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RNS Number : 6219N Franklin Global Trust PLC 19 June 2025
Franklin Global Trust plc
Legal Entity Identifier: 549300RKB85NFVSTBM94
Results of Annual General Meeting
The Annual General Meeting of the Company was held at 11.30am on Thursday 19
June 2025. The following resolutions, as set out in the Notice of Annual
General Meeting were duly passed. Resolutions numbered 1 to 11 were passed
as ordinary resolutions and resolutions 12 to 15 were passed as special
resolutions.
Ordinary business
Ordinary resolutions
1. That the Report of the directors and auditors and the
financial statements for the year ended 31 January 2025 be received.
2. That the Directors' annual remuneration report for the year
ended 31 January 2025 be approved.
3. That the Directors' remuneration policy be approved.
4. That the dividend policy be approved.
5. That Marian Glen be re-elected as a Director.
6. That Christopher Metcalfe be re-elected as a Director.
7. That Lindsay Dodsworth be re-elected as a Director.
8. That Krishna Shanmuganathan be elected as a Director.
9. That Ernst & Young LLP be re-appointed as auditors of
the Company to hold office from the conclusion of this meeting until the
conclusion of the next general meeting at which accounts are laid before the
Company.
10. That the Directors be authorised to fix the remuneration of the
auditors for the year ending 31 January 2026.
11. That, in substitution for any existing authority, the
directors of the Company be and are hereby generally and unconditionally
authorised pursuant to s551 of the Companies Act 2006 (the 'Act') to allot
equity securities (as defined in s560 of the Act) up to a maximum nominal
amount of £977,033 (being approximately one third of the issued share capital
of the Company (excluding Treasury shares) as at 15 April 2025, being the
latest practicable date before the date of this notice) provided that the
authority hereby given shall expire on 31 July 2026 or, if earlier, the
conclusion of the annual general meeting of the Company in 2026 save that the
Company may, at any time before the expiry of such authority, make an offer or
enter into an agreement which would or might require equity securities to be
allotted after the expiry of such authority and the directors may allot equity
securities in pursuance of such an offer or agreement as if such authority had
not expired.
Special business
Special resolutions
12. That, pursuant to Article 12 of the Articles of Association of
the Company and in accordance with s701 of the Companies Act 2006 (the 'Act')
and in substitution for any existing authority, the Company be and is hereby
generally and unconditionally authorised to make market purchases (within the
meaning of s693(4) of the Act) of Ordinary shares of 5 pence each in the
capital of the Company provided that:
(a) the maximum aggregate number of Ordinary shares hereby
authorised to be purchased is 8,787,441 (or, if less, 14.99% of the number of
Ordinary shares in issue (excluding Treasury shares) immediately prior to the
passing of this resolution);
(b) the minimum price which may be paid for an Ordinary share is
5 pence (exclusive of expenses);
(c) the maximum price (exclusive of expenses) which may be paid
for an Ordinary share shall be not more than the higher of
(i) 5% above the average of the mid-market quotations for an Ordinary share of
the Company as derived from the Daily Official List of the London Stock
Exchange for the five business days immediately preceding the date of
purchase; and
(ii) the higher of the last independent trade and the highest current
independent bid on the London Stock Exchange;
(d) the authority hereby conferred shall expire 15 months after
the date of passing of this resolution or, if earlier, at the conclusion of
the AGM of the Company in 2026, unless such authority is renewed, issued or
revoked prior to such time; and
(e) the Company may conclude a contract to purchase Ordinary
shares under the authority hereby conferred prior to the expiry of such
authority which will or may be executed wholly or partly after the expiry of
such authority and may make a purchase of Ordinary shares in pursuance of any
such contract as if the authority hereby confirmed had not expired.
