Become a Member
  • Track your favourite stocks
  • Create & monitor portfolios
  • Daily portfolio value
Sign Up
Quickpicks
Add shares to your
quickpicks to
display them here!

Result of 2nd General Meeting & Scheme Entitlement

17th Mar 2026 12:28

RNS Number : 0010X
Shires Income PLC
17 March 2026
 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, IN ANY MEMBER STATE OF THE EEA OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities in any jurisdiction in which the same would be unlawful. Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment whatsoever.

17 March 2026

 

Shires Income PLC

 

Legal Entity Identifier: 549300HVCIHNQNZAYA89

 

Result of Second General Meeting and Scheme Entitlements

 

In connection with the proposals for the scheme of reconstruction and members' voluntary winding-up of Shires Income PLC (the "Company" or "SHRS") under section 110 of the Insolvency Act 1986 (the "Scheme"), the Board is pleased to announce the result of the Second General Meeting and the entitlements of Ordinary Shareholders under the Scheme.

 

Result of the Second General Meeting

 

The Company announces that the special resolution to place the Company into members' voluntary liquidation (the "Resolution") was voted on and approved by Shareholders at the Second General Meeting held earlier today. Accordingly, Gareth Rutt Morris and Jonathan Dunn, both of FRP Advisory LLP, have been appointed as joint liquidators of the Company (the "Liquidators"). Details of the number of votes cast for, against and withheld in respect of the Resolution, which was held on a poll, are set out below and will also be published on the Company's website: https://www.aberdeeninvestments.com/en-gb/shrs.

 

The results of the poll were as follows:

 

Second General Meeting Special Resolution

Votes For (including Discretionary)

%

Votes Against

%

Votes Total

 

Votes Withheld1

 

To place the Company into members' voluntary liquidation in accordance with the Scheme and appoint the Liquidators

4,042,837

96.11%

163,729

3.89%

4,206,566

117,064

1 A 'vote withheld' is not a vote in law and will not be counted in the proportion of the votes for and against the resolution.

 

The full text of the Resolution can be found in the notice of Second General Meeting contained in the Company's circular to Shareholders dated 11 February 2026 (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 https://www.aberdeeninvestments.com/en-gb/shrs.

 

Suspension and Cancellation 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, 17 March 2026, in anticipation of the Second General Meeting.

 

The Company, through its advisers, will notify the Financial Conduct Authority and the London Stock Exchange of the Company's intention to cancel the Company's admission of the Reclassified Shares to listing and trading as soon as practicable after the Effective Date.

 

Scheme Entitlements

 

As at the Calculation Date, Ordinary Shareholders' entitlements calculated in accordance with the terms of the Scheme were as follows:

· SHRS Rollover FAV per Share: 302.714122 pence

· SHRS Cash Pool FAV per Share: 295.132037 pence

· AEI FAV per Share: 409.501653 pence

 

Therefore, Ordinary Shareholders will receive the following cash and/or number of New AEI Shares:

For Ordinary Shareholders that are deemed to have elected to receive New AEI Shares:

· each Reclassified Share with "A" rights attached to it will receive 0.739225 New AEI Shares.

Fractional entitlements to New AEI Shares will not be issued under the Scheme and entitlements will be rounded down to the nearest whole number. No cash payment shall be made or returned in respect of any fractional entitlements which will be retained for the benefit of the enlarged AEI.

For Ordinary Shareholders that have elected, or are deemed to have elected, for the Cash Option:

· each Reclassified Share with "B" rights attached to it will receive 295.132037 pence in cash.

Fractional entitlements to New AEI Shares will not be issued under the Scheme and entitlements will be rounded down to the nearest whole number. No cash payment shall be made or returned in respect of any fractional entitlements which will be retained for the benefit of the enlarged AEI.

For Ordinary Shareholders that have elected, or are deemed to have elected, for the Cash Option, for every Shires share held, they will receive 295.132037 pence in cash.

The Liquidators are expected to receive estimated dividends that were declared but not received at the time of entering into the liquidation. These dividends amount to c.£940,000 and will be distributed to Ordinary Shareholders on the Register as at 6.00 p.m. on 9 March 2026 when received. They are expected to represent approximately 2.40p per Ordinary Share. As noted in the Circular, the Directors have set aside sufficient assets in the Liquidation Pool to meet all estimated liabilities and contingencies, including the costs of the winding up of the Company and the costs of implementing the Scheme. The Directors have also provided in the Liquidation Pool for a Liquidators' Retention of £100,000 which they, together with the Liquidators, consider sufficient to meet any unknown or unascertained liabilities of the Company.

 

The Liquidation Pool shall be applied by the Company (acting by the Liquidators) in discharging all current and future actual and contingent liabilities of the Company including, but not limited to, the distribution to the Preference Shareholders pursuant to their rights as set out in the Articles. The remaining balance of the Liquidation Pool, if any, shall be distributed in cash by the Liquidators pursuant to the Scheme, to all Ordinary Shareholders (in each case being those Ordinary Shareholders on the Record Date in proportion to the respective holdings of Ordinary Shares on the Effective Date) provided that if any such amount payable to any Ordinary Shareholder is less than £5.00, it shall not be paid to such Ordinary Shareholder but instead shall be retained by the Liquidators and donated to the Aberdeen Group Charitable Trust, being the charity nominated by the Directors for the receipt of such payments.

 

In accordance with the Circular, Ordinary Shareholders who held their Ordinary Shares in uncertificated form at the Record Date and who have elected (or are deemed to have elected) for New AEI Shares will receive their New AEI Shares in uncertificated form on 18 March 2026, although AEI reserves the right to issue such securities in certificated form. Shareholders who held their Ordinary Shares in certificated form at the Record Date and who have elected (or are deemed to have elected) for New AEI Shares will receive their New AEI Shares in certificated form. It is expected that share certificates in respect of such New AEI Shares will be despatched to the Ordinary Shareholders entitled thereto no later than 31 March 2026 from the date of this announcement.

 

As previously announced, Preference Shareholders were not entitled to participate in the Scheme, and will instead receive their entitlements in cash in accordance with the provisions of the Company's Articles of Association applicable to a winding-up of the Company (being the principal amount of the Preference Shares outstanding plus accrued interest up to the date of the winding-up). 

 

Cheques and electronic payments in respect of: a) Ordinary Shareholders who have elected, or are deemed to have elected, for the Cash Option; and b) Preference Shareholders, are expected to be despatched no later than 31 March 2026. In addition, it is expected that Ordinary Shareholders who have elected, or are deemed to have elected, for the Cash Option and hold their Ordinary Shares in CREST will receive their cash entitlements through CREST no later than 31 March 2026.

 

Unless otherwise defined, all capitalised terms used but not defined in this announcement shall have the meaning as given to them in the Circular.

 

Following the appointment of the Liquidators, all further enquiries regarding the Company should be made to the Liquidators, whose contact details are below.

 

Enquiries:

 

FRP Advisory LLP

Gareth Morris 

Susan Evans

Email: [email protected]

+44 (0) 1172 033 700

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
MSCZZGMFZNKGVZM

Related Shares:

Shires Inc AShires Inc B
FTSE 100 Latest
Value9,927.64
Change-135.86