31 October 2022
THE INDEPENDENT INVESTMENT TRUST PLC (the "Company") (IIT)
Results of First General Meeting and Results of Elections
Results of First General Meeting
In connection with the proposals for a combination of the assets of the Company with The Monks Investment Trust PLC ("Monks") by means of a scheme of reconstruction and winding up of the Company under section 110 of the Insolvency Act 1986 (the "Scheme"), the Board is pleased to announce that the special resolutions, which were put forward at the First General Meeting held today, have been approved by Shareholders.
Details of the number of proxy votes cast for, against and withheld in respect of the resolutions are set out below and will also be published on the Company's website: www.independentinvestmenttrust.co.uk.
| Resolution Number | Votes For (including Discretionary) | % | Votes Against | % | Votes Total | % Issued Share Capital | Votes Withheld |
| 1. To approve the reclassification of the shares in the capital of the Company as shares with "A" rights and shares with "B" rights and to approve changes required to the Company's articles of association.
2. To approve (i) the Scheme; (ii) the implementation of the Scheme; (iii) the changes required to be made to the Company's articles of association in order to implement the Scheme; and (iv) to grant certain powers to the proposed liquidators.
| 31,785,073
31,785,073
| 99.97
99.97 | 7,980
7,980
| 0.03
0.03
| 31,793,053
31,793,053
| 61.25
61.25
| 2,820
2,820 |
The full text of the special resolutions can be found in the notice of First General Meeting contained in the Company's circular to Shareholders dated 6 October 2022 (the "Circular"). The Circular is available for viewing at the National Storage Mechanism which can be located at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website at www.independentinvestmenttrust.co.uk.
Results of Elections
The Company received the following elections (including deemed elections) in connection with the Scheme:
· Rollover Option: 38,103,327 Shares
· Cash Option: 13,803,535 Shares
In accordance with the Scheme, eligible Shareholders that made no election have been deemed to have elected for the Rollover Option. Accordingly, 73.4 per cent. of the Company's Shares will rollover into Monks, with the balance taking the Cash Option.
Therefore, the Shares will be reclassified as follows:
· 38,103,327 Shares with "A" rights, being the right to receive New MNKS Shares; and
· 13,803,535 Shares with "B" rights, being the right to receive cash.
The amendment to the listing of the Shares has been requested and dealings in the Reclassified Shares are expected to commence at 8:00 a.m. on 7 November 2022. The listing and dealings in Reclassified Shares is subsequently expected to be suspended at 7:30 am on 8 November 2022.
Pre-liquidation interim dividend
As announced on 6 October 2022, a pre-liquidation interim dividend of 9.0 pence per Share will be paid on 4 November 2022 to Shareholders on the register on 14 October 2022.
Defined terms used in this announcement have the meanings given in the Circular unless the context otherwise requires.
Enquiries:
| The Independent Investment Trust PLC
| +44 (0) 131 558 9434 |
| Douglas McDougall
| |
| J.P. Morgan Cazenove
| +44 (0) 207 742 4000
|
| William Simmonds
| |
| Rupert Budge
| |
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