REG - US Solar Fund PLC US Solar Fund - USFP - Result of AGM

Us Solar FundAnnouncement

28/05/2026 15:45

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RNS Number : 1141G  US Solar Fund PLC  28 May 2026

28 May 2026

US SOLAR FUND PLC (USF, the "Company")

Result of 2026 Annual General Meeting (the "AGM")

 

US Solar Fund plc (LON: USF (USD)/USFP (GBP)), announces that at the Company's
2026 AGM held today, resolutions 1 to 14 were passed by way of a poll and
resolution 15 was not passed which was in line with the Board's
recommendations. The results of the poll are set out below.

Resolutions 1 to 11 (inclusive) were proposed as ordinary resolutions and
resolutions 12 to 15 (inclusive) were proposed as special resolutions.

 

 Resolution                                                                           Votes For*                                 %       Votes Against                                       %       Total votes validly cast                Total votes cast as % of issued share capital  Votes Withheld **
 1       Receive annual accounts for the year ended 31 December 2025                                204,151,088                  98.49%                     3,139,503                        1.51%                 207,290,591               62.40%                                                               24,001
 2       Approve directors' remuneration report                                                     203,931,776                  98.39%                     3,341,364                        1.61%                 207,273,140               62.40%                                                               41,452
 3       Approve directors' remuneration policy                                                     203,921,775                  98.39%                     3,332,175                        1.61%                 207,253,950               62.39%                                                               60,642
 4       Re-appointment of external auditor                                                         204,091,346                  98.46%                     3,195,656                        1.54%                 207,287,002               62.40%                                                               27,590
 5       Authorise the Directors to fix the auditor's remuneration                                  204,134,703                  98.48%                     3,151,124                        1.52%                 207,285,827               62.40%                                                               28,765
 6       Re-elect Gillian Nott as a Director                                                        155,057,109                  82.05%                  33,930,969                          17.95%                188,988,078               56.89%                                                       18,326,514
 7       Re-elect Jamie Richards as a Director                                                      148,130,873                  78.38%                  40,857,205                          21.62%                188,988,078               56.89%                                                       18,326,514
 8       Re-elect Thomas Plagemann as a Director                                                    203,844,928                  98.35%                     3,423,729                        1.65%                 207,268,657               62.39%                                                               45,935
 9       Re-elect Mark Lerdal as a Director                                                         203,857,160                  98.35%                     3,411,497                        1.65%                 207,268,657               62.39%                                                               45,935
 10      Approval of dividend policy                                                                202,748,575                  97.80%                     4,555,952                        2.20%                 207,304,527               62.40%                                                               10,065
 11      To authorise the allotment of Ordinary shares                                              171,887,396                  82.92%                  35,399,424                          17.08%                207,286,820               62.40%                                                               27,772
 12      To authorise the disapplication of statutory pre-emption rights                            162,089,586                  78.19%                  45,203,652                          21.81%                207,293,238               62.40%                                                               21,354
 13      To authorise the Company to make market purchase of its own ordinary shares                207,176,158                  99.94%                        131,958                       0.06%                 207,308,116               62.41%                                                                 6,476
 14      To permit general meetings to be called on 14 days' notice                                 175,195,734                  84.51%                  32,112,382                          15.49%                207,308,116               62.41%                                                                 6,476
 15      That the Company ceases to continue as an investment trust                                   29,483,816                 14.22%                177,815,027                           85.78%                207,298,843               62.40%                                                               15,749

* Includes discretionary votes

** A vote withheld is not a vote in law and is not counted in the calculation
of the votes for or against a resolution.

 

Statement on resolutions 7, 12 and 15

The Board notes that resolutions 1 to 14 were passed by a majority in
accordance with the relevant thresholds and resolution 15 was not passed which
was in line with the Board's recommendations.

While resolutions 7 and 12 were passed, the Board notes that 22.01% and 21.67%
of votes cast were cast against the resolutions respectively. The Board takes
this level of shareholder opposition seriously and will engage with
shareholders to better understand the reasons for the vote. The Board will
provide an update within six months of the AGM and will include a summary of
the engagement undertaken, feedback received and any actions taken in the next
Annual Report.

 

For further information, please contact:

 Amber Infrastructure               +44 20 7939 0550

 Meredith Frost

 Cavendish Capital Markets Limited  +44 20 7397 8900

 Tunga Chigovanyika
 JTC (UK) Limited                   USSolarFund-CompanySecretary@jtcgroup.com

 Ruth Wright                        +44 207 409 0181

 KL Communications                  +44 20 3882 6644

 Charles Gorman                     USF@kl-communications.com

 Charlotte Francis

 Amy Levingston Smith

 

LEI: 2138007BIUWE7AHS5Y90

Notes:

Every shareholder has one vote for every Ordinary Share held. As at close of
business on 26 May 2026, the share capital of the Company consisted of
332,192,361 Ordinary Shares. The Company holds 24,358,974 shares in treasury.
The total number of voting rights in the Company is therefore 307,833,387.

In accordance with UK Listing Rule 6.4.2 copies of all the resolutions passed,
other than ordinary business, will be submitted to the National Storage
Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

About US Solar Fund plc

US Solar Fund plc, established in 2019, listed on the premium segment of the
London Stock Exchange in April 2019.

The solar power assets that the Company acquires or constructs are expected to
have an asset life of at least 30 years and generate stable and uncorrelated
cashflows by selling electricity to creditworthy offtakers under long-term
power purchase agreements (or PPAs). The Company's portfolio currently
consists of 41 operational solar projects with a total capacity of 443MWDC and
a weighted average of 9.9 years PPA term remaining as at 31 December 2025, all
located in the United States.

Further information on the Company can be found on its
website: http://www.ussolarfund.co.uk (http://www.ussolarfund.co.uk/) .

About Amber Infrastructure Group

Amber Infrastructure Investment Advisor LLC, a member of the Amber
Infrastructure Group, was appointed as the Company's Investment Manager on 1
December 2023.

Amber Infrastructure is an international infrastructure specialist, focused on
investment origination, development, asset management and in Europe, fund
management. Amber's core business focuses on infrastructure assets across the
public, transport, energy, digital and demographic infrastructure sectors that
support the lives of people, homes and businesses internationally.

Among other funds, Amber Infrastructure advises International Public
Partnerships, a FTSE 250-listed Company with a market cap of approximately
£2.2 billion and 15-year track record of long-term investment in
infrastructure assets globally. Amber is headquartered in London with offices
in Europe, North America and Australia and employs c.180 infrastructure
professionals.

Amber has had a strategic partnership with the Hunt Group of Companies in the
US since 2015 and completed their previously announced strategic transaction
with Boyd Watterson in August 2024. Amber is part of Boyd Watterson Global
Asset Management Group LLC, a global diversified infrastructure, real estate
and fixed income business with over $39 billion in assets under management and
over 300 employees with offices in eight US cities and presence in eleven
countries.

Further information on Amber can be found on its website:
http://www.amberinfrastructure.com.www.amberinfrastructure.com
(http://www.amberinfrastructure.com) .

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