Blue Planet investment management

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28TH JUNE '10
Annual Financial Report and Notice of AGM 2010

Company Blue Planet Financials Grwth&Inc IT
TIDM BPFU
Headline Annual Financial Report and Notice of AGM 2010
Released 15:16 28-Jun-2010
Number 01515-2004

Blue Planet Financials Growth & Income Investment Trust Nos1 - 10 plc Annual Financial Report (year to 31 March 2010) and Notice of Annual General Meeting 2010 Two copies of the Company's Annual Report and Accounts for the year ended 31 March 2010 and Notice of Meeting of Annual General Meeting 2010 have been submitted to the UK Listing Authority and will be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at:

Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS, Tel: 020 7066 1000

A copy of the Annual Report and Accounts is available on the Company's website: www.blueplanet.eu

Information required by DTR 4.1 is included in the Preliminary Announcement issued on 27 May 2010. For more information, please visit www.blueplanet.eu

You can also contact the Company on 0131 466 6666 or by emailing info@blueplanet.eu

K Tinsley Lockhart, for Company Secretary, Blue Planet Investment Advisers Ltd, Greenside House, 25 Greenside Place, Edinburgh EH1 3AA

END

Notice of Annual General Meeting


NOTICE is hereby given that the 14th Annual General Meeting of the following companies (hereinafter referred to collectively as the “Companies”) will be held at the Registered Offices, Greenside House, 25 Greenside Place, Edinburgh, EH1 3AA on 5 August  2010 at the times stated:

Blue Planet Financials Growth and Income Investment Trust No 1 plc (Registered Number 162796) at 12.00pm.

Blue Planet Financials Growth and Income Investment Trust No 2 plc (Registered No. 162797) at 12.05pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 1 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 3 plc (Registered No. 162798) at 12.10pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 2 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 4 plc (Registered No. 162799) at 12.15pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 3 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 5 plc (Registered No. 162800) at 12.20pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 4 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 6 plc (Registered No. 162801) at 12.25pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 5 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 7 plc (Registered No. 162802) at 12.30pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 6 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 8 plc (Registered No. 162803) at 12.35pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 7 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 9 plc (Registered No. 162804) at 12.40pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 8 plc convened at the same place and on the same date shall have been concluded or adjourned.

Blue Planet Financials Growth and Income Investment Trust No 10 plc (Registered No. 162805) at 12.45pm or as soon thereafter as the Annual General Meeting of Blue Planet Financials Growth and Income Investment Trust No 9 plc convened at the same place and on the same date shall have been concluded or adjourned.

The meetings are being held for the following purposes in respect of each of the Companies:


Routine business

As routine business, to consider and, if thought fit, to pass the following resolutions of which resolutions 1 to 7 will be proposed as ordinary resolutions and resolution 8 as a special resolution:

1. To receive the accounts for the financial year ended 31 March  2010, together with the reports of the Directors and Auditors thereon;

2. To approve the Directors' Remuneration Report for the financial year ended 31 March 2010.

3. To elect Mr Glenn Cooper as a Director of the Company.

Glenn Cooper, aged 66, has been a non-executive director of a number of listed companies both in the UK and the USA. He has had a long corporate finance career, starting in the City of London with Grieveson Grant (now Dresdner Kleinwort), then with Hoare & Co, Oppenheimer & Co and E.F.Hutton.  Until 1993 he was deputy chairman and head of corporate finance of Henry Ansbacher & Co a medium size merchant bank quoted on The London Stock Exchange, transacting between 25 and 30 public company transactions per annum.  He then jointed Apax Partners Corporate Finance (now known as Altium Capital), where he was appointed Managing Director leading complex debt restructuring transactions.  He has led and supervised a large number of transactions mostly in the U.K. but including some U.S., Continental European and Australian both in public and private companies.  These transactions have included both hostile and recommended offers, conventional mergers, rights issues and other fundraisings, reconstructions, recapitalisations and floatation’s both on AIM and the main list.  He is perhaps best known as a result of his leading the team which floated Manchester United football club.  He joined the Board on 5th October 2009.

4. To re-elect Ms Killay as a Director of the Company.
Victoria Wendy Killay, MA, aged 52, has been a non executive Director of the Company since its inception in 1996 and was appointed Chairman of the Company in 31 March 2005.
Ms Killay has over 28 years' experience in financial markets.  She trained as a Financial Analyst with Merrill Lynch and Schroder Investment Management Ltd in London before joining IDS, a subsidiary of American Express, where she became a Fund Manager with special responsibility for Continental European stockmarkets and the United Kingdom.  She was also Director of Marketing for CDC Investment Management Ltd, a subsidiary of La Caisse des Depots et Consignations, one of France's largest and most respected financial institutions. For the last decade, Ms Killay has been working as a consultant researcher for a number of management consultants in the financial sector.  Not withstanding that Ms Killay has been a Director of the Company for more than 9 years the Directors believe that Ms Killay has made a valuable contribution to the Board over the years and will provide continuity of experience to the Board’s deliberations and therefore recommend her re-election to the Board.