13. That the Directors be and they are hereby empowered in
accordance with s570 and s573 of the Companies Act 2006 (the 'Act') to allot
equity securities (as defined in s560 of the Act), where they are generally
authorised pursuant to the authority to allot equity securities conferred upon
them by resolution 11 and/or to sell Ordinary shares held by the Company as
Treasury shares, for cash, as if s561 of the Act did not apply provided that
the power conferred by this resolution shall be limited to the allotment of
equity securities having a nominal amount not exceeding in aggregate £293,110
(being an amount equal to 10% of issued equity share capital (excluding
Treasury shares) as at 15 April 2025 being the latest practicable date before
the date of this notice). Unless previously varied, revoked or renewed, the
authority hereby conferred shall expire on 31 July 2026 or, if earlier at the
conclusion of the annual general meeting of the Company in 2026, save that the
Company may, before the expiry of any power contained in this resolution, 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 such an offer or agreement as if the power conferred hereby had
not expired.
14. That, in addition to any authority granted under resolution 15,
the Directors be and they are hereby empowered in accordance with s570 and
s573 of the Companies Act 2006 (the 'Act') to allot equity securities (as
defined in s560 of the Act), where they are generally authorised pursuant to
the authority to allot equity securities conferred upon them by resolution 11
and/or to sell Ordinary shares held by the Company as Treasury shares, for
cash, as if s561 of the Act did not apply provided that the power conferred by
this resolution shall be limited to the further allotment of equity securities
having a nominal amount not exceeding in aggregate £293,110 (being an amount
equal to 10% of issued equity share capital (excluding Treasury shares) as at
15 April 2025 being the latest practicable date before the date of this
notice).
Unless previously varied, revoked or renewed, the authority hereby conferred
shall expire on 31 July 2026 or, if earlier, at the conclusion of the annual
general meeting of the Company in 2026, save that the Company may, before the
expiry of any power contained in this resolution, 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 such an
offer or agreement as if the power conferred hereby had not expired.
15. That a general meeting, other than an annual general meeting,
may be called on not less than 14 clear days' notice. Unless previously
varied, revoked or renewed, the authority hereby conferred shall expire on 31
July 2026 or, if earlier, at the conclusion of the annual general meeting of
the Company in 2026.
The results of the poll were as follows:
For and Discretion Against Withheld
Resolution Votes % Votes %
1 To receive the report of the directors and auditors and the financial 15,035,966 99.9 12,759 0.1 16,428
statements for the year ended 31 January 2025
2 To approve the directors' remuneration report for the year ended 31 January 14,895,288 99.3 104,727 0.7 65,138
2025
3 To approve the directors' remuneration policy 14,889,434 99.3 110,581 0.7 65,138
4 To approve the dividend policy 14,939,419 99.3 113,584 0.7 12,150
5 To re-elect Marian Glen as a director 14,979,972 99.7 43,401 0.3 41,780
6 To re-elect Christopher Metcalfe as a director 14,980,601 99.7 44,261 0.3 40,291
7 To re-elect Lindsay Dodsworth as a director 14,985,739 99.7 43,401 0.3 36,013
8 To elect Krishna Shanmuganathan as a director 14,975,441 99.7 44,261 0.3 45,451
9 To re-appoint Ernst & Young LLP as auditors 14,976,452 99.6 67,536 0.4 21,165
10 To authorise the directors to fix the remuneration of the auditors for the 15,018,856 99.8 24,150 0.2 22,147
year ending 31 January 2026
11 To give authority to allot shares 14,973,423 99.6 55,821 0.4 35,909
12 To give authority for share buybacks 13,972,203 93.0 1,044,939 7.0 48,011
13 To give authority to disapply pre-emption rights 14,959,758 99.5 70,891 0.5 34,504
14 To give authority to disapply pre-emption rights to a further 10% 14,927,469 99.3 103,180 0.7 34,504
15 To give authority for general meetings to be held on 14 clear days' notice 14,946,898 99.3 105,191 0.7 13,064
Franklin Templeton Investment Trust Management Limited
Company Secretary
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