The Schiehallion Fund
Limited
Legal
Entity Identifier: 213800NQOLJA1JCWXQ56
Annual General Meeting 10 May
2024
At the AGM held on 10 May 2024 all resolutions proposed to
the meeting were passed, including those detailed below:
·
Shareholders approved an ordinary resolution
to increase the limit for Directors' fees to £430,000 in aggregate
per annum in accordance with Article 116(1) of the Company's
Articles of Incorporation.
·
Shareholders approved a special resolution
renewing the Directors' authority to allot shares and sell treasury
shares on a non-pre-emptive basis up to 102,882,390 shares
(representing approximately 10% of the total issued share capital
of the Company). This authority will expire at the conclusion of
the AGM of the Company to be held in 2029 or on 10 May 2029,
whichever is the earlier (unless previously varied, revoked or
renewed). This authority will only be used to issue shares or
re-sell shares from treasury at a premium to net asset value and
only when the Directors believe it would be in the best interests
of the Company to do so.
·
Shareholders approved a special resolution
authorising the Company to renew its authority to make market
purchases of up to 14.99 per cent of the Company's issued ordinary
share capital, being 154,220,703 ordinary shares. The
authority will expire at the conclusion of the 2025 AGM of the
Company, unless previously varied, revoked or renewed.
·
Shareholders approved a special resolution to
adopt the amended Articles of Incorporation, in substitution for
and to the exclusion of the existing Articles of Incorporation,
with effect from the conclusion of the meeting.
Further to the stock exchange
announcement on 23 April 2024 that Dr Chiswell has resigned due to
ongoing health issues, Resolution 6, which proposed his
re-election, was withdrawn from the meeting.
The full text of all the resolutions can be found in the
Notice of Annual General Meeting contained in the Annual Report and
Financial Statements which is available for viewing at the National
Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Board notes the significant
number of votes against Resolution 3. As explained in the Annual
Report, Resolution 3 sought approval to re-elect Dr Linda Yueh as a
Director of the Company. In accordance with the principles of the
AIC Code of Corporate Governance, all Directors offer themselves
for re-election annually. The Company will continue to engage with
relevant shareholders and expects to make a further announcement in
due course.
Baillie Gifford & Co
Limited
13 May 2024
For further information please
contact:
Alex Blake, Baillie Gifford &
Co
Tel: 0131 275 2859
Regulated Information Classification:
Additional regulated information required to be
disclosed under applicable laws and regulations.