ShareSoc Edge Performance VCT Campaign
ShareSoc launched (in 2019) a campaign to improve the governance and performance of Edge Performance VCT Plc (consisting of H and I share classes) and reduce the fees charged by its investment manager, Edge Investments Limited.
At the 2019 AGM, all 3 directors who stood for re-election were not re-elected; nor were the auditors Grant Thornton; the remuneration report was not approved, nor was approval given to allot shares.
On 1 November 2021, ShareSoc Campaign members submitted resolutions to requisition a general meeting of the company, to remove 3 directors from office and to appoint Richard Roth as a director. These were rejected on 18th November.
On 2 December 2021, Edge Performance VCT shareholders submitted a requisition for a GM. The requisitioners had the support of the ShareSoc Edge VCT Campaign. They submitted, to Edge Performance VCT, documentation, from more than 5% of Edge Performance VCT shareholders, requisitioning a General Meeting and requiring Edge Performance VCT to circulate resolutions for that meeting:
i. to sell the assets and return the funds to shareholders and then close the company;
ii. to elect Richard Roth and Robin Goodfellow as directors to facilitate this process;
iii. to remove Terry Back, Sir Aubrey Brocklebank and Sir Peter Bazalgette from the Board
At the 17 Jan 2022 General Meetings, the voting results were clear with c 65% to 70% of shareholders rejecting our requisitioned resolutions and supporting the Board’s proposals and recommendations.
The campaign set out to highlight issues with governance, fee structures and shareholder democracy, and to ensure that investors were given the right to decide on the future of their company.
The VCT’s board welcomed shareholder democracy initiatives and we are now comfortable that the VCT’s governance and fee structures meet with shareholder approval. Since the General Meetings we have continued to engage constructively with Edge Performance VCT and its investment manager and we no longer have cause for complaint.
Whilst there remains a clearly demonstrated demand for an early exit from some shareholders, we are confident that the board will shortly provide an exit opportunity through share buyback.
As such, our aims were achieved, even though our resolutions were outvoted.
The campaign is now closed