REG - City of Lon Inv Grp - Result of AGM

City of London InvestmentAnnouncement

27/10/2025 17:30

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251027:nRSa0056Fa&default-theme=true

RNS Number : 0056F  City of London Investment Group PLC  27 October 2025

27 October 2025

 

City of London Investment Group plc

("City of London" or the "Company")

 

Result of Annual General Meeting

 

City of London announces that, at the Annual General Meeting ("AGM") of the
Company held on 27 October 2025:

 

Resolutions 1 to 16 as set out in the Notice of AGM dated 15 September 2025
were passed following a poll on each resolution.

 

Resolutions 1 to 13 were proposed as Ordinary Resolutions and resolutions 14
to 16 were proposed as Special Resolutions.

 

The table below details votes cast on each resolution.

 

 

                                                                                 Votes For   %       Votes Against  %      Votes Withheld  Total Votes (excluding withheld)  % of Issued Share Capital Voted
 Ordinary Resolutions
 Resolution 1: To receive the Directors' Report and accounts                     16,011,736  99.89%  18,170         0.11%  13,870          16,029,906                        31.63%
 Resolution 2: To approve the Directors' Remuneration Report                     15,662,401  97.95%  327,909        2.05%  45,549          15,990,310                        31.55%
 Resolution 3: To approve the Directors' Remuneration Policy                     15,595,627  97.57%  388,247        2.43%  50,698          15,983,874                        31.54%
 Resolution 4: To declare a final dividend of 22p per Ordinary Share of 1p each  16,030,290  99.93%  10,460         0.07%  5,194           16,040,750                        31.65%
 in the Company ("Ordinary Shares"), payable on 6 November 2025
 Resolution 5: To re-elect Rian Dartnell as a Director                           15,124,540  94.42%  893,895        5.58%  23,047          16,018,435                        31.61%
 Resolution 6: To re-elect Peter Roth as a Director                              15,339,624  95.76%  678,811        4.24%  23,047          16,018,435                        31.61%
 Resolution 7: To re-elect Sarah Ing as a Director                               15,108,952  94.33%  908,978        5.67%  23,451          16,017,930                        31.61%
 Resolution 8: To elect Ben Stocks as a Director                                 15,745,460  98.30%  272,975        1.70%  23,047          16,018,435                        31.61%
 Resolution 9: To re-appoint Grant Thornton UK LLP as auditors of the Company    16,001,929  99.79%  33,402         0.21%  9,529           16,035,331                        31.64%
 Resolution 10:  To authorise the Audit & Risk Committee of the Company to       16,003,040  99.80%  31,751         0.20%  9,961           16,034,791                        31.64%
 fix the remuneration of the auditors
 Resolution 11: To authorise the Directors to allot shares                       15,687,877  97.89%  338,748        2.11%  16,495          16,026,625                        31.62%
 Resolution 12: To authorise New Long Term Incentive Plan (LTIP)                 15,622,125  97.69%  368,832        2.31%  45,031          15,990,957                        31.55%
 Resolution 13: To authorise the Employee Benefit Trust to hold Ordinary Shares  15,975,427  99.67%  52,376         0.33%  15,552          16,027,803                        31.63%
 up to a maximum aggregate of 10% of the issued Ordinary Share capital of the
 Company
 Special Resolutions
 Resolution 14: Authority to disapply pre-emption rights                         15,607,625  97.67%  372,047        2.33%  54,060          15,979,672                        31.53%
 Resolution 15: Authority to allot equity securities for cash and/or sell        15,670,396  97.83%  347,348        2.17%  23,600          16,017,744                        31.61%
 ordinary shares held by the Company for cash
 Resolution 16: To authorise the Company to make market purchases of Ordinary    7,908,724   93.94%  510,315        6.06%  17,166,562      8,419,039                         16.61%
 Shares

 

Notes:

 1)    Following the completion of the merger with Karpus Management, Inc.
 on 1 October 2020, the Company has a "Controlling Shareholder Group", which
 has agreed to limit their voting rights to the lower of: (i) the number of
 shares held by them; and (ii) 24.99 per cent. of the votes cast on any
 resolution by all shareholders. The Controlling Shareholder Group cast votes
 in excess of 24.99 per cent. of the votes cast on the resolutions by all
 shareholders and, accordingly, the number of votes stated above as being cast
 "in favour", "against" and those "withheld" have been reduced accordingly.
 2)    The total number of Ordinary Shares of 1p each in the Company in
 issue at close of business on 23 October 2025 and the number used for the
 percentage of issued share capital voted was 50,679,095.
 3)    The percentage of issued share capital voted calculation uses total
 votes cast (including votes withheld) as adjusted per the Controlling
 Shareholder Group calculation detailed in point 1, above.
 4)    The votes "for" include those giving the Chair of the AGM discretion.
 5)    Votes "for" and "against" are expressed as a percentage of the number
 in the total votes cast column (excluding votes withheld).
 6)    The percentages above are rounded to two decimal places.
 7)    A vote withheld is not a vote in law and is not counted in the
 calculation of votes "for" or "against" a resolution.

 

Resolutions 5, 6, 7 and 8 related to the election and re-election of the
Independent Directors. Under the Listing Rules, because the Controlling
Shareholder Group together control in concert more than 30 per cent. of the
voting rights of the Company (even though they have agreed to limit their
voting rights as stated above), the re-election of an Independent Director by
shareholders must be approved by a majority of both: (i) the shareholders of
the Company; and (ii) the independent shareholders of the Company (that is,
the shareholders of the Company entitled to vote on the election of
Independent Directors who are not part of the Controlling Shareholder Group).
The Company has separately counted the number of votes cast by the independent
shareholders in favour of resolutions 5, 6, 7 and 8 and has determined that,
in each case, the second threshold referred to in (ii) above has also been
met. Notes 4 to 7 above also apply to the following table.

 

 Resolution                                             Votes For  %       Votes Against  %      Votes Withheld  Total Votes (excluding withheld)
 Resolution 5: To re-elect Rian Dartnell as a Director  8,736,458  90.72%  893,895        9.28%  23,047          9,630,353
 Resolution 6: To re-elect Peter Roth as a Director     8,951,542  92.95%  678,811        7.05%  23,047          9,630,353
 Resolution 7: To re-elect Sarah Ing as a Director      8,720,971  90.56%  908,978        9.44%  23,451          9,629,949
 Resolution 8: To elect Ben Stocks as a Director        9,357,378  97.17%  272,975        2.83%  23,047          9,630,353

 

In accordance with Listing Rule 6.4.2R, copies of the resolutions comprising
special business have been made available for inspection on the National
Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

 

For further information, please visit http://www.clig.co.uk/
(http://www.clig.co.uk/) or contact:

 

Rian Dartnell, Chairman

City of London Investment Group PLC

Tel: 001-203-561-0450

 

Martin Green, James Hornigold, Louisa Waddell

Zeus Capital Limited

Financial Adviser & Broker

Tel: +44 (0)20 3829 5000

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  RAGPKOBBOBDDNKB



            Copyright 2019 Regulatory News Service, all rights reserved