLICATION OF THIS
ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.
Downing Strategic Micro-Cap
Investment Trust plc (the "Company" or "DSM")
LEI Number:
213800QMYPUW4POFFX69
Results of Annual General
Meeting
Introduction
The Board of Directors of DSM
announces the results of the Annual General Meeting of the Company
held at 12.00 noon today. As set out in the Notice of Annual
General Meeting circular to Shareholders dated 5 June 2024 (the
"Notice"), the Resolutions
proposed at the Annual General Meeting comprised, in
summary:
§ ordinary
business:
a) to receive the Directors Report
and the Financial Statements for the year ended 29 February 2024
with the report of the Auditor thereon;
b) to approve the Directors
Remuneration Report for the year ended 29 February 2024;
c) to approve the Directors
Remuneration Policy;
d) to re-elect Hugh Aldous as a
director;
e) to re-appoint BDO LLP as auditor
to the company;
f) to authorise, the Audit
Committee to determine the auditor's remuneration;
§ special business, as
a special resolution:
a) to make market
purchases of the up to 14.99% of the Company's Ordinary
Shares,
All Resolutions were voted on by way
of a poll and the
results of the poll are shown below.
Results of Annual General Meeting
Resolution
|
Votes For
|
% (of votes cast excl.
withheld)
|
Votes
Against
|
% (of votes cast excl.
withheld)
|
Total votes
cast
|
%
(issued
share
capital)
|
Votes
Withheld
|
Ordinary
resolutions
|
1. to receive the Directors Report and the Financial Statements
for the year ended 29 February 2024 with the report of the Auditor
thereon.
|
17,981,376
|
98.43%
|
286,031
|
1.57%
|
18,267,407
|
40.02%
|
20,486
|
2. to
approve the Directors Remuneration Report for the year ended 29
February 2024.
|
17,623,330
|
96.82%
|
578,746
|
3.18%
|
18,202,076
|
39.88%
|
85,817
|
3. to approve the Directors Remuneration Policy.
|
17,585,508
|
96.64%
|
610,766
|
3.36%
|
18,196,274
|
39.86%
|
91,619
|
4. to
re-elect Hugh Aldous as a director.
|
13,008,714
|
71.28%
|
5,240,234
|
28.72%
|
18,248,948
|
39.98%
|
38,945
|
5. to re-appoint BDO LLP as auditor to the company.
|
17,911,287
|
98.06%
|
353,865
|
1.94%
|
18,265,152
|
40.02%
|
22,741
|
6. to authorise, the Audit Committee to determine the auditor's
remuneration.
|
17,964,822
|
98.27%
|
316,763
|
1.73%
|
18,281,585
|
40.05%
|
15,864
|
Special
resolution
|
7. to make market purchases of up to 14.99% of the
Company's Ordinary Shares.
|
13,051,091
|
71.48%
|
5,208,317
|
28.52%
|
18,259,408
|
40.00%
|
38,041
|
Shareholders are entitled to one
vote per Share. Votes withheld are not a vote in law and are
therefore not counted in the calculation of the percentages of the
votes cast for and against a resolution. Where Shareholders
appointed the Chair as their proxy with discretion as to voting,
their votes were cast against all Requisitioned Resolutions and
their Shares have been included in the "votes against"
column.
The total
number of Shares in issue is 45,645,241. The Company holds no
Shares in treasury. The Company has one non-redeemable preference
management share of 1 penny in issue. The non-redeemable preference
management share does not carry any voting rights. Each Share held
outside of treasury carries a right to one vote at a general
meeting of the Company. Therefore, the total number of voting
rights in the Company is 45,645,241 votes.
The full
text of the Resolutions can be found in the Notice of Annual
General Meeting contained in the Annual Report and Financial
Statements available for viewing on the National Storage Mechanism
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
and on the Company's website at
https://www.downingstrategic.co.uk/.
Defined
terms used in this announcement have the meanings given to them in
the Annual Report and Financial Statements unless the context
otherwise requires.
For further information please
contact:
Chairman
Hugh Aldous
tel: 020 7416 7780
Dickson Minto Advisers LLP
Douglas Armstrong
tel: 020 7649 6823
Media Contacts - Garfield Advisory
Andrew
Garfield
tel: 07974 982337
Jason
Nisse
tel: 07769 688618
The person responsible for arranging
for the release of this announcement on behalf of the Company is
ISCA Administration Services Limited, the Company
Secretary.