1
August 2024
Sequoia Economic
Infrastructure Income Fund Limited
(the
"Company")
Result of Annual General
Meeting
The Company is pleased to announce
that at the Annual General Meeting (the "AGM") of the Company held
at 10.00am today, 1 August 2024, each of the proposed resolutions
were duly passed without
amendment.
The Company had sought to ensure
that as many shareholders as possible voted on the resolutions and
is pleased that the percentage of total voting rights cast
increased to 66.6% compared to 57.5% last year. The Board
appreciated the engagement with shareholders in the lead up to the
AGM and looks forward to continued dialogue.
All resolutions as set out in the
notice of AGM, of which resolutions 1 to 12
were proposed as ordinary resolutions and resolutions 13 and 14
were proposed as special resolutions, were voted on by way of a
poll and the results were as follows:
Resolution
|
For
|
Against
|
|
Votes
|
%
|
Votes
|
%
|
Votes Withheld*
|
1.
To receive the Financial Statements and Directors'
Report for the year ended 31 March 2024
|
1,065,064,054
|
99.97
|
277,139
|
0.03
|
55,407
|
2.
To approve the Directors' Remuneration as set out
in the Annual Report for the year ended 31 March 2024
|
1,064,188,525
|
99.93
|
694,868
|
0.07
|
510,114
|
3.
To elect Margaret Stephens as a director of the
Company
|
1,064,540,874
|
99.96
|
385,663
|
0.04
|
466,970
|
4.
To elect Paul Le Page as a director of the
Company
|
1,048,855,689
|
98.50
|
15,983,845
|
1.50
|
553,854
|
5.
To re-elect James Stewart as a director of the
Company
|
1,038,708,928
|
97.56
|
25,902,615
|
2.43
|
781,845
|
6.
To re-elect Timothy Drayson as a director of the
Company
|
1,039,027,919
|
97.57
|
25,811,615
|
2.42
|
553,854
|
7.
To re-elect Fiona Le Poidevin as a director of the
Company
|
1,047,332,057
|
98.35
|
17,572,359
|
1.65
|
489,091
|
8.
To re‑appoint Grant Thornton Limited as auditor of the
Company
|
1,064,506,148
|
99.96
|
442,587
|
0.04
|
444,653
|
9.
Authorise the Directors to determine the
remuneration of the Auditor
|
1,064,548,038
|
99.96
|
377,248
|
0.04
|
468,102
|
10. To
approve the Company's dividend policy
|
1,065,060,959
|
99.97
|
277,141
|
0.03
|
55,407
|
11. That the Company continues its business as a
closed‑ended
investment company
|
1,027,263,269
|
96.42
|
38,079,407
|
3.57
|
50,712
|
12. That the Directors be authorised to offer to holders of
Ordinary Shares the right to elect to receive Ordinary Shares
credited as fully paid, instead of case in respect of dividends
declared
|
1,064,717,955
|
99.95
|
546,393
|
0.05
|
124,040
|
13. That the company be authorised in accordance with Section 315
of the Companies (Guernsey) Law, 2008 (as amended) to make
market acquisitions of its ordinary shares in accordance with the
terms set out in the Notice of Annual General Meeting
|
1,065,053,208
|
99.97
|
280,956
|
0.03
|
59,293
|
14. That the Directors be authorised to allot and issue (or sell
from treasury) equity securities for cash, up to an aggregate
amount not exceeding 10% of the Ordinary Shares in issue
|
1,030,812,773
|
96.76
|
34,478,874
|
3.24
|
101,741
|
*A vote withheld is not a vote in
law and has not been counted in the votes for and against a
resolution.
In accordance with LR 6.4.2, details
of those resolutions passed at the AGM that were not in the
ordinary course of business are detailed below.
To consider and, if thought fit, to
pass the following resolutions as an ordinary
resolution:
11. THAT
pursuant to article 35.4 of the Articles of Incorporation of the
Company (the "Articles") the Company continues its business as a
closed‑ended
investment company.
12.
THAT in accordance
with Article 31A of the Articles, the Directors be and are hereby
authorised to offer to any holders of Ordinary Shares (excluding
any member holding Ordinary Shares as treasury shares) the right to
elect to receive Ordinary Shares credited as fully paid, instead of
cash in respect of the whole (or some part to be determined by the
Directors) of all or any dividends declared or paid during the
period from the date hereof and ending prior to the date of the
annual general meeting of the Company to be held in 2025, on such
terms as the Directors may determine.
To consider, and if thought fit, to
pass the following resolutions as special resolutions:
13. THAT
the Company be and is hereby generally and unconditionally
authorised in accordance with Section 315 of The Companies
(Guernsey) Law, 2008 (as amended) (the "Law") to make market
acquisitions (as defined in the Law) of its Ordinary Shares,
provided that:
a. the maximum aggregate number of
Ordinary Shares hereby authorised to be purchased is such number as
represents 14.99% of the Ordinary Shares in issue immediately
following the passing of this resolution;
b. the minimum price (exclusive of
expenses) which may be paid for an Ordinary Share is 1
pence;
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 market value of an
Ordinary Share for the five business days prior to the day the
purchase is made and (ii) the value of an Ordinary Share calculated
on the basis of the higher of the price quoted for the last
independent trade and the highest independent bid for any number of
the Ordinary Shares on the trading venue where the purchase is
carried out;
d. the authority hereby conferred
shall expire at the conclusion of the next annual general meeting
of the Company held in 2025 or 18 months from the date of this
resolution, whichever is the earlier, unless such authority is
varied, revoked or renewed prior to such time; and
e. the Company may make 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 expiration of such authority and may
make an acquisition of Ordinary Shares pursuant to any such
contract.
14.
THAT in
substitution for all existing authorities to disapply
pre‑emption rights
pursuant to the special resolution of the Company dated 2 August
2023 the Directors be and are hereby authorised to allot and issue
(or sell from treasury) equity securities (within the meaning of
the Articles) for cash, as if Article 5.1 of the Articles did not
apply to any such allotment and issue, up to an aggregate amount
not exceeding 10% of the Ordinary Shares in issue immediately
following the passing of this resolution; provided that this
authority shall expire at the conclusion of the next annual general
meeting of the Company to be held in 2025 unless such authority is
renewed, varied or revoked by the Company, save that the Company
may prior to the expiry of such period make any offer or agreement
which would or might require such shares to be issued (or sold from
treasury) or rights to be granted after such expiry and the
Directors may issue (or sell from treasury) such shares (or to
grant rights to subscribe for or to convert any securities into
shares) in pursuance of any such offer or agreement as if the
authority conferred hereby had not expired.
For further information please
contact:
Sequoia Investment Management Company
Steve Cook
Dolf Kohnhorst
Randall Sandstrom
Anurag Gupta
|
+44 (0) 20 7079 0480
|
Jefferies International Limited (Corporate Broker &
Financial Adviser)
Gaudi Le Roux
Stuart Klein
|
+44 (0) 20 7029 8000
|
Teneo (Financial PR)
Martin Pengelley
Elizabeth Snow
Faye Calow
|
+44 (0) 20 7353 4200
|
Sanne Fund Services (Guernsey) Limited (Company
Secretary)
Matt Falla
Devon Jenkins
|
+44 (0) 20 3530 3107
|
About Sequoia Economic Infrastructure Income Fund
Limited
The Company seeks to provide
investors with regular, sustained, long-term distributions and
capital appreciation from a diversified portfolio of senior and
subordinated economic infrastructure debt investments. The Company
is advised by Sequoia Investment Management Company
Limited.
LEI: 2138006OW12FQHJ6PX91