AAVC Albion Venture Capital Trust Plc

 
TIDMAAVC 
 
 
   Albion Venture Capital Trust PLC 
 
 
 
   LEI Code 213800JKELS32V2OK421 
 
 
 
   Update on 21 August 2019 General Meeting Voting Results 
 
   At the General Meeting (the "Meeting") held on 21 August 2019, an 
ordinary resolution was proposed to approve changes to the Company's 
Management Agreement, as detailed in the circular sent to shareholders 
on 1 July 2019. 
 
   Whilst the majority of shareholders supported the changes, with 70.4% of 
the votes cast in favour of the resolution, the Board noted that more 
than 20% of the shareholder votes were against the resolution. 
 
   Following the Meeting, in accordance with the UK Corporate Governance 
Code, the Board has carried out a consultation process with shareholders 
whose shareholdings represented a majority of votes that voted against 
the resolution to more fully understand the reasons for their 
opposition. 
 
   Of the total number of shares that voted against the resolution, 
shareholders representing 59% were contacted directly by the Chairman. 
Responses were received from a number of shareholders and the Board has 
taken time to carefully reflect on this feedback. 
 
   There was no clear unanimous reason for the opposition to the proposed 
changes from this feedback, however some of the views expressed were as 
follows: 
 
 
   -- The performance incentive fee increase from 8% to 20% of the excess 
      profits above the hurdle, was felt by some to be too high; 
 
   -- Performance incentive schemes are inappropriate for VCTs as a whole; 
 
   -- The hurdle of RPI + 2% in the current environment felt too low; and 
 
   -- The details contained in the Circular sent to shareholders on 1 July 2019 
      could have been better explained. 
 
 
   In light of this feedback, the Board revisited its original benchmarking 
and carried out further analysis on the management performance incentive 
arrangements across the VCT industry. The results of this analysis 
further reinforced the Board's views that the new performance incentive 
scheme was a fair and effective scheme, with a challenging hurdle, that 
would help to ensure the delivery of good shareholder returns. 
Specifically, it was noted that an excess share of 20% is the industry 
norm and not excessive in the current market. 
 
   Nevertheless, taking into account the views expressed by some 
shareholders at the AGM and in our subsequent consultation, the Board 
has re-negotiated with the Manager to reduce the hurdle from 20% to 15% 
which will be deemed to have taken effect from 1 April 2019. All other 
terms, as detailed out in the circular sent to shareholders on 1 July 
2019, will remain the same. 
 
   The Board would like to thank those shareholders who provided feedback 
on this matter and would like to emphasise that the Board is committed 
to act in the best interests of shareholders, in line with the UK 
Corporate Governance Code. 
 
   6 February 2020 
 
   For further information please contact: 
 
   Albion Capital Group LLP 
 
   Company Secretary 
 
   Tel: 020 7601 1850 
 
 
 
 

(END) Dow Jones Newswires

February 06, 2020 04:33 ET (09:33 GMT)

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