15 Mar 2013 12:00
For release on 15 March 2013
Advance Developing Markets Fund Limited
Results of Annual General Meeting, Extraordinary General Meeting and Tender Offer
Result of Annual General Meeting
The Board of Advance Developing Markets Fund Limited ("ADMF" or the "Company") is pleased to announce that at the Company's Annual General Meeting held earlier today all resolutions, including Resolution 8, the Continuation Resolution, were passed.
The proxy voting figures received in advance of the meeting are shown below:
For | Against | Discretionary | Withheld | ||||||
Resolution | Votes | % | Votes | % | Votes | % | |||
1 | To receive and adopt the financial statements for the year ended 31 October 2012, including the directors' and auditors reports. | 59,080,216 | 99.8 | 2,775 | - | 105,985 | 0.2 | 3,540,247 | |
2 | To approve the directors' remuneration report. | 58,716,920 | 99.2 | 366,071 | 0.6 | 105,985 | 0.2 | 3,540,247 | |
3 | To re-elect Mr T. Mahony as a director of the Company. | 38,352,744 | 65.5 | 20,030,247 | 34.2 | 105,985 | 0.3 | 4,240,247 | |
4 | To elect Mr W. Collins as a director of the Company. | 38,393,184 | 99.7 | 2,775 | - | 105,985 | 0.3 | 24,227,279 | |
5 | To elect Mr M. Hadsley-Chaplin as a director of the Company. | 38,393,184 | 99.7 | 2,775 | - | 105,985 | 0.3 | 24,227,279 | |
6 | To re-appoint KPMG Channel Islands Limited as auditors of the Company. | 59,082,991 | 99.8 | - | - | 105,985 | 0.2 | 3,540,247 | |
7 | To authorise the directors to determine KPMG Channel Islands Limited's remuneration. | 59,090,991 | 99.8 | - | - | 97,985 | 0.2 | 3,540,247 | |
8 | That the Company shall continue as an investment company. | 34,274,388 | 55.5 | 27,527,335 | 44.5 | - | - | 925,000 | |
9 | That the Company be authorised generally to make market purchases of its Shares. | 59,307,570 | 97.6 | 1,369,775 | 2.2 | 97,985 | 0.2 | 1,953,892 | |
The total number of votes cast was 62,729,223 which represents 83 per cent. of the Company's total voting rights.
Richard Bonsor, Chairman of the Company, said:
"With a majority of shareholders voting in favour of continuation, the Company is well placed to exploit the opportunities in emerging markets over the next five years. The long term performance of the Company has been strong and the Board will ensure that the Investment Manager's focus continues to be on performance. Over the twelve months to 28 February 2013 the Company outperformed its benchmark, the MSCI Emerging Markets Net TR index, and the Board looks forward to ADMF building on such outperformance."
Result of Extraordinary General Meeting
The Board is also pleased to announce that the resolution put to Shareholders to authorise the Company to undertake the Tender Offer for up to 15 per cent. of the Shares in issue and the Conditional Tender Offers (the "Tender Resolution") was duly passed at the Company's Extraordinary General Meeting held earlier today.
The proxy voting figures received in advance of the meeting are shown below:
For | Against | Discretionary | Withheld | ||||
Resolution | Votes | % | Votes | % | Votes | % | |
That the Company be authorised to make market purchases of its Shares pursuant to the Tender Offer and the Conditional Tender Offers. | 57,924,415 | 97.5 | 1,483,000 | 2.5 | 7,600 | - | 119,193 |
The total number of votes cast was 59,534,208 which represents 79 per cent. of the Company's total voting rights.
Tender Offer
Further to the announcement of the proposed Tender Offer on 8 February 2013, the Board of the Company announces that the Tender Offer for up to 15 per cent. of the Shares in issue closed at 1.00 p.m. on 1 March 2013
A total of 57,351,742 Eligible Shares (being 76.0 per cent. of the Company's Shares in issue as at 21 December 2012 were validly tendered under the Tender Offer. As a result, the Tender Offer was oversubscribed. The Basic Entitlement of all Shareholders who have validly tendered their Shares will be accepted in full and excess tenders will be satisfied to the extent of approximately 2.06 per cent. of the excess Shares tendered.
A total of 11,320,272 Shares will be repurchased by the Company under the Tender Offer and cancelled.
Details of the tender price will be announced on 19 March 2013.
Terms used and not defined in this announcement bear the meaning given to them in the circular published by the Company dated 8 February 2013.
For further information please contact:
Legis Fund Services Limited
Lisa Garnham, Company Secretary 01481 726034
Advance Developing Markets Fund Limited
Richard Bonsor, Chairman 020 7484 7484
Westhouse Securities Limited
Financial adviser and broker
Alastair Moreton 020 7601 6118
Darren Vickers