Perpetual Inc&Growth Result of AGM

 
TIDMPLI 
 
Perpetual Income and Growth Investment Trust plc 
 
LEI: 549300UIWJ7E60WUQZ16 
 
Result of AGM 
 
Result of the Annual General Meeting of Perpetual Income and Growth Investment 
Trust plc held on 21 July 2020: 
 
All of the Annual General Meeting resolutions were decided by poll and were 
passed. 
 
The results of the poll were as follows: 
 
   Resolution          Votes For              Votes Against             Votes Withheld 
                (including votes 
                              at 
               the discretion of       %                          % 
                   the Chairman) 
 
Ordinary resolutions: 
 
           1.         91,947,676   99.98             16,497    0.02             19,138 
 
           2.         90,217,768   98.17          1,679,882    1.83             85,661 
 
           3.         90,157,055   98.13          1,719,870    1.87            106,385 
 
           4.         90,195,379   98.14          1,707,123    1.86             80,809 
 
           5.         90,185,148   98.14          1,711,017    1.86             87,146 
 
           6.         89,097,581   96.95          2,798,584    3.05             87,146 
 
           7.         74,535,067   81.10         17,365,143   18.90             83,101 
 
           8.         91,919,602   99.98             19,353    0.02             44,356 
 
           9.         91,466,129   99.55            417,773    0.45             99,409 
 
          10.         91,714,602   99.79            188,932    0.21             79,777 
 
          11.         91,819,290   99.87            115,066    0.13             48,955 
 
          12.         91,731,250   99.86            132,978    0.14            119,083 
 
Special resolutions: 
 
          13.         91,593,375   99.71            268,349    0.29            121,587 
 
          14.         91,893,056   99.96             33,616    0.04             56,639 
 
          15.         90,668,525   98.64          1,248,102    1.36             66,684 
 
Total Voting Rights were 213,853,331. 
 
. 
 
The full text of the resolutions passed is as follows: 
 
Ordinary Resolutions: 
 
The following Ordinary Resolutions were passed at the Annual General Meeting 
held on 21 July 2020: 
 
1.       To receive the Annual Financial Report for the year ended 31 March 
2020. 
 
2.       To re-elect Mike Balfour as a Director of the Company. 
 
3.       To re-elect Victoria Cochrane as a Director of the Company. 
 
4.       To re-elect Georgina Field as a Director of the Company. 
 
5.       To re-elect Alan Giles as a Director of the Company. 
 
6.       To re-elect Richard Laing as a Director of the Company. 
 
7.       To re-elect Bob Yerbury as a Director of the Company. 
 
8.       To approve the Company's dividend payment policy as set out on pages 
11and 12 of the annual financial report. 
 
9.       To approve the Annual Statement and Report on Remuneration for the 
year ended 31 March 2020. 
 
10.     To re-appoint Ernst & Young LLP as auditor. 
 
11.     To authorise the Audit Committee to determine the auditor's 
remuneration. 
 
12.     THAT: 
 
the Directors be generally and unconditionally authorised in accordance with 
Section 551 of the Companies Act 2006 as amended from time to time prior to the 
date of the passing of this resolution (the 'Act') to exercise all powers of 
the Company to allot relevant securities (as defined in that section) up to an 
aggregate nominal amount (within the meaning of Sections 551(3) and (6) of the 
Act) of GBP2,147,978, this being 10% of the Company's issued ordinary share 
capital excluding shares held in treasury as at 31 May 2020, such authority to 
expire at the conclusion of the next AGM of the Company or the date fifteen 
months after the passing of this resolution, whichever is the earlier, but so 
that this authority shall allow the Company to make offers or agreements before 
the expiry of this authority which would or might require relevant securities 
to be allotted after such expiry as if the authority conferred by this 
resolution had not expired. 
 