5. To re-elect Mr Murray as a Director of the Company.
Mr Kenneth Murray, aged 51, was appointed a Director of the Company on 31 March 2005.
Mr Murray is a Director of Blue Planet Investment Management Ltd, the Company’s Investment Manager and the Chairman and Chief Executive of Blue Planet Investment Advisers Ltd the Company’s administrator and Company Secretary. He is a Director of the Blue Planet Worldwide Financials Investment Trust plc, the Blue Planet European Financials Investment Trust plc, and Blue Planet Investments Ltd.  He commenced his career in the City of London as an Investment Analyst and was Senior Merchant Banking and Financial Sector Analyst at Greenwell Montagu Securities Limited. He held similar posts at Sheppards & Chase Stockbrokers Limited and Wood Mackenzie & Co Limited and was a Director of Fulton Prebon International Limited (one of the world's largest money brokers). In 1990, he founded The Bank of Edinburgh and was Managing Director until its sale in 1994. He was Chief Executive of Murray Financial Corporation plc until July 2003.
The Directors believe it is important to have a representative of the Manager on the Board and therefore recommend Mr Murray’s re-election to the Board.

6. To re-appoint Deloitte LLP as auditors and to authorise the Directors to fix their remuneration.

7. THAT the Directors be and are hereby generally and unconditionally authorised for the purposes of section 549(1) to (3), 551(1) and 559 the Companies Act 2006 (the "Act") to exercise all the powers of the Company to allot shares up to an aggregate nominal value of £45,000, such authority to expire (unless previously renewed, varied or revoked by the Company in general meeting) 15 months after the date of the passing of this resolution or at the conclusion of the next Annual General Meeting of the Company whichever is the earlier, but so that such authority shall allow the Company to make offers or enter into agreements before the expiry of such authority which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offers or agreements as if the authority conferred hereby had not expired.

8. THAT the Directors be and are hereby empowered, until the expiry of 15 months after the date of the passing of this resolution or the conclusion of the next Annual General Meeting of the Company whichever is the earlier, pursuant to section 570(1) and (2), 573(3) and (5) of the Act to:
(a) allot equity securities (as defined in section 560(1) of the Act) for cash pursuant to the authority conferred by resolution  as if section 561(1) of the Act did not apply to any such allotment; and

(b) sell ordinary shares (as defined in section 560 (1) of the Act) in the Company if, immediately before the sale such shares are held by the Company as treasury shares (as defined in section 724(5) of the Act) ("treasury shares") for cash (as defined in section 727 (2) of the Act) as if section 560 (1) of the Act did not apply to any such sale, provided that this power shall be limited to the allotment of equity securities and the sale of treasury shares:
(i) in connection with a rights issue, open offer and other pro rata issue or offer to shareholders where the equity securities respectively attributable to the interests of all such shareholders are proportionate (or as near as may be) to the respective number of shares held by them, subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or legal or practical problems arising under the laws of, or requirements of any regulatory body or any stock exchange in, any territory;
(ii) the allotment of ordinary shares in connection with the Blue Planet Savings Plan (as amended from time to time);
(iii)  the allotment of ordinary shares in connection with the subscription of warrants; and
(iv)  (otherwise than pursuant to sub-paragraphs (i), (ii) and (iii) above) the allotment of equity securities up to £6,800 provided that the subscription price payable in respect of any security allotted pursuant to this sub-paragraph (iv) shall not be less than the most recent unaudited net asset value of the security concerned which is available at the time of allotment; but so that this authority shall allow the Company to make offers or enter into agreements before the expiry of this authority which would or might require equity securities to be allotted, or treasury shares to be sold, after such expiry and the Directors may allot equity securities or sell treasury shares in pursuance of such offers or agreements as if the powers conferred hereby had not expired.

Non-Routine business

As non-routine business, to consider and, if thought fit, to pass the following resolution which will be proposed as a special resolution: 
9. THAT the Company be and is hereby generally and unconditionally authorised for the purposes of section 693 and 701 of the  Act  to make market purchases (within the meaning of section 693(4) of the Act) of any of its ordinary shares of 1 pence each in the capital of the Company ("ordinary shares") on such terms and in such manner as the Directors may from time to time determine provided that:
(a) the maximum number of ordinary shares hereby authorised to be purchased shall be 2,049,000;
(b) the minimum price which may be paid for an ordinary share shall be 1 pence which amount shall be exclusive of expenses, if any;
(c) the maximum price which may be paid for an ordinary share shall be not more than five per cent above the average of the middle market  quotation derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the date on which such share is contracted to be purchased; and
(d) unless previously renewed, revoked or varied, the authority hereby conferred shall expire 15 months after the passing of this resolution or at the conclusion of the next Annual General Meeting of the Company whichever is the earlier, save that the Company may prior to such expiry enter into a contract to purchase ordinary shares which will or may be executed wholly or partly after such expiry and may make purchases of ordinary shares pursuant to it as if the authorities had not expired.

