Company Announcements

TwentyFour Income Fund - Result of Annual General Meeting

TwentyFour Income Fund Limited
(a closed-ended investment company incorporated in Guernsey with registration number 56128)
LEI Number: 549300CCEV00IH2SU369
(The “Company”)

12 SEPTEMBER 2024

RESULT OF ANNUAL GENERAL MEETING

At the Annual General Meeting of the Company held today, all Resolutions set out in the Annual General Meeting Notice sent to Shareholders dated 23 August 2024 were duly passed.

Details of the proxy voting results which should be read along side the Notice are noted below:


           Ordinary Resolution      For         Percentage In Favour

           1                        409,485,309 99.98

           2                        380,903,039 93.00

           3                        408,948,565 99.87

           4                        404,372,382 98.73

           5                        409,401,777 99.97

           6                        409,314,013 99.95

           7                        409,328,412 99.96

           8                        409,381,893 99.97

           9                        409,354,701 99.97

           10                       409,346,701 99.96

           11                       385,679,307 94.17

           12                       409,188,138 99.91

           13                       409,002,138 99.87

           Extraordinary Resolution For         Percentage in Favour

           14                       407,657,995 99.55

           15                       379,056,410 92.57



Note - A vote withheld is not a vote in law and has not been counted in the votes for and against a resolution. 

The Extraordinary Resolutions were as follows:

Extraordinary Resolution 14

That, in substitution of all existing powers (but in addition to any power conferred on them by ordinary resolutions 12 and 13  above), the Directors be and are authorised generally and unconditionally in accordance with Article 6.7 of the Articles to exercise all powers of the Company to issue equity securities (as defined in Article 6.1.1(a)) for cash as if the members’ pre-emption rights contained in Article 6.2 of the Articles did not apply to any such issue pursuant to the general authority conferred on them by ordinary resolutions 12 and 13 above (as varied from time to time by the Company in general meeting):

  1. pursuant to an offer of equity securities open for acceptance for a period
     fixed by the Directors where the equity securities respectively
     attributable to the interests of holders of Ordinary Shares are
     proportionate (as nearly as may be) to the respective numbers of Ordinary
     Shares held by them but subject to such exclusions or other arrangements in
     connection with the issue as the Directors may consider necessary,
     appropriate or expedient to deal with equity securities representing
     fractional entitlements or to deal with legal or practical problems arising
     in any overseas territory, the requirements of any regulatory body or stock
     exchange, or any other matter whatsoever; and
  2. provided that (otherwise than pursuant to sub-paragraph (a) above) this
     power shall be limited to the allotment of equity securities up to an
     aggregate nominal value equal to 10 per cent. of the total number of shares
     in issue in the Company at the date of the passing of this extraordinary
     resolution, and provided further that (i) the number of equity securities
     to which this power applies shall be reduced from time to time by the
     number of treasury shares which are sold pursuant to any power conferred on
     the Directors by ordinary resolution 11 above and (ii) no issue of equity
     securities shall be made under this power which would result in Ordinary
     Shares being issued at a price which is less than the net asset value per
     Ordinary Share as at the latest practicable date before such allotment of
     equity securities as determined by the Directors in their reasonable
     discretion, and such power hereby conferred shall expire on whichever is
     the earlier of: (i) the conclusion of the annual general meeting of the
     Company to be held in 2025; or (ii) the date 15 months after the date on
     which this extraordinary resolution is passed (unless renewed, varied or
     revoked by the Company prior to that date) save that the Company may,
     before such expiry, make offers or agreements which would or might require
     equity securities to be issued after such expiry and the Directors may
     issue equity securities in pursuance to such offers or agreements as if the
     authority conferred hereby had not expired.

Extraordinary Resolution 15

That, conditional on extraordinary resolution 14 above having been passed, in substitution of all existing powers (but in addition to any power conferred on them by ordinary resolutions 12 and 13 and in addition to and without prejudice to the power granted by extraordinary resolution 14 above), the Directors be and are authorised generally and unconditionally in accordance with Article 6.7 of the Articles to exercise all powers of the Company to issue equity securities (as defined in Article 6.1.1(a)) for cash as if the members’ pre-emption rights contained in Article 6.2 of the Articles did not apply to any such issue pursuant to the general authority conferred on them by the ordinary resolutions 12 and 13 above (as varied from time to time by the Company in general meeting):

  1. pursuant to an offer of equity securities open for acceptance for a period
     fixed by the Directors where the equity securities respectively
     attributable to the interests of holders of Ordinary Shares are
     proportionate (as nearly as may be) to the respective numbers of Ordinary
     Shares held by them but subject to such exclusions or other arrangements in
     connection with the issue as the Directors may consider necessary,
     appropriate or expedient to deal with equity securities representing
     fractional entitlements or to deal with legal or practical problems arising
     in any overseas territory, the requirements of any regulatory body or stock
     exchange, or any other matter whatsoever; and
  2. provided that (otherwise than pursuant to sub-paragraph (a) above) this
     power shall be limited to the allotment of equity securities up to an
     aggregate nominal value equal to 10 per cent. of the total number of shares
     in issue in the Company at the date of the passing of this extraordinary
     resolution, and provided further that no issue of equity securities shall
     be made under this power which would result in Ordinary Shares being issued
     at a price which is less than the net asset value per Ordinary Share as at
     the latest practicable date before such allotment of equity securities as
     determined by the Directors in their reasonable discretion, and such power
     hereby conferred shall expire on whichever is the earlier of: (i) the
     conclusion of the annual general meeting of the Company to be held in 2025;
     or (ii) the date 15 months after the date on which this extraordinary
     resolution is passed (unless renewed, varied or revoked by the Company
     prior to that date) save that the Company may, before such expiry, make
     offers or agreements which would or might require equity securities to be
     issued after such expiry and the Directors may issue equity securities in
     pursuance to such offers or agreements as if the authority conferred hereby
     had not expired.

Enquiries:

Northern Trust International Fund Administration Services (Guernsey) Limited
The Company Secretary

Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL

Tel:        01481 745001

END