REG-AGM Statement <Origin Href="QuoteRef">AAVC.L</Origin>

Albion Venture Capital TrustAnnouncement

14/08/2017 13:40

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At an Annual General Meeting of Albion Venture Capital Trust PLC, duly
convened and held at the City of London Club, 19 Old Broad Street, London on
14 August 2017 the following resolutions were passed:

Ordinary resolutions numbers 1 to 8 were passed. The following items of
Special Business were passed of which resolutions 9 and 11 and 12 were passed
as ordinary resolutions and 10 and 13 to 15 were passed as special
resolutions.

Special Business

9. Continuation as a venture capital trust
To continue as a venture capital trust until the Annual General Meeting of the
Company in 2027.

10. Amendment of Article 136
That existing Article 136 in the Articles of Association of the Company be
deleted and the following new Article 136 be inserted "At the Annual General
Meeting of the Company in 2027 and, if the Company has not been wound-up or
unitised or re-organised at each tenth Annual General Meeting of the Company
thereafter, the Directors shall procure that an ordinary resolution will be
proposed to the effect that the Company shall continue in being as a venture
capital trust."

11. Increase in Directors' aggregate remuneration
That under Article 79 of the Articles of the Company, the authority for the
total amount of the ordinary remuneration that all Directors may be paid
should be increased to an amount not exceeding £150,000 per year in
aggregate.

12. Authority to allot shares
That the Directors be generally and unconditionally authorised in accordance
with section 551 of the Companies Act 2006 (the "Act") to allot shares of
nominal value 1 penny per share in the Company up to an aggregate nominal
amount of £190,845 representing approximately 20 per cent. of the total
Ordinary share capital, provided that this authority shall expire 18 months
from the date that this resolution is passed, or at the conclusion of the next
Annual General Meeting, whichever is earlier, but so that the Company may,
before the expiry of such period, make an offer or agreement which would or
might require shares to be allotted after the expiry of such period and the
Directors may allot shares pursuant to such an offer or agreement as if the
authority had not expired.

13. Authority for the disapplication of pre-emption rights
That the Directors be empowered, pursuant to section 570 of the Act, to allot
equity securities (within the meaning of section 560 of the Act) for cash
pursuant to the authority conferred by resolution number 12 and/or sell
ordinary shares held by the Company as treasury shares for cash as if section
561(1) of the Act did not apply to any such allotment or sale.

Under this power the Directors may impose any limits or restrictions and make
any arrangements which they deem necessary or expedient to deal with any
treasury shares, fractional entitlements, record dates, legal, regulatory or
practical problems in, or laws of, any territory or other matter, arising
under the laws of, or the requirements of any recognised regulatory body or
any stock exchange in, any territory or any other matter.

This power shall expire 15 months from the date that this resolution is passed
or, if earlier, the conclusion of the next Annual General Meeting of the
Company, save that the Company may, before such expiry, make an offer or
agreement which would or might require equity securities to be allotted after
such expiry and the Directors may allot equity securities in pursuance of any
such offer or agreement as if this power had not expired.

14. Authority to purchase own shares
That the Company be generally and unconditionally authorised to make market
purchases (within the meaning of section 693(4) of the Act) of Ordinary shares
of 1 penny each in the capital of the Company ("Ordinary shares"), on such
terms as the Directors think fit, and where such shares are held as treasury
shares, the Company may use them for the purposes set out in section 727 of
the Act, provided that:

(a) the maximum aggregate number of shares hereby authorised to be purchased
is 14.99 per cent. of the issued Ordinary share capital of the Company as at
the date of the passing of this resolution;

(b) the minimum price which may be paid for a share shall be 1 penny
(exclusive of expenses);

(c) the maximum price (exclusive of expenses) which may be paid for a share
shall be an amount being not more than the higher of (i) 105 per cent. of the
average of the middle market quotations (as derived from the Daily Official
List of the London Stock Exchange) for the shares for the five business days
immediately preceding the date of purchase and (ii) the higher of the price of
the last independent trade and the highest current independent bid relating to
a share on the trading venue where the purchase is carried out; and

(d) unless previously varied, revoked or renewed, the authority hereby
conferred shall expire 18 months from the date that this resolution is passed
or, if earlier, at the conclusion of the Annual General Meeting of the Company
to be held after the passing of this resolution, save that the Company may, at
any time prior to such expiry, enter into a contract or contracts to purchase
shares under such authority which would or might be completed or executed
wholly or partly after the expiration of such authority and may make a
purchase of shares pursuant to any such contract or contracts as if the
authority conferred hereby had not expired.

Under the Companies (Acquisition of Own Shares) (Treasury Shares) Regulations
2003 (the "Regulations"), Ordinary shares purchased by the Company out of
distributable profits can be held as treasury shares, which may then be
cancelled or sold for cash. The authority sought by this special resolution is
intended to apply equally to shares to be held by the Company as treasury
shares in accordance with the Regulations.

15. Authority to sell treasury shares
That the Directors be empowered to sell treasury shares at the higher of the
prevailing current share price and the price bought in at.

14 August 2017

For further information please contact:
Albion Capital Group LLP
Company Secretary 
Tel: 020 601 1850

LEI Code 213800JKELS32V2OK421
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the content, accuracy and originality of the information contained therein.
Source: Albion Venture Capital Trust PLC via Globenewswire