Baillie Gifford US Growth Trust plc (“USA” or the “Company”)
Legal Entity Identifier: 213800UM1OUWXZPKE539
Result of Requisitioned General Meeting
3 February 2025
The Board of USA announces that, at the Requisitioned General Meeting held earlier today, Shareholders decisively voted AGAINST all the Requisitioned Resolutions. Total votes cast represented approximately 78.4% of the Company’s total voting rights.
Excluding the shares voted by Saba, approximately 98.5% of the votes cast were against the Requisitioned Resolutions. Of the total votes cast, 65.6% were voted against all the Requisitioned Resolutions and represented a majority of the Company’s total voting rights.
Tom Burnet, Chair of the Company commented:
“Faced with the threat to their investment posed by Saba’s self-serving and destructive proposals, shareholders have mobilised and acted decisively to protect their investment. The result is unambiguous and conclusive.
We would like to thank shareholders for their support at this important moment for the Company. We are delighted, in particular, by the number of retail shareholders who have voted and played a key role in this positive outcome and encourage them to continue to make their voices heard.
Thanks to our patient strategy of investing in exceptional US growth companies, public and private, the Company has achieved its objective of delivering above average long-term returns for our shareholders. Since IPO in March 2018, the Company has been one of the best-performing funds globally when measured against all US equity open-ended funds and ETFs.
Following the decisive result at the Requisitioned General Meeting, we look forward to executing our strategy in a supportive macro environment and continuing to engage with all our shareholders.”
All of the Requisitioned Resolutions were voted on by way of a poll and the results are shown in the table below. The Board appointed Civica Election Services as independent assessor to report on the poll in respect of each of the Requisitioned Resolutions.
| Ordinary Resolutions | Votes For | Votes Against* | Votes Withheld | Total Voting Rights Exercised | ||
| Number | % | Number | % | Number | % | |
| 1. To reduce the minimum number of directors (disregarding alternate directors), pursuant to article 106 of the articles of association of the Company, to be not less than two. | 76,711,583 | 34.4% | 146,350,406 | 65.6% | 108,407 | 78.4% |
| 2. To remove Tom Burnet as a director of the Company. | 76,720,143 | 34.4% | 146,304,522 | 65.6% | 145,731 | 78.4% |
| 3. To remove Sue Inglis as a director of the Company. | 76,733,312 | 34.4% | 146,291,353 | 65.6% | 145,731 | 78.4% |
| 4. To remove Graham Paterson as a director of the Company. | 76,734,556 | 34.4% | 146,290,109 | 65.6% | 145,731 | 78.4% |
| 5. To remove Rachael Palmer as a director of the Company. | 76,699,298 | 34.4% | 146,329,207 | 65.6% | 142,891 | 78.4% |
| 6. To remove Chris van der Kuyl as a director of the Company. | 76,710,659 | 34.4% | 146,317,174 | 65.6% | 142,563 | 78.4% |
| 7. To appoint Boaz Weinstein as a director of the Company with effect from the end of the meeting. | 76,587,150 | 34.4% | 146,271,225 | 65.6% | 312,021 | 78.4% |
| 8. To appoint Miriam Khasidy as a director of the Company with effect from the end of the meeting. | 76,636,586 | 34.4% | 146,284,600 | 65.6% | 249,210 | 78.4% |
*including votes at the discretion of the Chair
Shareholders are entitled to one vote per share. Votes withheld are not a vote in law and, therefore, are not counted in the calculation of the percentages of the votes cast for and against a resolution. Where shareholders appointed the Chair as their proxy with discretion as to voting, their votes were cast against the Requisitioned Resolutions and their votes have been included in the ‘votes against’ column.
The number of shares of 1p each in issue excluding the total number of shares held in treasury at the voting record time was 284,603,700. The total number of voting rights at that time was, therefore, 284,603,700.
Unless the context provides otherwise, capitalised terms used in this announcement shall have the same meanings given to them in the circular posted to Shareholders on 6 January 2025 (the “Circular”).
The full text of all the Requisitioned Resolutions can be found in the Notice of Requisitioned General Meeting contained in the Circular which is available for viewing at the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company’s webpage https://bgusgrowthtrust.com.