Special Resolutions: 
 
13.     THAT: 
 
the Directors be and they are hereby empowered, in accordance with Sections 570 
and 573 of the Companies Act 2006 as amended from time to time prior to the 
date of the passing of this resolution (the 'Act') to allot equity securities 
for cash, either pursuant to the authority given by resolution 12 set out above 
or (if such allotment constitutes the sale of relevant shares which, 
immediately before the sale, were held by the Company as treasury shares) 
otherwise, as if Section 561 of the Act did not apply to any such allotment, 
provided that this power shall be limited: 
 
(a)      to the allotment of equity securities in connection with a rights 
issue in favour of all holders of a class of equity securities where the equity 
securities attributable respectively to the interests of all holders of 
securities of such class are either proportionate (as nearly as may be) to the 
respective numbers of relevant equity securities held by them or are otherwise 
allotted in accordance with the rights attaching to such equity securities 
(subject in either case to such exclusions or other arrangements as the 
Directors may deem necessary or expedient in relation to fractional 
entitlements or legal or practical problems under the laws of, or the 
requirements of, any regulatory body or any stock exchange in any territory or 
otherwise); and 
 
(b)      to the allotment (otherwise than pursuant to a rights issue) of equity 
securities up to an aggregate nominal amount of GBP2,147,978, this being 10% of 
the Company's issued ordinary share capital excluding shares held in treasury 
as at 31 May 2020. 
 
and this power shall expire at the conclusion of the next AGM of the Company or 
the date 15 months after the passing of this resolution, whichever is the 
earlier, but so that this power shall allow the Company to make offers or 
agreements before the expiry as if the power conferred by this resolution had 
not expired; and so that words and expressions defined in or for the purposes 
of Part 17 of the Act shall bear the same meanings in this resolution. 
 
14.     THAT: 
 
the Company be generally and subject as hereinafter appears unconditionally 
authorised in accordance with Section 701 of the Companies Act 2006 as amended 
from time to time prior to the date of the passing of this resolution (the 
'Act') to make market purchases (within the meaning of Section 693(4) of the 
Act) of its issued ordinary shares of 10p each in the capital of the Company 
('Shares') 
 
PROVIDED ALWAYS THAT: 
 
(i)       the maximum number of Shares hereby authorised to be purchased shall 
be 14.99% of the Company's issued ordinary shares excluding shares held in 
treasury on 21 July 2020, being the date of the AGM (being 32,056,614 shares); 
 
(ii)      the minimum price which may be paid for a Share shall be 10p; 
 
(iii)     the maximum price which may be paid for a Share must not be more than 
the higher of: (a) 5% above the average of the mid-market values of the Shares 
for the five business days before the purchase is made; and (b) the higher of 
the price of the last independent trade in the Shares and the highest then 
current independent bid for the Shares on the London Stock Exchange; 
 
(iv)     any purchase of Shares will be made in the market for cash at prices 
below the prevailing net asset value per Share (as determined by the 
Directors); 
 
(v)      the authority hereby conferred shall expire at the conclusion of the 
next AGM of the Company or, if earlier, on the expiry of 15 months from the 
passing of this resolution unless the authority is renewed at any other general 
meeting prior to such time; 
 
(vi)     the Company may make a contract to purchase Shares under the authority 
hereby conferred prior to the expiry of such authority which will be executed 
wholly or partly after the expiration of such authority and may make a purchase 
of Shares pursuant to any such contract; and 
 
(vii)    any shares so purchased shall be cancelled or, if the Directors so 
determine and subject to the provisions of Sections 724 to 731 of the Act and 
any applicable regulations of the United Kingdom Listing Authority, be held (or 
otherwise dealt with in accordance with Section 727 or 729 of the Act) as 
treasury shares. 
 
15.     THAT: 
 
the period of notice required for general meetings of the Company (other than 
AGMs) shall be not less than 14 clear days' notice. 
 
. 
 
Invesco Asset Management Limited 
Corporate Company Secretary 
21 July 2020 
 
 
 
END
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