
Miton UK Microcap Trust Plc - Results of the Second General Meeting
PR Newswire
LONDON, United Kingdom, May 21
Legal Entity Identifier: 21380048Q8UABVMAG916
Miton UK MicroCap Trust plc
("MINI" or the "Company")
Results of the Second General Meeting
In connection with the proposals for the winding-up of the Company by way of a scheme of reconstruction pursuant to Section 110 of the Insolvency Act 1986 (the "Scheme") the Board is pleased to announce the results of the Second General Meeting.
The Company announces that the special resolution to place the Company into members' voluntary liquidation was voted on and approved by Shareholders at the Second General Meeting held earlier today. Accordingly Gareth Rutt Morris and Jonathan Dunn, both licensed insolvency practitioners of FRP Advisory Trading Limited, have been appointed as joint liquidators of the Company (together the "Liquidators"). Details of the number of votes cast for, against and withheld in respect of the resolution, are set out below and will also be published on the Company's website.
Special Resolution | Votes For (including discretionary) | % | Votes Against | % | Total Votes cast | VotesValidly Cast (excl. votes withheld)1 | Votes Withheld |
To place the Company into members' voluntary liquidation and appoint the Liquidators | 10,286,439 | 99.63 | 38,420 | 0.37 | 10,324,859 | 22.52 | 60,090 |
1 As a percentage of total voting rights
For the purposes of section 341 of the Companies Act 2006, the votes validly cast are expressed in the table above as a percentage of the Company's total voting rights, being 45,840,069 as at 19 May 2025, being the time at which a shareholder had to be registered in the Register of Members in order to vote at the Second General Meeting. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" a resolution.
The number of Ordinary Shares in issue at the date of this announcement is 45,840,069. There are no Ordinary Shares held in treasury. Therefore, as at the date of this announcement the number of voting rights in the Company are 45,840,069.
Suspension of Reclassified Shares
The Company's Reclassified Shares were suspended from listing on the Official List of the Financial Conduct Authority and from trading on the London Stock Exchange at 7.30 a.m. this morning, in anticipation of the Second General Meeting.
Residual Net Asset Value & Entitlements
Further to the passing of the Resolutions at the Company's General Meetings, the Scheme entitlements were as follows:
- the Residual Net Asset Value per Share: 46.58 pence
- Premier Miton UK Smaller Companies Fund (the "Sub-Fund") price per Sub-Fund Share: 251.9 pence
Shareholders who elected (or are deemed to have elected) to rollover into the Sub-Fund will receive approximately 0.189 Sub-Fund Shares for every Reclassified Share with "A" rights held.
Shareholders that have elected for the Cash Option will receive 46.58 pence for every Reclassified Share with "B" rights held.
Contract notes for the Sub-Fund Shares issued under the Scheme are expected to be despatched as soon as practicable. Cheques in respect of the Cash Option are expected to be despatched by the Company's registrars no later than 5 June 2025.
As noted in the Company's circular to Shareholders dated 12 March 2025 (the "Circular"), the Directors have set aside sufficient assets in the Liquidation Pool to meet all estimated liabilities and contingencies, the costs of implementing the Scheme and an amount considered sufficient to purchase the interests of any Dissenting Shareholders. The Directors have also provided in the Liquidation Pool for a retention of £100,000 which they, together with the Liquidators, consider will be sufficient to meet any contingent and unknown liabilities of the Company.Non-material holdings in the warrants held by the Trust and an investment where the share price is currently suspended has also been transferred to the Liquidation Pool.
The Liquidation Pool will be applied by the Liquidators in discharging all current and future, actual and contingent liabilities of the Company. Any balance remaining in the Liquidation Pool after discharging such liabilities will, in due course, be distributed by the Liquidators to Shareholders on the Register on the Winding-Up Date pro rata to their respective holdings of Ordinary Shares.
Defined terms used in this announcement shall, unless the context requires otherwise, have the meanings ascribed to them in the Circular.
The Circular is available on the National Storage Mechanism at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
and on the Company's website at:
www.mitonukmicrocaptrust.com
Following the appointment of the Liquidators, all further enquiries regarding the Company should be made to the Liquidators, whose contact details are below.
For further information, please contact:
Liquidators | Gareth Morris Jonathan Dunn | Gareth.Morris@frpadvisory.com Jonathan.Dunn@frpadvisory.com |
Gareth Rutt Morris and Jonathan Dunn have been appointed as Liquidators of the Company to manage its affairs, business and property as its agents and without personal liability. Both are licensed in the United Kingdom to act as insolvency practitioners by the Institute of Chartered Accountants in England and Wales. The Liquidators are bound by the Insolvency Code of Ethics which can be found at:
https://www.gov.uk/government/publications/insolvency-practitioner-code-of-ethics
The Liquidators are controllers of personal data as defined by the Data Protection Act 2018. FRP Advisory Trading Limited will act as Data Processor for any instructions received from the Data Controllers. Personal data will be kept secure and processed only for matters relating to the Members' Voluntary Liquidation.
Enquiries:
Premier Miton Investors (Investment Manager)
Gervais Williams, Martin Turner, Claire Long Tel: 020 3714 1500
Peel Hunt LLP (Broker)
Huw Jeremy, Luke Simpson, Liz Yong Tel: 020 7418 8900