By order of the Board

Blue Planet Investment Advisers Ltd
Company Secretary
Edinburgh
28 June 2010


Notes  
1. In accordance with Regulation 41 of the Uncertificated Securities Regulations 2001, only those shareholders entered in the register of members of the Company as at 6:00pm on 3 August 2010 or, if the meeting is adjourned, in the register of members at 6:00pm pm on the second day prior to the day of any adjourned meeting, shall be entitled to attend or vote at the meeting in respect of the number of shares registered in their name at that time. Changes to entries in the register of members after 6:00pm on 3 August 2010 or, if the meeting is adjourned, in the register of members after 6:00pm on the second day prior to the day of the adjourned meeting, shall be disregarded in determining the rights of any person to attend, speak or vote at the meeting or at any such adjournment

2. A member entitled to attend and vote at a meeting convened by the foregoing Notice is entitled to appoint a proxy (who need not be a member of the Company) to attend, speak and vote instead of him/her .A member may appoint more than one proxy provided that each proxy is appointed to exercise the rights attached to a different share held by him\her. If no name is entered, the return of the proxy form duly signed will authorise The Chairman of the Meeting to act as your proxy.
 
In order for a proxy appointment or instruction made by means of CREST to be valid, the appropriate CREST message (a “CREST Proxy Instruction”) must be properly authenticated in accordance with Euroclear UK & Ireland Limited’s specifications and must contain the information required for such instructions, as described in the CREST Manual. The message must be transmitted so as to be received by the Company’s agent, Capita Registrars Limited (CREST Participant ID: RA10), no later than 48 hours before the time appointed for the meeting.


For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) the issuer’s agent is able to retrieve the message.  After this time any change of instructions to a proxy appointed through CREST should be communicated to the proxy by other means. In order for a proxy appointment or instruction made by means of CREST to be valid, the appropriate CREST message (a “CREST Proxy Instruction”) must be properly authenticated in accordance with Euroclear UK & Ireland Limited’s specifications and must contain the information required for such instructions, as described in the CREST Manual. The message must be transmitted so as to be received by the Company’s agent, Capita Registrars Limited (CREST Participant ID: RA10), no later than 48 hours before the time appointed for the meeting.

 CREST Personal Members or other CREST sponsored members, and those CREST Members who have appointed voting service provider(s) should contact their CREST sponsor or voting service provider(s) for assistance with appointing proxies via CREST.  For further information on CREST procedures, limitations and system timings please refer to the CREST Manual.  We may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5) (a) of the Uncertified Securities Regulations 2001.  In any case your proxy form must be received by the company’s registrars no later than  48 hours before the time appointed for the meeting.

3.  A Form of Proxy for use at the above Meeting and the letter of power of attorney (if any) or other authority under which it is signed or a notarially certified copy of such power or a copy certified in accordance with the Powers of Attorney Act 1971 or in some other manner approved by the Directors should be deposited at the office of the Company’s registrar, Capita Registrars, Proxies Department PO Box 25, Beckenham, Kent BR3 4BR, not less than 48 hours before the time of the Meeting ( disregarding any part of a day that is not a working day).

4.  Completion of a Form of Proxy will not prevent shareholders from attending a Meeting and voting in person should they so wish.

5.  If two or more persons are jointly entitled to a share conferring the right to vote, any one of them may vote at the Meeting either in person or by proxy, but if more than one joint holder is present at the Meeting either in person or by proxy, the one whose name stands first in the register of members in respect of the joint holding shall alone be entitled to vote in respect thereof. In any event, the names of all joint holders should be stated on the form of proxy.

6. If this form is returned without any indication as to how the person(s) appointed shall vote on the resolutions, such person(s) will exercise his/her/their discretion as to how to vote or whether to abstain from voting.

7.    Information regarding this notice of Annual General Meeting including the total voting rights of members can be found on the Blue Planet website www.blueplanet.eu 

8.      The Company's share capital in respect of which members are entitled to exercise voting rights at the Annual General Meeting consists of 13,662,100 ordinary shares each carrying one vote.


Email address
According to Section 333A of the Companies Act 2006 all validly executed documents and information relating to proxies may be returned by scan emailed to ssd@capitaregistrars.com, subject to the following limitations specified by the Company:
1. Proof of delivery is required as proof of receipt.
2. Emails received may not be acknowledged otherwise.
3. Any email must be received five working days before any deadline for receipt stated in the Notice of the Annual General Meeting, Attendance Card and Form of Proxy or other communication from the Company, unless expressly waived in writing by the Company, which decision will be made in its absolute discretion.
4. Proxy cards which are defaced, illegible or otherwise cannot be processed will be deemed an appointment of the Chairman as proxy to vote how he or she sees fit, or rejected altogether, at the absolute discretion of the Company.
5. The Company may, in its absolute discretion, require any document received by email to be presented in addition by hard copy by any deadline stated in the Notice of the Annual General Meeting, Attendance Card and Form of Proxy or other communication from the Company, and to require supporting documentation, including but not restricted to proof of identity and proof of authority to execute any document submitted.
6. All other restrictions and instructions given in the Notice of the Annual General Meeting, Attendance Card and Form of Proxy or other communication from the Company shall remain in full force.