Result of AGM
15th Aug 2025 16:06
LONDON STOCK EXCHANGE ANNOUNCEMENT
THE GLOBAL SMALLER COMPANIES TRUST PLC
(the 'Company')
Results of Annual General Meeting
LEI: 2138008RRULYQP8VP386
Information disclosed in accordance with UK LR 6.4.13
The Global Smaller Companies Trust PLC announces that, at the Annual General Meeting held on 15 August 2025, a poll was held on each of the 16 resolutions proposed and all were duly passed, including those detailed below:
i) An ordinary resolution giving the Directors of the Company authority to exercise all the powers of the Company to allot ordinary shares of 2.5 pence each in the capital of the Company, up to an aggregate nominal amount of £1,109,860.85 (representing approximately 10% of the Company's issued share capital (excluding treasury shares) as at 26 June 2025). This authority will expire at the conclusion of the AGM of the Company in 2026 or on the date which is 15 months after the date on which this resolution was passed (whichever is earlier), unless previously revoked, varied or extended by the Company in a general meeting;
ii) A special resolution to empower the Directors to allot equity securities for cash and to sell treasury shares for cash without first offering them to existing shareholders in proportion to their holdings up to an aggregate nominal amount of £1,109,860.85 representing approximately 10% of the Company's issued share capital (excluding treasury shares) as at 26 June 2025. This authority will expire at the conclusion of the next AGM of the Company held after the passing of this resolution or, if earlier, on the date which is 15 months after the date on which this resolution was passed, (unless previously renewed, varied or revoked by the Company in a general meeting;
iii) A special resolution authorising the Company to make market purchases of up to 66,019,501 ordinary shares, representing 14.99% of the Company's issued ordinary share capital (excluding ordinary shares held in treasury) immediately prior to the passing of this resolution. This authority will expire at the conclusion of the next AGM of the Company held after the passing of this resolution or on the date which is 15 months after the date on which this resolution was passed (whichever is earlier), unless such authority is varied, revoked or renewed prior to such time by the Company in general meeting;
iv) A special resolution authorising the Company to hold general meetings (other than annual general meetings) on 14 clear days' notice, such authority to expire at the conclusion of the next annual general meeting of the Company.
v) A special resolution that, subject to the confirmation of the High Court (the "Court") and subject also to any undertaking required by the Court: (i) the share capital of the Company be reduced by cancelling the entire amount standing to the credit of the Company's share premium account and capital redemption reserve as at the date of the final hearing before the Court at which confirmation of the said cancellation is sought; and (ii) the credit thereby arising in the Company's books of account from the cancellation of the Company's share premium account and capital redemption reserve be applied in crediting a distributable reserve (to be designated the "Distributable Reserve") to be established in the Company's books of account which shall be able to be applied in any manner in which the Company's profits available for distribution (as determined in accordance with the Companies Act 2006) are able to be applied.
The results of the poll were as follows:
For | Against | Withheld | Total Votes (excluding Votes Withheld) | ||||
| Resolution | No of Votes | % of Votes Cast | No of Votes | % of Votes Cast | No of Votes |
|
1 | Receive and adopt the audited financial statements for the year ended 30 April 2025 | 267,015,153 | 99.83% | 441,940 | 0.17% | 875,159 | 267,457,093 |
2 | Approve the Directors' Remuneration Policy | 226,398,114 | 88.97% | 28,059,521 | 11.03% | 13,871,847 | 254,457,635 |
3 | Receive, adopt and approve the Directors' Remuneration Report for the year to 30 April 2025 | 228,595,432 | 89.86% | 25,784,964 | 10.14% | 13,949,086 | 254,380,396 |
4 | To declare a final dividend | 262,132,440 | 99.75% | 649,847 | 0.25% | 5,549,965 | 262,782,287 |
5 | To re-elect N Bannerman as a Director | 243,615,930 | 96.13% | 9,799,811 | 3.87% | 14,916,511 | 253,415,741 |
6 | To re-elect B Barrett as a Director | 243,064,296 | 95.56% | 11,281,352 | 4.44% | 13,986,604 | 254,345,648 |
7 | To re-elect R Grewal as a Director | 241,025,965 | 95.00% | 12,685,453 | 5.00% | 14,620,834 | 253,711,418 |
8 | To elect Zoe King as a Director | 248,802,119 | 97.78% | 5,654,750 | 2.22% | 13,875,383 | 254,456,869 |
9 | To re-elect G Oldroyd as a Director | 241,458,663 | 95.74% | 10,751,510 | 4.26% | 16,122,079 | 252,210,173 |
10 | To re-appoint BDO LLP as Auditor | 247,897,358 | 95.48% | 11,729,694 | 4.52% | 8,705,200 | 259,627,052 |
11 | Authority to determine the remuneration of the Auditor | 253,318,935 | 96.18% | 10,060,431 | 3.82% | 4,952,886 | 263,379,366 |
12 | Authorise the Directors to allot shares | 252,681,149 | 97.27% | 7,102,533 | 2.73% | 8,548,570 | 259,783,682 |
13 | Authority to allot shares/sell treasury shares without pre-emption rights | 230,508,352 | 90.35% | 24,630,850 | 9.65% | 13,190,280 | 255,139,202 |
14 | Authority to purchase own shares | 249,377,826 | 94.25% | 15,204,700 | 5.75% | 3,749,726 | 264,582,526 |
15 | General meeting notice period | 257,347,507 | 97.05% | 7,834,439 | 2.95% | 3,150,306 | 265,181,946 |
16 | Cancellation of share premium account and capital redemption reserve | 244,457,028 | 96.35% | 9,272,039 | 3.65% | 14,603,185 | 253,729,067 |
The full text of all the resolutions can be found in the Notice of Annual General Meeting set out in Annual Report and Financial Statements for the year ended 30 April 2025, which was submitted to the National Storage Mechanism on 1 July 2025 and is available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website www.globalsmallercompanies.co.uk
A copy of the poll results will also be available on the Company's website.
15 August 2025
For further information please contact:
Columbia Threadneedle Investment Business Limited
Company Secretary
Telephone: 020 7464 5000