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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END
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