• 27 Oct 25
 

City of Lon Inv Grp - Result of AGM

City of London Investment Group PLC | CLIG | 378 -1.0 (-0.3%) | Mkt Cap: 191.6m


 
RNS Number : 0056F
City of London Investment Group PLC
27 October 2025
 

27 October 2025

 

City of London Investment Group plc

("City of London" or the "Company")

 

Result of Annual General Meeting

 

City of London announces that, at the Annual General Meeting ("AGM") of the Company held on 27 October 2025:

 

Resolutions 1 to 16 as set out in the Notice of AGM dated 15 September 2025 were passed following a poll on each resolution.

 

Resolutions 1 to 13 were proposed as Ordinary Resolutions and resolutions 14 to 16 were proposed as Special Resolutions.

 

The table below details votes cast on each resolution.

 

 

Votes For

%

Votes Against

%

Votes Withheld

Total Votes (excluding withheld)

% of Issued Share Capital Voted

Ordinary Resolutions

Resolution 1: To receive the Directors' Report and accounts

16,011,736

99.89%

18,170

0.11%

13,870

16,029,906

31.63%

Resolution 2: To approve the Directors' Remuneration Report

15,662,401

97.95%

327,909

2.05%

45,549

15,990,310

31.55%

Resolution 3: To approve the Directors' Remuneration Policy

15,595,627

97.57%

388,247

2.43%

50,698

15,983,874

31.54%

Resolution 4: To declare a final dividend of 22p per Ordinary Share of 1p each in the Company ("Ordinary Shares"), payable on 6 November 2025

16,030,290

99.93%

10,460

0.07%

5,194

16,040,750

31.65%

Resolution 5: To re-elect Rian Dartnell as a Director

15,124,540

94.42%

893,895

5.58%

23,047

16,018,435

31.61%

Resolution 6: To re-elect Peter Roth as a Director

15,339,624

95.76%

678,811

4.24%

23,047

16,018,435

31.61%

Resolution 7: To re-elect Sarah Ing as a Director

15,108,952

94.33%

908,978

5.67%

23,451

16,017,930

31.61%

Resolution 8: To elect Ben Stocks as a Director

15,745,460

98.30%

272,975

1.70%

23,047

16,018,435

31.61%

Resolution 9: To re-appoint Grant Thornton UK LLP as auditors of the Company

16,001,929

99.79%

33,402

0.21%

9,529

16,035,331

31.64%

Resolution 10:  To authorise the Audit & Risk Committee of the Company to fix the remuneration of the auditors

16,003,040

99.80%

31,751

0.20%

9,961

16,034,791

31.64%

Resolution 11: To authorise the Directors to allot shares

15,687,877

97.89%

338,748

2.11%

16,495

16,026,625

31.62%

Resolution 12: To authorise New Long Term Incentive Plan (LTIP)

15,622,125

97.69%

368,832

2.31%

45,031

15,990,957

31.55%

Resolution 13: To authorise the Employee Benefit Trust to hold Ordinary Shares up to a maximum aggregate of 10% of the issued Ordinary Share capital of the Company

15,975,427

99.67%

52,376

0.33%

15,552

16,027,803

31.63%

Special Resolutions

Resolution 14: Authority to disapply pre-emption rights

15,607,625

97.67%

372,047

2.33%

54,060

15,979,672

31.53%

Resolution 15: Authority to allot equity securities for cash and/or sell ordinary shares held by the Company for cash

15,670,396

97.83%

347,348

2.17%

23,600

16,017,744

31.61%

Resolution 16: To authorise the Company to make market purchases of Ordinary Shares

7,908,724

93.94%

510,315

6.06%

17,166,562

8,419,039

16.61%

 

Notes: 

1)    Following the completion of the merger with Karpus Management, Inc. on 1 October 2020, the Company has a "Controlling Shareholder Group", which has agreed to limit their voting rights to the lower of: (i) the number of shares held by them; and (ii) 24.99 per cent. of the votes cast on any resolution by all shareholders. The Controlling Shareholder Group cast votes in excess of 24.99 per cent. of the votes cast on the resolutions by all shareholders and, accordingly, the number of votes stated above as being cast "in favour", "against" and those "withheld" have been reduced accordingly.

2)    The total number of Ordinary Shares of 1p each in the Company in issue at close of business on 23 October 2025 and the number used for the percentage of issued share capital voted was 50,679,095.

3)    The percentage of issued share capital voted calculation uses total votes cast (including votes withheld) as adjusted per the Controlling Shareholder Group calculation detailed in point 1, above.

4)    The votes "for" include those giving the Chair of the AGM discretion.

5)    Votes "for" and "against" are expressed as a percentage of the number in the total votes cast column (excluding votes withheld).

6)    The percentages above are rounded to two decimal places.

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

 

Resolutions 5, 6, 7 and 8 related to the election and re-election of the Independent Directors. Under the Listing Rules, because the Controlling Shareholder Group together control in concert more than 30 per cent. of the voting rights of the Company (even though they have agreed to limit their voting rights as stated above), the re-election of an Independent Director by shareholders must be approved by a majority of both: (i) the shareholders of the Company; and (ii) the independent shareholders of the Company (that is, the shareholders of the Company entitled to vote on the election of Independent Directors who are not part of the Controlling Shareholder Group). The Company has separately counted the number of votes cast by the independent shareholders in favour of resolutions 5, 6, 7 and 8 and has determined that, in each case, the second threshold referred to in (ii) above has also been met. Notes 4 to 7 above also apply to the following table.

 

Resolution

Votes For

%

Votes Against

%

Votes Withheld

Total Votes (excluding withheld)

Resolution 5: To re-elect Rian Dartnell as a Director

8,736,458

90.72%

893,895

9.28%

23,047

9,630,353

Resolution 6: To re-elect Peter Roth as a Director

8,951,542

92.95%

678,811

7.05%

23,047

9,630,353

Resolution 7: To re-elect Sarah Ing as a Director

8,720,971

90.56%

908,978

9.44%

23,451

9,629,949

Resolution 8: To elect Ben Stocks as a Director

9,357,378

97.17%

272,975

2.83%

23,047

9,630,353

 

In accordance with Listing Rule 6.4.2R, copies of the resolutions comprising special business have been made available for inspection on the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

 

For further information, please visit http://www.clig.co.uk/ or contact:

 

Rian Dartnell, Chairman

City of London Investment Group PLC

Tel: 001-203-561-0450

 

Martin Green, James Hornigold, Louisa Waddell

Zeus Capital Limited

Financial Adviser & Broker

Tel: +44 (0)20 3829 5000

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