Downing Planned Exit VCT 2 plc
24 July 2012
Annual General Meeting, General Meeting and Separate Share Class Meetings
Annual General Meeting
At the Annual General Meeting ("AGM") of Downing Planned Exit VCT 2 plc, held on Tuesday 24 July 2012, all resolutions were passed.
Details of the proxy votes in respect of the AGM resolutions which were received by 10:30 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 482,277 | - | - | - | 482,277 |
| 100.00% | 0.00% | 0.00% | 100.00% | ||
| 2 | 466,640 | - | 15,637 | - | 482,277 |
| 96.76% | 0.00% | 3.24% | 100.00% | ||
| 3 | 482,277 | - | - | - | 482,277 |
| 100.00% | 0.00% | 0.00% | 100.00% | ||
| 4 | 412,853 | - | 69,424 | - | 482,277 |
| 85.60% | 0.00% | 14.40% | 100.00% | ||
| 5 | 477,027 | - | - | 5,250 | 477,027 |
| 100.00% | 0.00% | 0.00% | 100.00% | ||
| 6 | 477,027 | - | - | 5,250 | 477,027 |
| 100.00% | 0.00% | 0.00% | 100.00% | ||
| 7 | 477,027 | - | - | 5,250 | 477,027 |
| 100.00% | 0.00% | 0.00% | 100.00% |
General Meeting
At the General Meeting ("GM") of Downing Planned Exit VCT 2 plc, held on Tuesday 24 July 2012, all resolutions were passed.
Details of the proxy votes in respect of the GM resolutions which were received by 11:00 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 5,071,383 | 219,026 | - | 10,224 | 5,290,409 |
| 95.86% | 4.14% | 0.00% | 100.00% | ||
| 2 | 5,081,607 | 219,026 | - | - | 5,300,633 |
| 95.87% | 4.13% | 0.00% | 100.00% | ||
| 3 | 5,090,858 | 199,551 | - | 10,224 | 5,290,409 |
| 96.23% | 3.77% | 0.00% | 100.00% | ||
| 4 | 5,071,383 | 219,026 | 10,224 | - | 5,300,633 |
| 95.68% | 4.13% | 0.19% | 100.00% |
Separate Share Class Meetings
The Ordinary Share class meeting of Downing Planned Exit VCT 2 plc held at 11:02 am on Tuesday 24 July 2012 was adjourned as the meeting was not quorate. The adjourned meeting was held at 11:38 am on Tuesday 24 July 2012 at Downing LLP, 10 Lower Grosvenor Place, London SW1W 0EN.
Details of the proxy votes in respect of the Ordinary Share class meeting resolutions which were received by 11:38 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 760,422 | 70,700 | - | - | 831,122 |
| 91.49% | 8.51% | 0.00% | 100.00% | ||
| 2 | 760,422 | 70,700 | - | - | 831,122 |
| 91.49% | 8.51% | 0.00% | 100.00% | ||
| 3 | 735,147 | 80,825 | - | 15,150 | 815,972 |
| 90.09% | 9.91% | 0.00% | 100.00% |
The A Share class meeting of Downing Planned Exit VCT 2 plc held at 11:04 am on Tuesday 24 July 2012 was adjourned as the meeting was not quorate. The adjourned meeting was held at 11:40 am on Tuesday 24 July 2012 at Downing LLP, 10 Lower Grosvenor Place, London SW1W 0EN.
Details of the proxy votes in respect of the A Share class meeting resolutions which were received by 11:40 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 785,765 | 11,113 | - | - | 796,878 |
| 98.61% | 1.39% | 0.00% | 100.00% | ||
| 2 | 785,765 | 11,113 | - | - | 796,878 |
| 98.61% | 1.39% | 0.00% | 100.00% |
The C Share class meeting of Downing Planned Exit VCT 2 plc held at 11:06 am on Tuesday 24 July 2012 was adjourned as the meeting was not quorate. The adjourned meeting was held at 11:41 am on Tuesday 24 July 2012 at Downing LLP, 10 Lower Grosvenor Place, London SW1W 0EN.
Details of the proxy votes in respect of the C Share class meeting resolutions which were received by 11:41 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 839,577 | 11,113 | - | - | 850,690 |
| 98.69% | 1.31% | 0.00% | 100.00% | ||
| 2 | 839,577 | 11,113 | - | - | 850,690 |
| 98.69% | 1.31% | 0.00% | 100.00% |
The D Share class meeting of Downing Planned Exit VCT 2 plc held at 11:08 am on Tuesday 24 July 2012 was adjourned as the meeting was not quorate. The adjourned meeting was held at 11:42 am on Tuesday 24 July 2012 at Downing LLP, 10 Lower Grosvenor Place, London SW1W 0EN.
Details of the proxy votes in respect of the D Share class meeting resolutions which were received by 11:42 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 655,494 | 20,950 | - | - | 676,444 |
| 96.90% | 3.10% | 0.00% | 100.00% | ||
| 2 | 655,494 | 20,950 | - | - | 676,444 |
| 96.90% | 3.10% | 0.00% | 100.00% |
The E Share class meeting of Downing Planned Exit VCT 2 plc held at 11:10 am on Tuesday 24 July 2012 was adjourned as the meeting was not quorate. The adjourned meeting was held at 11:43 am on Tuesday 24 July 2012 at Downing LLP, 10 Lower Grosvenor Place, London SW1W 0EN.
Details of the proxy votes in respect of the E Share class meeting resolutions which were received by 11:43 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 730,494 | 20,950 | - | - | 751,444 |
| 97.21% | 2.79% | 0.00% | 100.00% | ||
| 2 | 730,494 | 20,950 | - | - | 751,444 |
| 97.21% | 2.79% | 0.00% | 100.00% |
The F Share class meeting of Downing Planned Exit VCT 2 plc held at 11:12 am on Tuesday 24 July 2012 was adjourned as the meeting was not quorate. The adjourned meeting was held at 11:44 am on Tuesday 24 July 2012 at Downing LLP, 10 Lower Grosvenor Place, London SW1W 0EN.
Details of the proxy votes in respect of the F Share class meeting resolutions which were received by 11:44 am on 20 July 2012, being 48 hours before the time of the meeting (excluding weekends), at Downing LLP are set out below:
| For | Discretionary | Against | Withheld | ||
| Resolution No. | No. of Votes | No. of Votes | No. of Votes | No. of Votes | Total Votes |
| % of votes | % of votes | % of votes | % of votes | ||
| 1 | 839,030 | 15,450 | - | - | 854,480 |
| 98.19% | 1.81% | 0.00% | 100.00% | ||
| 2 | 828,806 | 15,450 | 10,224 | - | 854,480 |
| 97.00% | 1.80% | 1.20% | 100.00% |
A copy of all the resolutions passed will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.