LWI Lowland Investment Company Plc

TIDMLWI

RNS Number : 8770N

Lowland Investment Co PLC

25 January 2023

JANUS HERSON FUND MANAGEMENT UK LIMITED

LOWLAND INVESTMENT COMPANY PLC

LEGAL ENTITY IDENTIFIER: 2138008RHG5363FEHV19

25 January 2023

LOWLAND INVESTMENT COMPANY PLC

Annual General Meeting held on 25 January 2023

Lowland Investment Company plc announces that at the Annual General Meeting held earlier today all resolutions proposed were duly passed on a show of hands. This included four Special Resolutions authorising:

   -     up to 10% of the share capital to be issued or sold out of treasury without first 

offering them to existing shareholders in accordance with statutory

pre-emption procedures;

- market purchases of the Company's ordinary shares up to a maximum of 14.99% of the issued ordinary share capital (equivalent to GBP1,012,520 nominal value of ordinary shares as at today's date) at the maximum price per share (exclusive of expenses) not exceeding the higher of:

i) 105% of the average middle market quotations for the five business days preceding the date of purchase; and

ii) the higher of the last independent bid and the highest current independent bid on the London Stock Exchange; and

- that a General Meeting other than an Annual General Meeting may be called on not less than 14 clear days' notice; and

   -     that the Board be permitted to convene a General Meeting via electronic or hybrid means. 

The full text of all the resolutions can be found in the Notice of Meeting, copies of which are available for viewing at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Proxy votes submitted were as follows:

 
                                                                                              Votes cast 
                                                                                              (excluding 
                                                                                         votes withheld) 
                                  Votes for                                              as a percentage 
                                 (including                                                     of total 
                              at Chairman's               Votes           Total votes             voting       Votes 
 Resolutions                    discretion)       %     against       %          cast             rights    withheld 
 1. Annual Report 
  and audited financial 
  statements                   66,254,377     99.88    82,845     0.12    66,388,001         24.57          65,967 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 2. Directors' 
  Remuneration Policy          65,803,290     99.52    318,581    0.48    66,172,650         24.49          281,318 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 3. Directors' 
  Remuneration Report          65,761,106     99.38    409,723    0.62    66,221,608         24.51          232,360 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 4. Approve a final 
  dividend of 1.525p 
  per share                    66,336,985     99.98    10,326     0.02    66,398,090         24.57          55,878 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 5. To re-elect 
  Robert Robertson 
  as a Director                59,249,782     89.43   7,002,378   10.56   66,302,939         24.54          151,029 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 6. To re-elect 
  Duncan Budge as 
  a Director                   64,464,455     97.32   1,777,705   2.68    66,292,939         24.54          161,029 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 7. To re-elect 
  Susan Gaynor Coley 
  as a Director                64,497,404     97.32   1,776,622   2.68    66,324,805         24.55          129,163 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 8. To re-elect 
  Helena Vinnicombe 
  as a Director                64,526,724     97.35   1,757,302   2.65    66,334,805         24.55          119,163 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 9. To elect Thomas 
  Walker as a Director         64,464,455     97.32   1,777,705   2.68    66,292,939         24.54          161,029 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 10. Re-appoint 
  Ernst & Young 
  LLP as statutory 
  auditor                      65,801,899     99.28    478,997    0.72    66,331,675         24.55          88,513 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 11. Authorise 
  Directors to determine 
  the remuneration 
  of the statutory 
  Auditor                      66,150,607     99.83    111,574    0.17    66,312,960         24.54          141,008 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 12. Authority 
  to allot relevant 
  securities                   65,869,501     99.59    270,204    0.41    66,190,484         24.50          263,484 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 13. Authority 
  to disapply pre-emption 
  rights*                      65,459,685     99.08    605,341    0.92    66,115,805         24.47          338,163 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 14. Authority 
  to repurchase 
  ordinary shares*             66,031,165     99.63    245,576    0.37    66,327,520         24.55          126,448 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 15. 14 days' notice 
  for a General 
  Meeting*                     65,601,134     98.94    704,107    1.06    66,356,020         24.56          97,948 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 16. Convene a 
  General Meeting 
  via electronic 
  or hybrid means*             65,332,239     98.81    784,898    1.19    66,167,916         24.49          286,052 
                            ---------------  ------  ----------  ------  ------------  -----------------  ---------- 
 

* special resolution

For the purposes of section 341 of the Companies Act 2006, the votes validly cast are expressed in the table above as a percentage of the Company's total voting rights as at close of business on 23 January 2023 (270,185,650), being the time at which a shareholder had to be registered in the Register of Members in order to vote at the Annual General Meeting. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" a resolution.

The number of ordinary shares in issue at the date of this announcement is 270,018,565, and no shares are held in treasury. As at the date of this announcement the Company's total voting rights therefore comprises 270,185,650 shares with one vote each.

A copy of the proxy results will shortly be available on the Company's website at:

www.lowlandinvestment.com

A copy of the special business resolutions will be submitted to the National Storage Mechanism ("NSM") and will shortly be available for inspection on the NSM's website at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

The Company announces that it has authority to repurchase a maximum of 40,500,820 of its ordinary shares (being its outstanding shareholder authority). Such authority lasts until the next shareholder authority granted, or where expressly revoked by shareholders.

The Company instructs J.P. Morgan Securities plc to act as its broker in respect of its market purchase transactions. The Company may utilise the authority to purchase shares by either a single purchase or a series of purchases when market conditions allow when they are trading at a discount to the underlying net asset value per share, with the aim of maximising the benefit to shareholders. This proposal does not indicate that the Company will purchase shares at any particular time or price, nor imply any opinion on the part of the Directors as to the market or other value of the Company's shares. This arrangement is in accordance with Chapter 12 of the Financial Conduct Authority's Listing Rules and the Company's general authority to repurchase shares.

For further information please contact:

Harriet Hall

PR Manager, Janus Henderson Investors

Telephone: 020 7818 2919

Helena Harvey

For and on behalf of Janus Henderson Secretarial Services UK Limited

Lowland Investment Company plc

Tel: 020 7818 2025

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

, 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 or visit 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.

END

DOCNKPBNABKDNDB

(END) Dow Jones Newswires

January 25, 2023 11:36 ET (16:36 GMT)