JANUS HENDERSON FUND MANAGEMENT UK
LIMITED
HENDERSON EUROPEAN FOCUS TRUST
PLC
LEGAL ENTITY IDENTIFIER:
213800GS89AL1DK3IN50
25 January 2024
HENDERSON EUROPEAN FOCUS TRUST
PLC
Annual General Meeting of the
Company
held on Thursday, 25 January
2024
Henderson European Focus Trust plc
(the 'Company') announces that at the Annual General Meeting held
earlier today all resolutions proposed were duly passed on a poll.
This included:
As an ordinary
resolution:
§ Resolution
12: To authorise the directors to allot new ordinary shares
up to 10% of the issued ordinary share
capital;
As special resolutions:
§ Resolution
13: to authorise the directors to allot or sell from treasury up to
10% of the issued ordinary share capital without first offering
them to existing shareholders in accordance with statutory
pre-emption rights;
§ Resolution
14: to authorise the Company to make market purchases of up to
14.99% of the Company's issued ordinary share capital;
§ Resolution
15: to hold general meetings other than an annual general meeting
on not less than 14 clear days' notice;
§ Resolution
16: to cancel the share premium account, subject to High Court
approval
§ Resolution
17: To cancel the capital redemption reserve, subject to High Court
approval
The full text of the resolutions can
be found in the Notice of Annual General Meeting dated 12 December
2023 in the Annual Report for the year ended 30 September 2023
which can be viewed on the Company's website at: www.hendersoneuropeanfocus.com.
The poll results were as
follows:
|
Resolution
|
Number of votes
FOR
|
% of votes
FOR
|
Number of votes
AGAINST
|
% of votes
AGAINST
|
Total votes
cast
|
% Issued Share
Capital
|
Votes
withheld
|
|
Ordinary
|
|
|
1.
|
To receive the Annual Report and the
audited financial statements for the year ended 30 September
2023
|
107,873,794
|
100.00
|
4,356
|
0.00
|
107,878,150
|
50.70%
|
10,914
|
|
2.
|
To approve the Directors'
Remuneration Report for the year ended 30 September 2023
|
107,759,018
|
99.93
|
76,266
|
0.07
|
107,835,284
|
50.68%
|
53,780
|
|
3.
|
To approve the Directors'
Remuneration Policy
|
107,761,278
|
99.93
|
70,146
|
0.07
|
107,831,424
|
50.68%
|
57,640
|
|
4.
|
To approve a final dividend of 3.05p
per ordinary share
|
107,865,074
|
100.00
|
4,356
|
0.00
|
107,869,430
|
50.70%
|
19,634
|
|
5.
|
To elect Melanie Blake as a director
of the Company
|
107,818,868
|
99.97
|
28,232
|
0.03
|
107,847,100
|
50.69%
|
41,964
|
|
6.
|
To re-elect Victoria (Vicky)
Hastings as a director of the Company
|
107,808,570
|
99.97
|
35,312
|
0.03
|
107,843,882
|
50.69%
|
45,182
|
|
7.
|
To re-elect Robin Archibald as a
director of the Company
|
107,799,965
|
99.96
|
43,917
|
0.04
|
107,843,882
|
50.69%
|
45,182
|
|
8.
|
To re-elect Stephen Macklow-Smith as
a director of the Company
|
107,804,985
|
99.96
|
38,897
|
0.04
|
107,843,882
|
50.69%
|
45,182
|
|
9.
|
To re-elect Marco Maria Bianconi as
a director of the Company
|
107,503,675
|
99.68
|
340,207
|
0.32
|
107,843,882
|
50.69%
|
45,182
|
|
10.
|
To re-appoint Ernst & Young LLP
as the statutory auditor of the Company
|
107,804,574
|
99.95
|
54,152
|
0.05
|
107,858,726
|
50.69%
|
30,338
|
|
11.
|
To authorise the directors to
determine the statutory auditor's remuneration
|
107,834,226
|
99.97
|
33,856
|
0.03
|
107,868,082
|
50.70%
|
20,982
|
|
12.
|
To authorise the directors to allot
new ordinary shares
|
107,796,916
|
99.94
|
66,016
|
0.06
|
107,862,932
|
50.70%
|
26,132
|
|
Special
|
|
|
|
|
|
|
|
|
13.
|
To disapply pre-emption rights on
the allotment or sale of ordinary shares
|
107,607,357
|
99.82
|
190,073
|
0.18
|
107,797,430
|
50.66%
|
91,634
|
|
14.
|
To authorise the Company to make
market purchases of its own ordinary shares
|
107,813,266
|
99.96
|
38,896
|
0.04
|
107,852,162
|
50.69%
|
36,902
|
|
15.
|
To authorise general meetings (other
than AGMs) to be held on 14 clear days' notice
|
107,602,562
|
99.75
|
272,369
|
0.25
|
107,874,931
|
50.70%
|
14,133
|
|
16.
|
To cancel the share premium account,
subject to High Court approval
|
107,782,226
|
99.98
|
21,056
|
0.02
|
107,803,282
|
50.67%
|
85,782
|
|
17.
|
To cancel the capital redemption
reserve, subject to High Court approval
|
107,776,852
|
99.98
|
18,344
|
0.02
|
107,795,196
|
50.66%
|
93,868
|
For the purposes of section 341 of
the Companies Act 2006, the votes validly cast are expressed in the
table above as a percentage of the Company's total voting rights as
at the close of business on 23 January 2024 (212,768,122), being
the time at which a shareholder had to be registered in the
register of members in order to vote at the annual general
meeting. A vote "withheld" is not a vote in law and has not
been counted as a vote "for" or "against" a resolution.
The number of ordinary shares in
issue at the date of this announcement is 216,389,910. On a poll
the voting rights are one vote for every one share held. The
number of voting rights is therefore 212,768,122 (3,621,788 shares
being held in Treasury).
The poll results will shortly be
available on the Company's website
at: www.hendersoneuropeanfocus.com.
The special business resolutions
will be submitted to the National Storage Mechanism ("NSM") and
will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For further information please
contact:
|
Dan Howe
Head of Investment Trusts
Janus Henderson Investors
Tel: 020 7818 4458
|
Harriet Hall
Investment Trust PR
Director
Janus Henderson Investors
Tel: 020 7818 2919
|
|
Johana Woodruff
For and on behalf of Janus Henderson
Secretarial Services UK Limited
Henderson European Focus Trust
plc
Tel: 020 7818 2220
|
|
|