TIDMGABI TIDMGABC

RNS Number : 8140L

GCP Asset Backed Income Fund Ltd

17 May 2022

GCP Asset Backed Income Fund Limited

(the "Company" or "GCP Asset Backed")

LEI 213800FBBZCQMP73A815

Results of Annual General Meeting

GCP Asset Backed, which invests in asset backed loans, is pleased to announce that all resolutions put to the Annual General Meeting held today, 17 May 2022, at the registered office of the Company were duly passed by its shareholders.

Total proxy votes of 237,596,736 were noted at the Annual General Meeting. Details of the proxy votes noted in respect of each resolution are set out below:

 
 Summary Resolutions(1)                  For / Discretion(2)      %       Against       %      Withheld 
 1. Ordinary Resolution: 
  THAT the report of the 
  directors and the audited 
  annual report and financial 
  statements of the Company 
  for the year ended 31 December 
  2021 be received and adopted.              237,594,736       99.99%      2,000      0.01%       0 
                                        --------------------  --------  -----------  -------  --------- 
 2. Ordinary Resolution: 
  THAT the Directors' remuneration 
  report for the year ended 
  31 December 2021 be approved.              237,565,581       99.99%      17,923     0.01%     13,232 
                                        --------------------  --------  -----------  -------  --------- 
 3. Ordinary Resolution: 
  THAT the Directors' remuneration 
  policy for the year ended 
  31 December 2021 be approved.              233,453,308       98.26%    4,130,196    1.74%     13,232 
                                        --------------------  --------  -----------  -------  --------- 
 4. Ordinary Resolution: 
  THAT Alex Ohlsson be re-elected 
  as a Director of the Company.              224,860,701       94.64%    12,723,803   5.36%     12,232 
                                        --------------------  --------  -----------  -------  --------- 
 5. Ordinary Resolution: 
  THAT Joanna Dentskevich 
  be re-elected as a Director 
  of the Company.                            236,319,747       99.47%    1,264,757    0.53%     12,232 
                                        --------------------  --------  -----------  -------  --------- 
 6. Ordinary Resolution: 
  THAT Colin Huelin be re-elected 
  as a Director of the Company.              236,331,170       99.47%    1,253,334    0.53%     12,232 
                                        --------------------  --------  -----------  -------  --------- 
 7. Ordinary Resolution: 
  THAT Marykay Fuller to 
  be re-elected as a director 
  of the Company.                            195,789,763       82.41%    41,794,741   17.59%    12,232 
                                        --------------------  --------  -----------  -------  --------- 
 8. Ordinary Resolution: 
  THAT the Company's dividend 
  policy be approved.                        237,596,736       100.00%       0        0.00%       0 
                                        --------------------  --------  -----------  -------  --------- 
 9. Ordinary Resolution: 
  THAT PwC be re-appointed 
  as auditors of the Company.                220,170,724       92.67%    17,426,012   7.33%       0 
                                        --------------------  --------  -----------  -------  --------- 
      10. Ordinary Resolution: 
       THAT the Audit Committee 
       be authorised to determine 
       the remuneration of PwC.              237,596,736       100.00%       0        0.00%       0 
                                        --------------------  --------  -----------  -------  --------- 
      11. Ordinary Resolution: 
       THAT the Company be generally 
       and unconditionally authorised 
       to hold, cancel, sell or 
       transfer ordinary shares 
       purchased pursuant to the 
       authority granted under 
       resolution 12 as treasury 
       shares.                               220,175,638       92.67%    17,421,098   7.33%       0 
                                        --------------------  --------  -----------  -------  --------- 
 12. Special Resolution: 
  THAT the Directors be generally 
  and unconditionally authorised 
  to make market purchases 
  of up to 65,931,044 Ordinary 
  Shares.                                    237,592,707       99.99%      4,029      0.01%       0 
                                        --------------------  --------  -----------  -------  --------- 
 13. Special Resolution: 
  THAT the Directors be authorised 
  to allot and issue up to 
  44,203,351 Ordinary Shares 
  as if any pre-emption rights 
  conferred by the Artciles 
  did not apply.                             237,456,925       99.97%      64,811     0.03%     75,000 
                                        --------------------  --------  -----------  -------  --------- 
 

1. The full text of the resolutions may be found in the notice of the Annual General Meeting, a copy of which is available on both the Company's website https://www.graviscapital.com/funds/gcp-asset-backed/literature and on the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

2. Any proxy appointments which gave discretion to the Chair, or a third party were voted for the resolution.

The AIC Code of Corporate Governance (the "AIC Code") notes that where a significant proportion of votes have been cast against a resolution at a general meeting, a company should explain what actions it has taken to understand the reasons behind the vote. For these purposes, the AIC Code consider 20% or more of votes cast against a board recommendation for a resolution as being "significant" as opposed to PIRC, who consider 10% or more votes cast against a resolution as being significant.

The Board notes that votes representing 17.59% of total votes cast were received against resolution 7, including votes cast by a large shareholder following the recommendation made in the ISS - Sustainability Proxy Guidelines Report, that shareholders vote against the chair of the nomination committee because the board does not comprise at least one racially or ethnically diverse director.

In accordance with Listing Rule 9.6.2, the full text of the special resolutions passed at the Annual General Meeting has been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

For further information please contact:

 
Gravis Capital Management Ltd    +44 (0)20 3405 8500 
David Conlon 
Joanne Fisk 
Investec Bank plc                +44 (0)20 7597 4000 
Helen Goldsmith 
Denis Flanagan 
Neil Brierley 
Buchanan/Quill                   +44 (0)20 7466 5000 
Helen Tarbet 
Sarah Gibbons-Cook 
Henry Wilson 
 

Notes to Editors

The Company

GCP Asset Backed is a closed ended investment company traded on the Main Market of the London Stock Exchange. Its investment objective is to generate attractive risk-adjusted returns primarily through regular, growing distributions and modest capital appreciation over the long term.

The Group seeks to meet its investment objective by making investments in a diversified portfolio of predominantly UK based asset backed loans which have contracted, predictable medium to long term cash flows and/or physical assets.

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