23 Sep 2020 18:29
Result of AGMDowning THREE VCT plcLEI: 2138008V2JDU2K6ZHF80Result of AGM23 September 2010
At the Annual General Meeting (“AGM”) of Downing THREE VCT plc held on 23 September 2020, all resolutions were passed.
Details of the proxy votes in respect of the resolutions passed at the AGM received as at 11:15 a.m. on 21 September 2020, 48 hours before the time of the meeting (excluding weekends), at the receiving agent, Downing LLP, are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of | No. of | No. of | Total | No. of |
| Votes | Votes | Votes | Votes Cast | Votes | |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 3,538,735 | 82,143 | 69,662 | 3,690,540 | - |
| 95.89% | 2.22% | 1.89% | 100.00% | ||
| 2 | 2,896,732 | 93,993 | 259,278 | 3,250,003 | 440,537 |
| 89.13% | 2.89% | 7.98% | 100.00% | ||
| 3 | 2,867,541 | 93,993 | 268,778 | 3,230,312 | 460,228 |
| 88.77% | 2.91% | 8.32% | 100.00% | ||
| 4 | 3,384,807 | 82,143 | 184,699 | 3,651,649 | 38,891 |
| 92.69% | 2.25% | 5.06% | 100.00% | ||
| 5 | 3,368,139 | 82,143 | 216,134 | 3,666,416 | 24,124 |
| 91.87% | 2.24% | 5.89% | 100.00% | ||
| 6 | 3,352,244 | 82,143 | 221,084 | 3,655,471 | 35,069 |
| 91.70% | 2.25% | 6.06% | 100.00% | ||
| 7 | 3,267,058 | 323,481 | 100,001 | 3,690,540 | - |
| 88.53% | 8.76% | 2.71% | 100.00% |
A copy of the resolutions passed will be submitted to the National Storage Mechanism and will shortly be available for inspection athttps://data.fca.org.uk/#/nsm/nationalstoragemechanism
In view of the ongoing social distancing restrictions, the AGM was held as a closed meeting. The Board requested that shareholders submit any questions prior to the meeting. The board commented on the issues raised as follows:
F Share pool – Exit strategy/updateArrangements were in place to sell the pubs owned by Downing Pub EIS One, Pearce and Saunders and Atlantic Dogstar. These were being sold to the existing management team that ran these pubs using borrowings that they were arranging. This was due to complete on 13 March 2020. The lenders delayed their final decision and ultimately withdrew their support. The management team may not now be in a position to acquire these assets.
Sales were being progressed on two renewable energy assets, Fresh Green Power and Green Energy Productions. However, onsite due diligence for the buyer could not take place during lockdown and has delayed the transaction. The Manager still expects this transaction to progress now.
Baron House Developments has a stake in a hotel where the Manager was exploring a refinancing. This option is currently not available with the hotel having been closed for an extended period.
The Manager is now looking to market the pubs with a view to a sale to third parties at a more optimum time. New options for how to realise the hotel stake are being explored.
F Share pool - Liquidity/increasing liquidityThe VCT is a planned exit VCT, which has a strategy of raising funds for a share class, fully investing those funds mostly in VCT qualifying investments and then seeking to realise those investments once the five-year VCT holding period has passed. There is no real opportunity to consider increasing liquidity. The Manager has been working has been progressing plans to exit from all F Share investments for some time The F Share pool has, however, already paid out 72p per share in dividend to F Shareholders, much of it from earlier investment realisations.