Fidelity Japan Trust Plc - Result of General Meeting

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, IN ANY MEMBER STATE OF THE EUROPEAN ECONOIMIC AREA OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL

7 November 2025

For Immediate Release

FIDELITY JAPAN TRUST PLC

Result of General Meeting

Further to the circular to shareholders dated 14 October 2025 (the " Circular "), the Board of Fidelity Japan Trust PLC (the " Company ") announces that at the first general meeting of the Company which was held today (the " First GM "), the special resolutions set out in the notice of the First GM (the " Resolutions ") were duly passed by shareholders.

By the passing of the Resolutions, shareholders have authorised:

a)       the terms of the Scheme set out in Part 2 of the Circular;

b)       amendments to the Articles of Association, to give effect to the Scheme; and

c)        subject to their appointment, the Liquidators to enter into and give effect to the Transfer Agreement with AVI Japan Opportunity Trust plc (“ AJOT ”), distribute New AJOT Shares to Shareholders in accordance with the Scheme and to purchase the interests of any Dissenting Shareholders.

The Resolutions were voted on by way of a poll. Details of the number of votes cast for, against and withheld in respect of the Resolutions are set out in the table below and will also be published on the Company's website, https://www.fidelity.co.uk/Japan .

*denotes special resolution

 

Notes:

1. Each holder of Shares present at the First GM, in person or by proxy, was entitled to one vote per Share held at the voting record time, being 8:30 a.m. on 5 November 2025 (the " Record Time "). At the Record Time, the Company's issued share capital comprised 113,677,866 Ordinary Shares of £0.25 each and the Company held no Ordinary Shares in treasury. Therefore, the total number of voting rights in the Company as at the Record Time was 113,677,866.
2. Rounded to two decimal places.
3. A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" the Resolution or in the calculation of the proportion of issued share capital voted.

 

A copy of the Resolutions passed at the First GM will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

Following this First GM, the expected timetable is provided in full below. The implementation of the Proposals in the Circular also requires a Second General Meeting of the Company to be held, which is convened for 9:00 a.m. on 27 November 2025 at 4 Cannon Street, London EC4M 5AB.  

At the Second General Meeting, a special resolution will be proposed which, if passed, will place the Company into liquidation, appoint the Liquidators and agree the basis of their remuneration, instruct the Company Secretary to hold the books to the Liquidators' order, and provide the Liquidators with appropriate powers to carry into effect the amendments to the Articles made at the First General Meeting. The Resolution to be proposed at the Second General Meeting is conditional upon the FCA agreeing to admit the New AJOT Shares to the closed-ended investment funds category of the Official List and the London Stock Exchange agreeing to admit the New AJOT Shares to trading on the Main Market of the London Stock Exchange (subject only to allotment), respectively, and the Directors and the AJOT Directors resolving to proceed with the Scheme. The Resolution will require at least 75 per cent. of the votes cast in respect of it, whether in person or by proxy, to be voted in favour to be passed.

Circular

Capitalised terms shall have the meaning attributed to them in the Circular unless otherwise defined in this announcement.

A copy of the Circular is available for viewing at the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website, https://www.fidelity.co.uk/Japan .

EXPECTED TIMETABLE

Enquiries:

 

Legal Entity Identifier (LEI): 549300ND695NEJ5GPI72

This announcement is not for publication or distribution in or into the United States of America.   This announcement is not an offer of securities for sale into the United States.   The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration.   No public offering of securities is being made in the United States.