92 | CT Global Managed Portfolio Trust PLC
Notice of Meeting
Notes
1. A member entitled to attend, speak and vote at this meeting may
appoint one or more persons as his/her proxy to attend, speak
and vote on his/her behalf at the meeting. A proxy need not
be a member of the Company. If multiple proxies are appointed
they must not be appointed in respect of the same shares. To
be effective, the duly executed enclosed Form of Proxy, together
with any power of attorney or other authority under which it is
signed or a certified copy thereof, should be lodged at the address
shown on the form of proxy not later than 48 hours (excluding
non-working days) before the time of the meeting or, in the case
of an adjourned meeting, no later than 48 hours (excluding non-
working days) before the holding of that adjourned meeting (or in
the case of a poll taken subsequent to the date of the meeting or
adjourned meeting, no later than 24 hours (excluding non-working
days) before the time appointed for the taking of the poll). The
appointment of a proxy will not prevent a member from attending
the meeting and voting in person if he/she so wishes.
2. A corporation, which is a shareholder, may appoint an individual(s)
to act as its representative(s) and to vote in person at the meeting
(see instructions given on the proxy form). In accordance with the
provisions of the Companies Act 2006, each such representative
may exercise (on behalf of the corporation) the same powers as
the corporation could exercise if it were an individual member of
the Company, provided that they do not do so in relation to the
same shares.
3. CREST members who wish to appoint a proxy or proxies by utilising
the CREST electronic proxy appointment service may do so for
this meeting by following the procedures described in the CREST
Manual and by logging on to www.euroclear.com. CREST personal
members or other CREST sponsored members, and those CREST
members who have appointed a voting service provider(s), should
refer to their CREST sponsor or voting service provider(s), who will
be able to take the appropriate action on their behalf.
4. In order for a proxy appointment or instruction made by means
of CREST to be valid, the appropriate CREST message (a ‘CREST
Proxy Instruction’) must be properly authenticated in accordance
with Euroclear UK & International Limited’s (‘Euroclear’)
specifications and must contain the information required for such
instructions, as described in the CREST Manual. The message,
in order to be valid, must be transmitted so as to be received by
the Company’s agent (ID RA19) by the latest time for receipt of
proxy appointments specified in Note 1 above. For this purpose,
the time of receipt will be taken to be the time (as determined by
the timestamp applied to the message by the CREST Applications
Host) from which the Company’s agent is able to retrieve the
message by enquiry to CREST in the manner prescribed by CREST.
After this time, any change of instructions to proxies appointed
through CREST should be communicated to the appointee through
other means.
5. The Company may treat as invalid a CREST Proxy Instruction in the
circumstances set out in Regulation 35(5)(a) of the Uncertificated
Securities Regulations 2001.
6. If you are an institutional investor you may be able to appoint a proxy
electronically via the Proxymity platform, a process which has been
agreed by the Company and approved by the Registrar. For further
information regarding Proxymity, please go to www.proxymity.io. Your
proxy must be lodged by 11.30 am on Monday 30 September 2024
in order to be considered valid. Before you can appoint a proxy via
this process you will need to have agreed to Proxymity’s associated
terms and conditions. It is important that you read these carefully
as you will be bound by them and they will govern the electronic
appointment of your proxy.
7. Alternatively, shareholders can submit proxy instructions online
by visiting Equiniti’s online portfolio service, Shareview by logging
on to their portfolio at www.shareview.co.uk using your usual user
ID and password. Once logged in simply click “view” on the “My
Investments” page, click on the link to vote, then follow the on
screen instructions. Electronic proxy votes must be received by
Equiniti, by no later than 48 hours (excluding non-working days)
before the time of the meeting or adjourned meeting. If you have
not yet registered for a Shareview Portfolio, go to www.shareview.
co.uk and enter the requested information. It is important that you
register for a Shareview Portfolio with enough time to complete the
registration and authentication process.
8. A person to whom this notice is sent who is a person nominated
under Section 146 of the Companies Act 2006 to enjoy information
rights (a ‘Nominated Person’) may, under an agreement between
him/her and the shareholder by whom he/she was nominated,
have a right to be appointed (or to have someone else appointed)
as a proxy for the Annual General Meeting. If a Nominated Person
has no such proxy appointment right or does not wish to exercise
it, he/she may, under any such agreement, have a right to give
instructions to the shareholder as to the exercise of voting rights.
The statements of the rights of members in relation to the
appointment of proxies in Notes 1 and 3 above do not apply to a
Nominated Person. The rights described in this Note can only be
exercised by registered members of the Company.
9. Pursuant to Regulation 41 of the Uncertificated Securities
Regulations 2001, the Company specifies that only those holders
of shares entered on the Register of Members of the Company as
at 6.30pm on Monday 30 September 2024 or, in the event that the
meeting is adjourned, on the Register of Members as at 6.30pm
on the day two business days prior to any adjourned meeting,
shall be entitled to attend or vote at the meeting in respect of the
number of shares registered in their names at that time. Changes
to the entries on the Register of Members after 6.30pm on Monday
30 September 2024 or, in the event that the meeting is adjourned,
in the Register of Members as at 6.30pm on the day two business
days prior to any adjourned meeting, shall be disregarded in
determining the rights of any person to attend or vote at the
meeting, notwithstanding any provisions in any enactment, the
Articles of Association of the Company or other instrument to the
contrary.
10. As at 26 July 2024 (being the last business day prior to the
publication of this notice) the Company’s issued share capital
consists of 51,808,251 Income shares carrying one vote each and
35,297,608 Growth shares carrying one vote each (in each case, in
respect of a general meeting of the Company, on a show of hands
only). The Company holds nil Income shares and 3,530,000 Growth
shares in treasury which do not carry voting rights. Therefore the
total number of voting rights in the Company as at 26 July 2024
on a show of hands was 87,105,859 votes. In accordance with
the Articles of Association, the voting rights attributable to each
class of shares on a poll is equal to the number of shares of that
class in issue multiplied by the Share Voting Number (which is
defined in the Articles of Association as the net asset value of the
relevant Portfolio divided by the number of shares in that Portfolio,
calculated at the Voting Calculation Date).
Given a Voting Calculation Date of 24 July 2024, the Share Voting
Number for the Income shares is 1.18 and the Share Voting
Number for the Growth shares is 2.68.