30 JULY 2026
NORTHERN 3 VCT PLC
RESULT OF ANNUAL GENERAL MEETING
Northern 3 VCT PLC (“the Company”) announces that at the Annual General Meeting held on 30 July 2026 all of the resolutions set out in the notice of the meeting were duly passed by shareholders.
The resolutions included those to re-elect as directors Mr James Ferguson, Mrs Anna Brown, Mr John Waddell and Mr David Ovens and to elect as a director Mr Jamie Younger who was appointed to the Board on 13 February 2026.
Mr Christopher Fleetwood and Mr Timothy Levett did not stand for re-election at the AGM and have retired as directors of the Company at the conclusion of the AGM.
A copy of the resolutions proposed and passed has been submitted to the National Storage Mechanism and will also be available from: www.mercia.co.uk/vcts/n3vct/.
Details of proxy voting on the resolutions put to shareholders at the Annual General Meeting are as follows:
| Number | Resolution | For | Discretionary | Against | Vote Withheld |
| 1 | To receive and approve the Company’s annual report and financial statements for the year ended 31 March 2026 together with the strategic report, Directors’ report and independent auditor’s report thereon. | 5,942,516 | 245,750 | 116,271 | 38,197 |
| 2 | To approve and declare a final dividend of 2.5p per share in respect of the year ended 31 March 2026 | 6,093,591 | 216,431 | 23,115 | 9,597 |
| 3 | To approve the Directors’ remuneration report in respect of the year ended 31 March 2026 other than the part of such report containing the Director’ remuneration policy | 4,848,119 | 317,178 | 1,029,804 | 147,633 |
| 4 | To approve the Directors’ remuneration policy which is set out in the Directors’ remuneration report | 4,778,687 | 305,338 | 1,009,364 | 249,345 |
| 5 | To re-elect Mr J G D Ferguson as a Director | 5,291,690 | 353,990 | 517,434 | 179,620 |
| 6 | To re-elect Mrs A B Brown as a Director | 5,400,757 | 294,380 | 281,252 | 366,345 |
| 7 | To re-elect Mr D S Ovens as a Director | 5,445,658 | 294,380 | 246,992 | 355,704 |
| 8 | To re-elect Mr J M O Waddell as a Director | 5,311,503 | 305,304 | 398,065 | 327,862 |
| 9 | To elect Mr J H Younger as a Director | 5,609,145 | 282,540 | 232,946 | 218,103 |
| 10 | To appoint Johnston Carmichael LLP as an independent auditor | 5,730,547 | 268,365 | 211,008 | 132,814 |
| 11 | To authorise the Audit & Risk Committee to fix the remuneration of the independent auditor | 5,733,599 | 410,314 | 154,259 | 44,562 |
| 12 | To authorise the Directors to allot shares pursuant to Section 551 of the Companies Act 2006 for the purposes of the Offer | 5,499,063 | 392,463 | 433,741 | 17,467 |
| 13 | To generally authorise the Directors to allot shares pursuant to Section 551 of the Companies Act 2006 | 5,441,542 | 426,067 | 430,563 | 44,562 |
| 14 | To disapply Section 561(1) of the Companies Act 2006 in relation to certain allotments of equity securities for the purposes of the Offer | 5,433,547 | 351,891 | 506,886 | 50,410 |
| 15 | To disapply Section 561(1) of the Companies Act 2006 in relation to certain other allotments of equity securities | 5,360,545 | 351,891 | 579,888 | 50,410 |
| 16 | To authorise the Company to make market purchases of ordinary shares in accordance with Section 701 of the Companies Act 2006 | 5,694,527 | 377,087 | 227,060 | 44,060 |
| 17 | To cancel the amount standing to the credit of the share premium account of the Company and credit the reduction to a reserve of the Company | 5,553,093 | 537,619 | 178,289 | 73,733 |
| 18 | To amend the articles of association | 5,219,556 | 647,378 | 205,127 | 270,673 |
Enquiries:
Sarah Williams / James Sly, Mercia Fund Management Limited – 0330 223 1430
Website: www.mercia.co.uk/vcts
Neither the contents of the Mercia Asset Management PLC website, nor the contents of any website accessible from hyperlinks on the Mercia Asset Management PLC website (or any other website), are incorporated into, or form part of, this announcement.
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